Loading...
R-09-08-27-9D1 - 8/27/2009RESOLUTION NO. R -09-08-27-9D1 WHEREAS, the City of Round Rock, the Brazos River Authority, the Lower Colorado River Authority, and the Cities of Cedar Park and Austin entered into a Wastewater Disposal Contract dated October 1, 2000 regarding the Brushy Creek Regional Wastewater System, and WHEREAS, the Cities of Round Rock, Cedar Park and Austin desire to purchase the Brushy Creek Regional Wastewater System from the Lower Colorado River Authority, and WHEREAS, the City Council wishes to enter into a Purchase Agreement for the Brushy Creek Regional Wastewater System with the Lower Colorado River Authority and the Cities of Cedar Park and Austin, Now Therefore 13E 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 a Purchase Agreement for the Brushy Creek Regional Wastewater System. A draft of said Purchase Agreement is attached hereto as Exhibit "A" and incorporated herein for all purposes. The final version of said Purchase Agreement is subject to the approval of the City Manager and City Attorney. 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. 0:\wdox\SCC1nts\0112\0905\MUNICIPAL\R90827D1.DOC/rmc RESOLVED this 27th day of August, 2009. ATTEST: SARA L. WHITE, City Secretary 2 MCGRAW, Mayor City of Round Rock, t�c Cities Comments to If RA Draft (8.7.00)4 t Formatted: Right PURCHASE AGREEMENT FOR THE BRUSHY CREEK REGIONAL WASTEWATER SYSTEM THIS PURCHASE AGREEMENT FOR THE BRUSHY CREEK REGIONAL WASTEWATER SYSTEM (this Agreement') by and between the LOWER COLORADO RIVER AUTHORITY, a conservation and reclamation district and political subdivision of the State of Texas ("LCRA") and the CITY of ROUND ROCK, Texas, a home rule municipal corporation ("Round Rock"), the CITY OF CEDAR PARK, TEXAS, a home rule municipal corporation ("Cedar Park"), and the CITY OF AUSTIN, TEXAS, a home rule municipal corporation (Austin") collectively referred to herein as the "Cities, is made and entered into effective the day of , 2009; which is the date this Acrecment is executed by LCRA. (the "Effective Date"). RECITALS The Cities, LCRA, and the Brazos River Authority ("Brazos") entered into a "Wastewater Disposal Contract" dated October 1, 2000 (the "Wastewater Disposal Contract') for the design, acquisition, and construction of wastewater collection facilities, wastewater treatment plant(s) and disposal facilities (the "System") and for Brazos' operation of the System. A. LCRA owns the System. B. The Cities have requested that LCRA sell the System to the Cities. C. The LCRA Board of Directors has previously determined that the System is no longer necessary, convenient, or of beneficial use to the business of LCRA. D. LCRA hereby agrees to sell the System to the Cities under the terms and conditions more particularly provided in this Agreement. E. The Cities recognize that LCRA and the City of Leander ("Leander"), a home rule corporation, had discussed Leander's intention to become a customer of the System on the same terms and conditions as the other customers, and LCRA and the Cities supported such intent. After the Cities purchase the System from LCRA pursuant to this Agreement, the Cities shall provide Leander with the opportunity to become a joint owner of the System on terms and conditions mutually agreeable to-Braztr;. the Cities and Leander. AGREEMENT NOW, THEREFORE, in consideration of the mutual covenants hereinafter set forth and other good and valuable consideration, the parties hereto agree as follows: 1 ,Response to LCRA comments- 8-7-09 (001682I6)001640 6 ( Formatted [ Formatted: Font: 9 pt Formatted: Font: 9 pt ARTICLE 1 PURCHASE AND SALE OF THE WASTEWATER SYSTEM ASSETS Section 1.1 Transfer of Wastewater System Assets by LCRA. Subject and pursuant to the terms and conditions set forth in this Agreement, on the Closing Date (as defined below), LCRA shall transfer and convey the following assets, and the Cities shall purchase from LCRA the following assets: (a) Facilities. (i) all of the wastewater treatment, collection, and disposal system owned by LCRA, together with all improvements, structures, lateral lines, service pumps, lift stations, air compressors, electrical equipment, effluent holding ponds. vehicles, machines, and other equipment and tangible assets listed on Schedule 1 of Exhibit A attached hereto and incorporated herein for all purposes; and (11) any other tangible assets of LCRA, such as laboratory equipment, office furniture, and equipment that are relevant and necessary for the Cities' ownership and operation of the System (collectively the "Facilities"). A complete inventory ("Inventory") of the Facilities that are owned by LCRA and necessary for the operation of the System shall be taken prior to the expiration of the Review Period (defined below) by the Cities and LCRA. All items shown on the Inventory shall constitute a part of the Facilities to be transferred to the Cities at Closing. "fhe Inventory will be updated at Closing to delete any items no longer owned by LCRA as a result of normal operation and maintenance of the System and to add items purchased by LCRA as a result of normal operation and maintenance of the System and to be transferred to the Cities. (b) Intangible Assets. All contracts, leases, option rights, permits, certificates, licenses, reimbursement rights, service agreements, deposits, warranties from vendors or manufacturers or other third parties, regulatory correspondence, as -built plans and specifications, engineering reports, files, records, information, data, arc rights and claims M LC'R \ to use or reuse_,,. future be generated any cllluent which is now or may in the the Facilities, prior 10 discharee in the waters of the state. and other intangible assets of LCRA that are related to the ongoing operation and ownership of the Wastewater System Assets, including but not limited to those more particularly described on Schedule 2 of Exhibit A attached hereto and incorporated herein for all purposes (collectively referred to herein as the "Intangible Assets"). Any files, records, information or data that are privileged under the attomey-client privilege or privileged under other law may be excluded from the intangible Assets. LCRA shall cooperate with the Cities to obtain all necessary approvals for the assignment of any intangible assets. Notwithstanding the foregoing, the parties to this Agreement agree that the Wastewater Disposal Contract and possibly other agreements as described in Section 6.10 shall be terminated at Closing. (c) Property. All land and interests therein, including without limitation contract rights, easements, licenses and rights-of-way owned or held by LCRA for the _...___. _... __..2. ( Formatted: Font: 10 pt installation, use and maintenance of. or otherwise associated with the Facilities, all of which land and interests therein are more particularly described on Schedule 3 of Exhibit A attached hereto and incorporated herein by reference for all purposes, together with all and singular the rights, privileges, and appurtenances, if any, pertaining to said land and interests therein, including any right, title, and interest of LCRA in and to adjacent streets, alleys, or rights-of-way, together with any improvements, fixtures, and personal property of LCRA situated on and attached to said land and interests therein (collectively referred to herein as the "Property") subject to theneurnbren€es exceptions described in Schedule 5 of Exhibit A (the "Permitted Fncumbrances Exceptions"). The Facilities, Intangible Assets. and Property are collectively referred to herein as the "Wastewater System Assets." Section 1.2 Purchase Price and Payment. The Purchase Price (herein so called) for the Wastewater System Assets shall be Two Million Six -Hundred Thousand Dollars and no cents ($2,600.000.00) plus the amount necessary to defease the outstanding LCRA debt associated with the Wastewater System Assets (the "LCRA Debt') and pay LCRA's reasonable and actual expenses related thereto. not to exceed $50.000, ii -ttd4t t...r costs of the defeasance opinion of LCRA's bond counsel and verification and escrow fees related to the defeasance ((The "Defeasance Amount"). The aforesaid LCRA Debt associated with the Wastewater System Assets includes, but is not limited to, the following: (a) the LCRA debt allocable to the System, and installment purchase obligations to acquire the Texas Water Development Board's (the "TWDB") interest in, Contracts 20 and 21 Interceptor Line pursuant to the Master Agreement between LCRA and the TWDB entered on or about November 14, 2001 (the "TWDB Agreement'); (b) the LCRA debt allocable to the Southwest Interceptor Line and Round Rock South Interceptor Line pursuant to the Agreement for Acquisition of Wastewater System Assets (Southwest Interceptor Line and Round Rock South Interceptor Line) between Round Rock and LCRA entered on or about July 1, 2001 ("InterceptorsAgreemenf'); and (c) the LCRA debt allocable to the Williamson County Reuse Project. At least -thirty- (-34)) sixh (6W days prior to the Closing Date, LCRA will provide the Cities with a protocol for the aforesaid defeasance, including the procedures for purchase of securities to be escrowed and selection of escrow and verification agents and opinion counsel. The protocol shall be designed to maximize efficiency and ensure a transparent securities selection process. The Cities shall pay all costs of the defeasance and related fees of escrow and verification agents and opinion counsel. not to exceed $50.000; provided however that the Cities shall not be responsible for any costs associated with the LCRA staff or outside attorneys related to this transaction. LCRA confirms that the total amount of the outstanding LCRA Debt as of September 30, 2008, is incorporated into the report prepared by Virchow. Krause and Associates for LCRA in the fall . 3 t Formatted: Font: 10 pt of 2008, (the "Virchow Report'), which total amount was then estimated to be One Hundred Sixteen Million, Nine Hundred Ninety -Seven Thousand, Eleven Dollars and 00/100 ($116,997,011.00). Upon execution of this Agreement, LCRA agrees to provide the Cities with an updated prrneipa4---amoun{- of=the--ougstanding--LCRA-Deht- as -F Well as anestimateof the Defeasance Amount as of September 391, 2009, and also as of thirty (30) da s prior to the Closing -Date on or hetore November ID. 2009- 1 -CRA shall provhie the Parties with the final Defeasance Amount. The updated principal amount and estinatc of the final Defeasance Amount shall include,_ but not be limited_ to any _additional commercial paper issued to fund ca ital expenditures, less any covera_e inuring collected and applied, less any of the Capital Charge collected and -used to reduce outstanding principal and interest due through and until the Closing Date. .At Closing. the Parties will settle anv amounts due to dk.ro arc] to account forvliffcrcriecs in hud,getcd Ofrt • - e I _x aeration and Maintcnanee EspenSc: tht sum of the remain. nL I,CRA ( u� included in the k Y 2010 bud ;tt (w, MO represents the amount_ from TY 20.03) plus the calculated 1 C\ er'ttnder Recover], from FY 2009 rhall be added (or suhnactedi from theDetcasancc amut!nt 1lit Parties auiee that the. Cities shall M 1„<R1 the cum of: for Operation and Maintenance Expense for the period of time from October >g Date. which stun shall he included wncAmount. ithin the final Defeasae I. 2t)0> andthe(losin Except for the portions of the Purchase Price that include the LCRA Debt allocable to the Interceptors Agreement and the Williamson County Reuse Project, the Purchase Price shall be allocated among the three Cities as follows: Round Rock — 68.45%; Cedar Park -- 2L85%; and Austin — 9.70%. For the portions of the Purchase Price that include the LCRA Debt allocable to the Interceptors Agreement and thc Williamson County Reuse Project. the allocations among thc three Cities shall be as follows: (i) Interceptors Agreement: Round Rock -- 55%. Austin -- 45% and Cedar Park — 0%; (ii) Williamson County Reuse Project: 100% to Round Rock. The final amount of each Cities' contribution to the Purchase Price shall be calculated in conformance with the allocations provided in this Section. Section 1.3 Independent Consideration. Contemporaneously with the execution of this Agreement, the Cities hereby deliver to LCRA, and LCRA hereby acknowledges the receipt of, a check in the amount of TEN AND NO/100 DOLLARS ($10.00) ("Independent Contract Consideration"), which amount the parties bargained for and agreed to as consideration for the LCRA's grant to the Cities of the Cities' exclusive right to purchase the Wastewater System Assets pursuant to the terms hereof and for LCRA's execution, delivery and performance of this Agreement. This Independent Contract Consideration is in addition to and independent of any other consideration or payment provided in this Agreement, is nonrefundable under any circumstances, shall not be credited to the Purchase Price, and shall be retained by LCRA notwithstanding any other provisions of this Agreement. Section 1.4 Escrow Deposit. For the purpose of securing the performance of the Cites under the terms of this Contract, Round Rock. ,Austin and Cedar Park#li+eyed wiII deliver to the . 4 -� Formatted: Font: 10 pt Bank of New York, care of Dorothy Miller (the "Escrow Agent`) the sum of Four Million, Four Hundred Forty-three Thousand, Twenty Dollars and no cents ($4,443,020.00) (the "Escrow Deposit'), which shall be allocated between the three cities as follows: Two Million, Eight Hundred Ninety-seven Thousand, Six Hundred twenty-one Dollars and no cents ($2,897,621.00) to Round Rock; One Million, Sixty-two Thousand, Four Hundred Sixty-two Dollars and no cents ($1,062,462.00) to Cedar Park; and, Four Hundred Eighty-two Thousand, Nine Hundred Thirty- seven Dollars and no cents ($482,937.00) to Austin. The Cities will deliver the Escrow Deposit to the liscropv- Agent no later than three (3) business days after the Miceli e Date. The Escrow Deposit shall be held in an interest bearing account and the interest earned shall be credited to the benefit of Round Rock, Cedar Park, and Austin. On the Closing Date, the Escrow Deposit, including interest earned thereon, will be paid over to LCRA and applied to Round Rock's, Cedar Park's and Austin's portions, respectively, of the Purchase Price. If Closing does not occur by the Clossinc Datc.Decembcr 31 2009 the Closimo Datethen the Escrow Agent shall remit the Escrow Deposit to LCRA to be applied, in this order to: (a) Round Rock's. Cedar Park's and Austin's allocated portions. respectively. of the Debt Service Reserve Fund (as defined in the Wastewater Disposal Contract); and (b) if any portion of the Escrow Deposit or interest accrued thereon remains, then to the Annual Project Requirement to be charged respectively to Round Rock, Cedar Park and Austin for Fiscal Year 2010. ARTICLE 2 REVIEW ITEMS Section 2.1 Review Items. Following the Effective Date, LCRA shall make available at the Cities' request for reasonable inspection and copying (at the Cities' expense) by the Cities during normal working hours at the Facilities or at the offices of LCRA or its agents, the following (the "Review Items"): (a) Copies of all non -privileged (where the privilege arises under the attorney- client privilege or other law) books, records, operating reports, trade account reports, accounts payable and receivable lists, vendor contracts, management agreements, maintenance records, purchase or sale contracts, regulatory records and correspondence, deeds, easements, licenses, permits, certificates, soil reports, inspection reports. and engineering reports (including, without limitation, endangered species, environmental, and governmental inspection reports of LCRA related to the ownership or operation of the Wastewater System Assets or relating to or in respect of the physical condition or operation of Wastewater System Assets and the Permitted knee+mbrancesl'xceptions): and, (b) Copies of all easements, including sanitary and public utility easements. necessary to accommodate all parts of the Facilities. Section 2.2 Wastewater System Assets Review. During the period beginning on the Effective Date and continuing until the thirtieth (30th) day prior to the Closing Date (the "Review Period'), the Cities shall have the right, during normal business hours and upon 5 t Formatted: Font: 10 pt reasonable prior notice to LCRA, to conduct any and all reviews, investigations, or examinations of the Review Items and the Wastewater System Assets, including review of all sanitary easements and other easements necessary for providing wastewater service with the Wastewater System Assets in compliance with TCEQ or other applicable regulations, which the Cities determine necessary in the Cities' sole and absolute discretion. In the event that the Cities substantially disturb or substantially disrupt any of the Wastewater System Assets during the Review Period. the Cities shall be obligated to restore the Wastewater System Assets or any item related thereto substantially to its prior condition to the extent the Cities' review, investigation, or examination changed same and this obligation shall survive any termination of this Agreement. LCRA may, at LCRA's option, accompany the Cities during any such inspections. Notwithstanding any provisions herein or elsewhere to the contrary, the Cities shall be entitled to terminate this Agreement on or before the expiration of the Review Period upon written notice to LCRA; provided, however, that such termination shall not affect the disposition of the Escrow Deposit in accordance with Section 1.4 of this Agreement. Section 2.3 Failure to Provide Review Items. Should LCRA fail to provide the Cities any information in its possession regarding the Wastewater System Assets as provided in this Agreement, the Cities may terminate the Agreement upon written notice to LCRA; provided, however. that such termination shall not affect the disposition of the Escrow Deposit in accordance with Section 1.4 of this Agreement. ARTICLE 3 SURVEY Section 3.1 Survey. Within thirty (30) days after the Effective Date hereof, the Cities, at the Cities' sole cost and expense. shall ma\ procure a current plat or survey of such portions of the Property as the Cities select, prepared by a duly licensed Texas land surveyor. The survey shall be staked on the ground, and the plat or exhibit drawing shall show the location of all improvements, highways, streets. roads, railroads, rivers, creeks, or other water courses, fences, easements, and rights-of-way on or adjacent to the Property and the Permitted L:ne-umhrancesLxceptions, if any, and shall contain the surveyor's certification that there are no encroachments on the Property and shall set forth the number of total acres comprising the Property, together with a metes and bounds description thereof. The Cities shall within thirty (30) days after receipt of the survey review the same. Within the thirty (30) day period, the Cities shall notify LCRA in writing of their approval of the survey, or. in the event any portion of the survey is unacceptable to the Cities, then the Cities shall notify LCRA in writing of the unacceptable portions of the survey other than the Permitted 1ficumhran esl;accpnons. The Cities' failure to give LCRA this written notice shall be deemed to be the Cities' approval of the survey. LCRA shall use reasonable efforts to undertake to eliminate or modify all of the unacceptable portions to the reasonable satisfaction of the Cities and may include the costs of doing so in the LCRA Debt; provided, however, that LCRA shall notify the Cities in writing in the event such efforts will result in expenditures that will increase the LCRA Debt by more than Ten Thousand Dollars ($10,000), and LCRA may decline to take further action to eliminate or modify the unacceptable portions unless the Cities notify LCRA in writing that they desire LCRA to proceed. In the event LCRA is unable to do so within thirty (30) days after receipt of the Cities' written notice, the Cities shall have the right to either (1) . 6 Formatted: Font: 10 pt terminate this Agreement upon written notice to LCRA. or (2) waive such survey matters and proceed to Closing. Any termination of this Agreement shall not affect the disposition of the Escrow Deposit in accordance with Section 1.4 of this Agreement. ARTICLE 4 REPRESENTATIONS AND COVENANTS Section 4.1 The Cities' Representations and Warranties. The Cities represent and warrant to LCRA that the following are true, accurate, and complete as of the Effective Date: (a) each of the persons executing this Agreement on behalf of the Cities are duly authorized to do so; (b) the Cities have full right and authority to enter into this Agreement and to consummate the transaction described in this Agreement; (c) this Agreement constitutes the valid and legally binding obligations of the Cities and is enforceable against the Cities in accordance with its terms. subject to applicable Latin; and (d) neither the execution or delivery of this Agreement nor the performance of the Cities' obligations under this Agreement violates, or will violate, any contract or agreement to which the Cities are a party or by which the Cities are otherwise bound. The aforesaid representations and warranties shall survive the Closing. Section 4.2 LCRA's Representations and Warranties. LCRA represents and warrants to the Cities that the following are true. accurate, and complete, as of the Effective Date: (a) each of the persons executing this Agreement on behalf of LCRA is duly authorized to do so; (b) LCRA has full right and authority to enter this Agreement and to consummate the transaction described in this Agreement; (c) this Agreement constitutes the valid and legally binding obligation of LCRA, and is enforceable against LCRA in accordance with its terms, subject to applicable law; (d) neither the execution or delivery of this Agreement nor the performance of LCRA's obligations under this Agreement violates, or will violate, any contract or agreement to which LCRA is a party or by which LCRA is otherwise bound; and, (e) other than as set forth in Schedule 4 of Exhibit A (the "Required Consents"), there are no consents or approvals needed for LCRA to transfer the Wastewater System Assets to the Cities at Closing as contemplated herein. LCRA represents that to the best of its knowledge, all Facilities in the Wastewater System are located within the Property, easements or rights-of-way being conveyed to the Cities. The aforesaid representations and warranties shall survive the Closing. Section 4.3 Covenants. In addition to LCRA's and the Cities' other agreements and undertakings hereunder, LCRA and the Cities hereby covenant and agree with each other that: (a) Notices Received. LCRA, at its sole cost and expense, will promptly deliver to the Cities copies of any written notices or promptly inform the Cities of any other notices received or of which LCRA gains actual knowledge and possession alleging the occurrence of any default or alleged default under any of the contracts included in the Wastewater System Assets, or any violation or alleged violation of any law, regulation, order, or other requirement of any governmental authority having jurisdiction over the Wastewater System Assets, including a proposed compliance order, or any tort claims relating to LCRA's ownership or operation of the Wastewater System Assets. Fo atted: Font: 10 pt (b) Liens, Claims, Pledges, Encumbrances, and Agreements. Other than the Permitted Exceptions, no portion of the Wastewater System Assets shall be subject at the Closing to any liens. claims, pledges, or encumbrances or any agreements. including any management agreement or understanding respecting the Wastewater System Assets. so that the Cities shall receive all of the Wastewater System Assets free and clear of any such liens, claims, pledges, or encumbrances or any agreements. including any management agreement(s). (c) Notice to Texas Commission on Environmental Quality. The Cities, at the Cities' sole cost and expense, shall deliver to the TCEQ all required notices and applications for approval, if any, with respect to the change in ownership of the Wastewater System Assets and obtain any approval, if required, of same. LCRA shall have the right to review any filings made with the TCEQ prior to the filing of same and LCRA shall otherwise cooperate and assist the Cities to the extent reasonably necessary in obtaining such approvals. (d) Delay of Issuance of Bonds. LCRA agrees to delay until at least +)eccmbcr 9. 2009 darwer. I. 2010, the issuance of bonds to refund approximately Forty Million, Seven Hundred Forty Thousand, Three Hundred Sixty -Eight Dollars and no cents ($40,740,368.00) of its commercial paper related to the costs of the System. Section 4.4 Closing Updates. At Closing, LCRA shall provide to the Cities the LCRA Closing Certificate (so called herein) which shall certify, represent, and warrant to the Cities, as of the date of Closing. that (i) each and every of the covenants contained in Section 4.3(a) and (b) of this Agreement has been fully satisfied, and (ii) each and every of the representations and warranties contained in Sections 4.2 and 6.4 of this Agreement are and continue to be true and correct on the date of Closing, provided, should an event occurring during the pendency of this Agreement make any of such representations and warranties not correct on the date of Closing, such noncompliance shall be indicated and described on the LCRA Closing Certificate. In addition, LCRA will provide to the Cities a certilied co v of the previously adopted Board resolution determining that the Wastewater System Assets are no longer necessary, convenient, or of beneficial use to the business of LCRA. The obligation of the City to close this transaction is expressly conditioned upon the representations and warranties contained in Sections 4.2 and 6.4 hereof being true and correct on the date of Closing and the covenants contained in Section 4.3(a) and (b) hereof being fully satisfied on the date of Closing. At Closing, each of the Cities shall provide to LCRA a City Closing Certificate (so called herein) which shall certify, represent and warrant to LCRA, as of the date of Closing, that each and every of the representations and warranties contained in Section 4.1 of this Agreement are and continue to be true and correct on the date of Closing, provided, should an event occurring during the pendency of this Agreement make any of such representations and warranties not correct on the date of Closing, such noncompliance shall be indicated and described on the City Closing Certificate. The obligation of the LCRA to close this transaction is expressly conditioned upon the representations and warranties contained on Section 4.1 hereof being true and correct on the date of Closing. Formatted: Font: 10 pt ARTICLE 5 CASUALTY PRIOR TO CLOSING Section 5.1 Casualty. In the event the Wastewater System Assets or any part thereof should be damaged by any casualty prior to Closing, LCRA shall pay to the Cities, at Closing, any funds actually received by LCRA as insurance proceeds relating to such casualty (the `Insurance Proceeds") for repair or replacement of the damaged property by LCRA as insurance proceeds relating to such casualty, and the sale shall be closed without the LCRA 1 repairing any such damage. The partici (:ities acknowledge and agree, however, that LCRA is self-insured for casualty events that result in damages of amounts less than One Hundred Thousand Dollars ($100,000.00). If repair or replacement is necessary for the continued operation of the Wastewater System Assets pending Closing, at the Cities' option or if required to meet regulatory requirements, LCRA shall repair or replace any damaged property necessary for continued operation of the Wastewater System Assets, subject to the Cities review and approval of the plans for and execution of the repair or replacement. LCRA shall apply insurance proceeds received, if any, in replacement of the damaged property to such repair or replacement.. If the cost of such repair or replacement is less than $100,000.00, then LCRA shall include the cost of such repair and replacement in the LCRA Debt. The Cities shall remain entitled, regardless, to receive at Closing any surplus insurance proceeds remaining after LCRA's repair or replacement of the Wastewater System Assets. ARTICLE 6 CLOSING Section 6.1 Time and Place of Closing. The Closing Date shall be either (i) December 8, 2009, or (ii) such other date as may be agreed between the parties or as provided in Section 6.2 below. The Closing of the transaction contemplated by this Agreement (the "Closing") shall be held at 10:00 a.m., local time on the Closing Date, at the offices of Texas American Title Company ("Title Company") or at such other time and place as may be agreed between the parties. All matters to take place at the Closing shall take place simultaneously, and no delivery shall be considered to have been made until all such proceedings have been completed. Section 6.2 Conditions to Closing. Notwithstanding anything in this Agreement to the contrary, it is specifically agreed that neither LCRA nor the Cities shall be under any obligation to close the transaction(s), or any portion thereof, contemplated by this Agreement, until: (a) the Cities have been able to issue, sell, deliver, and receive payment for their bonds or other debt obligations or otherwise obtain funds in an amount sufficient to provide the Cities with the funds necessary to pay the Purchase Price; (b) all required notices or governmental approvals, if any, including, without limitation, any notification to, consent by, or approval from TCEQ, have been given or obtained; and (c) all Required Consents have been provided to the Cities,_ and (d) the LCRA Board of Directors has determined that the astzwater et., are no longer neeessun, convenient, or or beneficial use to the business of 1.CR.1. Notwithstanding the foregoing. TCLQ's consent or approval for the transfer or assignment of the v steviatcr discharge pci mt(sfrom LCRA to the Cities Shull not be a condition to closing. If any or all of these conditions have not occurred by the Closing Date, the Closing Date shall be extended for a reasonable period of time in order to allow the unresolved condition to be 1. 9 ( Formatted: Font: 10 pt satisfied, provided in no event shall the Closing Date be extended beyond December 31, 2009, unless a required approval necessary from a regulatory agency of the State of Texas and/or United States is still pending without resolution but is being pursued in good faith by the Cities and there is a reasonable likelihood of receiving such consent or approval, in which event the Closing Date shall continue to be extended periodically for reasonable periods of time to allow such consent or approval to be obtained. Section 6.3 LCRA Delivery. At the Closing, LCRA shall deliver or cause to be delivered to the Cities, at LCRA's sole cost and expense, each of the following items: (a) A duly executed and acknowledged Special Warranty Deed conveying good and marketable title in fee simple to all of the Property currently owned by LCRA in fee simple, free and clear of any and all liens, encumbrances, conditions, easements, assessments, and restrictions, except for the Permitted Exceptions and any other exceptions approved by the Cities in writing.- or waived by the Cities pursuant to Section 3.1. (b) A Bill of Sale and Assignment ("Assignment') duly executed by the Cities and LCRA, transferring and assigning to the Cities the Facilities and the Intangible Assets. The Assignment shall provide for the Cities' assumption of all of LCRA's obligations and liabilities under or related to the Facilities or Contracts, except to the extent provided otherwise in Section 1.1(b) above. The Assignment shall contain as exhibits recertified and updated lists of the Facilities and Contracts. (c) An instrument, in a form acceptable to the Cities, assigning to the Cities all of LCRA's interests in any easements, licenses, or rights-of-way included in the Property free and clear of any and all liens, encumbrances, conditions, easements, assessments, and restrictions, except for the Permitted Exceptions and any other exceptions approved by the Cities in writing or waived by the Cities pursuant to Section 3.1. If any documents forming easements, licenses or rights-of-way do not permit assignment, LCRA shall secure consents in writing from the parties to such documents consenting to an assignment and such consents shall be recorded at Closing. (d) The LCRA Closing Certificate in form specified in Section 4.4 duly executed and acknowledged by LCRA. (e) An affidavit(s) as to debts and liens in the form customarily used by the title companies, addressed to the Cities and executed by LCRA, if applicable. (f) Any other additional documents and instruments as in the mutual opinion of the Cities' counsels and LCRA's counsel are reasonably necessary to the proper consummation of this transaction. (g) All combinations and/or keys to all locks related to the Wastewater System Assets. (h) To the extent reasonably available, the originals of all matters agreed to be transferred to the Cities at Closing, unless otherwise noted, pursuant to Section 1.1 of this 10 Formatted: Font: 10 pt Agreement. Section 6.4 LCRA's Additional Representations and Warranties. By the execution of this Agreement and again by execution of any instruments of conveyance, transfer. or assignment at Closing, LCRA, except to the extent specifically set forth in Schedule 6 of Exhibit A attached hereto, represents and warrants that, to the best of LCRA's knowledge, there are no known defects in the Wastewater System Assets that have been concealed by LCRA or that are not apparent from a routine inspection of the system and LCRA's business records at Closing. Section 6.5 LCRA'S Disclaimer of Warranty. Cities acknowledge that they are accepting the property in its "as is, where, is" condition "with all faults" and defects as of the Closing and specifically and expressly without any warranties, representations, or guarantees, either express or implied, as to its condition, fitness for any particular purpose. merchantability, or any other warranty of any kind, nature, or type whatsoever from or on behalf of LCRA, except for the representations and warranties of LCRA expressly set forth herein. Notwithstanding the foregoing, the Cities may terminate the Agreement according to the provisions set forth in this Agreement including, but not limited to, Sections 2.2, 2.3, 2.5, and 3.1. Any termination of this Agreement shall not affect the disposition of the Escrow Deposit in accordance with Section 1.4 of this Agreement. Section 6.6 The City Delivery. At the Closing, the Cities shall deliver to LCRA the following items: (a) Each City's Closing Certificate pursuant to Section 4.4 of this Agreement. (b) The Purchase Price in the amount and manner specified in Section 1.2. (c) Such evidence or documents as may reasonably be required by the LCRA evidencing the capacity of the Cities to close the transaction and the authority of the person or persons who are executing the various documents on behalf of the Cities in connection with the sale of the Wastewater System Assets. (d) Any other additional documents or instruments as in the mutual opinion of the Cities' counsels and LCRA's counsel are reasonably necessary to the proper consummation of this transaction. Section 6.7 Adjustments and Proration. At Closing, the following items shall be adjusted or prorated between LCRA and the Cities: (a) LCRA shall pay to the Cities, in cash at Closing. the amount of any sums, if any, prepaid by third parties to LCRA and held by LCRA pursuant to the provisions of any of the contracts included in the Wastewater System Assets, and the Cities assume all liabilities and obligations for such amounts and will execute and deliver notices of transfer and assumption of security deposit to all such third parties. The Cities shall pay LCRA, in cash at Closing, the amount of any sums, if any, prepaid by LCRA to third parties pursuant to the provisions of any of the Intangible Assets included in the Wastewater System Assets. Field Code Changed ( Formatted: Font: 10 pt (b) LCRA shall pay and/or transfer or cause to be paid or transferred to the Cities any funds maintained in the Repair and Replacement Reserve Fund and/or the Operation and Maintenance Reserve Fund or any other similar funds established to pay for Operations and Maintenance Expenses of the Wastewater System Assets pursuant to the Wastewater Disposal Contract. l.CRA shall have no obligation to pav to the Cities an such funds held by Brazos. (c) If any adjustments pursuant to this Section 6.7 are, subsequent to Closing. found to be erroneous, then either party hereto who is entitled to additional monies shall invoice the other party for such additional amounts as may be owing, and such amount shall be paid within thirty (30) days from receipt of the invoice. This covenant shall not merge with the instruments of conveyance, transfer, or assignment to be delivered hereunder but shall survive the Closing. Section 6.8 Possession. Possession of the Wastewater System Assets shall be delivered to the Cities by LCRA at the Closing. Section 6.9 Costs and Expenses. Unless expressly provided herein that LCRA shall pay certain costs and expenses such as in Section 4.3, all costs and expenses in connection with the transaction contemplated by this Agreement shall be borne by the Cities, including but not limited to costs of defeasing LCRA's outstanding debt associated with the Wastewater System Assets. Section 6.10 Additional Deliveries at Closing. At Closing, LCRA and the Cities shall deliver to each other the following: (a) A document terminating the Wastewater Disposal Contract, including a full release and discharge of all parties thereto (including the Brazos River Authority) from any further obligations under or related to said Wastewater Disposal Contract; (b) A document terminating or assigning to the Cities, and releasing and fully discharging LCRA from, any obligations under or related to, the Master Agreement between LCRA and the TWDB entered on or about November 14, 2001 (the "TWDB Agreement'); (c) A document terminating or assigning to the Cities, and releasing and fully discharging LCRA from, any obligations under or related to, the Agreement for Acquisition of Wastewater System Assets (Southwest Interceptor Line and Round Rock South Interceptor Line) between Round Rock and LCRA entered on or about July 2, 2001 ("Interceptors Agreement') and any related wastewater service agreements; and (d) A document terminating or assigning to the Cities, and releasing and fully discharging the LCRA from any obligations under or related to, the Subregional Contracts between LCRA and Brushy Creek MUD and Fem Bluff MUD. ARTICLE 7 REMEDIES . 12 ( Formatted: Foot 10 pt 1 Section 7.1 The Cities' Remedies for Default. Notwithstanding any express provision of this Agreement to the contrary, in the event LCRA fails or refuses to timely comply with LCRA's obligations hereunder or at Closing, any of LCRA's representations, warranties, or covenants contained herein is not true or has been breached or LCRA enters into any contracts prior to the Closing Date to which the Cities timely object, the Cities shall have the following remedies as the Cities' sole and exclusive remedies: (a) to enforce this Agreement by specific performance, mandamus, or similar remedy; (b) to terminate this Agreement prior to or at Closing by giving LCRA written notice of such election; or, (c) to waive prior to or at Closing the applicable objection or condition and proceed to close the transaction contemplated hereby in accordance with the remaining terms hereof. Nothing in this section is intended to alter any remedies available to any of the parties under the Wastewater Disposal Contract in the event of a breach of or default arising under the Wastewater Disposal Contract. Section 7.2 LCRA's Remedies for Default. Notwithstanding any express provision of this Agreement to the contrary, in the event the Cities fail or refuse to timely comply with the Cities' obligations hereunder or are unable to do so as a result of the Cities' acts or failure to act, LCRA may terminate this Agreement and retain and apply the Escrow Deposit as provided in Section 1.4 as its sole remedy. Nothing in this section is intended to alter any remedies available to any of the parties under the Wastewater Disposal Contract in the event of a breach of or default arising under the Wastewater Disposal Contract. Section 7.3 Termination of Agreement. Should either party terminate this Agreement or should it -expire as prov ided herein, both LCRA and the Cities shall be relieved and released of all obligations. claims, and liabilities hereunder, or as expressly otherwise provided herein; provided, however, if the Agreement is terminated for any reason other than default by LCRA, then LCRA shall be entitled to include in the Operation and Maintenance Expenses of the System for the fiscal year of the System then underway or in the subsequent fiscal year any expenses incurred by LCRA in attempting to fulfill its obligations under this Agreement. ARTICLE 8 GENERAL PROVISIONS Section 8.1 Notices. All notices and other communications hereunder shall be in writing and shall be delivered by one of the following means: hand delivery; expedited courier delivery; mailed by registered or certified mail, return receipt requested, postage prepaid; or, electronic mail provided that a duplicate of the same notice or communication is also mailed by first-class mail. All notices and communications hereunder shall be addressed as follows, and shall be effective upon actual delivery if delivered by hand or by expedited courier delivery or, if mailed, three business days after deposit in the United States mail: (a) If to LCRA, to: Thomas G. Mason General Manager LCRA P. O. Box 220 — Mail Stop H200 13 ( Formatted: Font: 10 pt Austin. Texas 78767-0220 Phone: (512) 473-3283 Email: Thomas.Mason@LCRA.org With a copy to: Madison Jechow Associate General Counsel LCRA P. 0. Box 220 — Mail Stop H424 Austin. Texas 78767-0220 Phone: (512) 473-4067 Email: Madison.Jechow@LCRA.org (b) If to the City of Round Rock, to: James R. Nuse, City Manager 221 E. Main St. Round Rock. Texas 78664 Phone: (512) 218-5400 Email: jnuse@round-rock.tx.us With a copy to: Stephan L. Sheets City Attomey 309 E. Main St. Round Rock, Texas 78664 Phone: (512) 255-8877 Email: slsheets@sheets-crossfeld.com (c) if to the City of Cedar Park Brenda Eivens, City Manager 600 N. Bell Blvd. Cedar Park, Texas 78613 Phone: (512)401-5010 Email: Brenda.Eivens@cedarparktx.us With a copy to: Charles Rowland City Attomey 600 N. Bell Blvd. Cedar Park. Texas 78613 Phone: (512) 401-5004 Email: Charles.Rowland@cedarparktx.us 14 Formatted: Font: 10 pt 1 (d) If to the City of Austin City Manager P.O. Box 1088 Austin, Texas 78767 Phone: (512) 974-2200 Email: marc.ott@ci.austin.tx.us With a copy to: City Attorney P.O. Box 1088 Austin, Texas 78767 Phone: (512) 974-2268 Email address: david.smith@ci.austin.tx.us Any party may change its address for receiving notice by giving notice of a new address in the manner herein provided; however, if mailed, notice of such new address will be effective only upon actual receipt by the other parties. Section 8.2 Headings and Defined Terms. Descriptive headings are for convenience only and shall not control or affect the meaning or construction of any provision of this Agreement. Unless otherwise provided in this Agreement. all terms defined in the Wastewater Disposal Contract shall have the same meanings when used herein as when used in the Wastewater Disposal Contract. Section 8.3 Assignment. Assignment of this Agreement by the parties is prohibited without the prior written consent of all other panics. which consent shall not be unreasonably withheld or delayed. This Agreement shall be binding upon and inure to the benefit of the parties and their successors and assigns. Section 8.4 Governing Law and Forum. This Agreement shall be construed and interpreted in accordance with the law of the State of Texas and the obligations of the parties hereto are and shall be performable in Williamson County. By executing this Agreement, each party hereto expressly (a) consents and submits to personal jurisdiction and venue consistent with the previous sentence, (b) waives, to the fullest extent permitted by law, all claims and defenses that such jurisdiction and venue are not proper or convenient, and (c) consents to the service of process in any manner authorized by Texas Law. --'I hparties-acl.nowledr e and--agt that this 271. Texas Local >arty in an adjudication to entoree this lerccmc,nt shell be entitled to its rerr;onnble and necessary nttorne}'s ties in accordance i+ith Section 271.159 of the Texu.: Local G,Aernmcnt C.x1.. Section 8.5 No Oral Modification. This Agreement may not be modified or amended, except by an agreement in writing signed by both the LCRA and the Cities. 1.5 ( Formatted: Font: 10 pt Section 8.6 No Oral Waiver. The parties may waive any of the conditions contained herein or any of the obligations of the other party hereunder, but any such waiver shall be effective only if in writing and signed by the party waiving such conditions or obligations. Section 8.7 Time of Essence. Time is of the essence of this Agreement. Section 8.8 Total Agreement. This Agreement, including the Exhibits hereto, constitutes the entire agreement among the parties pertaining to the subject matter hereof and supersedes all prior and contemporaneous agreements and understandings of the parties in connection therewith including that certain Memorandum of Understanding entered by Cedar Park, Round Rock and LCRA on or about June 3, 2009. No representation, warranty, covenant, agreement, or condition not expressed in this Agreement shall be binding upon the parties hereto or shall affect or be effective to interpret, change, or restrict the provisions of this Agreement except by an amended agreement in writing signed by both the LCRA and the Cities. Section 8.9 Partial Invalidity. If any clause or provision of this Agreement is or should ever be held to be illegal, invalid, or unenforceable under any present or future law applicable to the terms hereof, then and in that event, it is the intention of the parties hereto that the remainder of this Agreement shall not be affected thereby, and that in lieu of each such clause or provision of this Agreement that is illegal, invalid, or unenforceable, there be added as part of this Agreement a clause or provision as similar in terms to such illegal, invalid, or unenforceable clause or provision as may be possible and be legal, valid, and enforceable such that the intention of the parties is effected as closely as is possible. Section 8.10 Counterpart Execution. To facilitate execution, this Agreement may be executed in as many counterparts as may be convenient or required. It shall not be necessary that the signature of all persons required to bind any party appear on each counterpart. All counterparts shall collectively constitute a single instrument. It shall not be necessary in making proof of this Agreement to produce or account for more than a single counterpart containing the respective signatures of, or on behalf of, each of the parties hereto. Section 8.11 Holidays. In the event that the date upon which any duties or obligations hereunder to be performed shall occur upon a Saturday, Sunday or legal holiday, then, in such event, the due date for performance of any duty or obligation shall thereupon be automatically extended to the next succeeding business day. Section 8.12 Effective Date. The Effective Date of this Agreement shall be the date set forth on the first page hereof. Section 8.13 Hold Harmless. The Cities shall not be liable or responsible for, and shall be saved and held harmless by LCRA from and against any and all suits, actions, losses. damages, claims, or liability of any character, type, or description, including all expenses of litigation. court costs, and attorney's fees. for injury or death to any person, or injury to any property, received or sustained by any person or persons or property, arising out of, or occasioned by, directly or indirectly, the operation of the Wastewater System Assets and accruing prior to Closing, except to the extent such claims of damages arise from the gross negligence or willful misconduct of the Cities. LCRA shall not be liable or responsible for, and 16 l Formatted: Font: 10 pt shall be saved and held harmless by the Cities, jointly and severally, from and against any and all suits, actions, losses, damages. claims, or liability of any character, type, or description, including all expenses of litigation, court costs, and attorney's fees, for injury or death to any person, or injury to any property, received or sustained by any person or persons or property, arising out of, or occasioned by, directly or indirectly, the operation of the Wastewater System Assets and accruing after Closing. except to the extent such claims of damages arise from the gross negligence or willful misconduct of LCRA. This Section and the hold harmless commitments made within it shall survive the Closing. Section 8.14 Exhibits. The following Exhibits are attached hereto: Exhibit A Wastewater System Assets Schedule 1 Facilities Schedule 2 Intangible Assets Schedule 3 Property Schedule 4 Required Consents Schedule 5 Permitted Exceptions Schedule 6 Exceptions to LCRA's Representations and Warranties, If Any Section 8.15 Third Party Beneficiaries. Nothing in this Agreement, express or implied, is intended to confer upon any person, other than the ]parties hereto and their successors and assigns. any benefits. rights or remedies under or by reason of this Agreement. IN WITNESS WHEREOF. each party hereto has signed this Agreement or caused this Agreement to be signed in its corporate name by its officer thereunto duly authorized, all as of the date first above written. Signatures on the Following Pages 17 t Formatted: Font 10 pt LCRA: LOWER COLORADO RIVER AUTHORITY By: Thomas G. Mason, General Manager 18 ( Formatted: Font: 10 pt THE CITIES: CITY OF ROUND ROCK, TEXAS By: Alan McGraw, Mayor Attest: Sara White, City Secretary 19 Formatted: Font 10 pt CITY OF CEDAR PARK, TEXAS By: Bob Lemon, Mayor Attest: LeAnn Quinn, City Secretary 29 Formatted: Font: 10 pt CITY OF AUSTIN, TEXAS By: Rudy Garza, Assistant City Manager 21 l Formatted: Font: 10 pt EXHIBIT A WASTEWATER SYSTEM ASSETS SCHEDULE 1 —FACILITIES Being that equipment, facilities and related improvements reasonable and necessary to collect and treat wastewater, including but not limited to the following: Main Facility: EXHIBIT A WASTEWATER SYSTEM ASSETS SCHEDULE 2 — INTANGIBLE ASSETS All contracts, leases, option rights, permits, certificates, licenses, reimbursement rights, service agreements, deposits, warranties from vendors or manufacturers or other third parties. regulatory correspondence, as -built plans and specifications, engineering reports, files, records, information, data, and other intangible assets of LCRA that are related to the ongoing operation and ownership of the Wastewater System Assets, including but not limited to: • Texas Pollutant Discharge Elimination System (TPDES) Permit No. W00010264-001 - West Plant • TPDES Permit No. WQ0010264-002 - East Plant EXHIBIT A WASTEWATER SYSTEM ASSETS SCHEDULE 3 — PROPERTY Tracts Easements EXHIBIT A WASTEWATER SYSTEM ASSETS SCHEDULE 4 - REQUIRED CONSENTS EXHIBIT A WASTEWATER SYSTEM ASSETS SCHEDULE 5- PERMITTED EXCEPTIONS EXHIBIT A WASTEWATER SYSTEM ASSETS SCHEDULE 6-EXCEPTIONS TO LCRA'S REPRESENTATIONS AND WARRANTIES, IF ANY DATE: August 19, 2009 SUBJECT: City Council Meeting — August 27, 2009 ITEM: 9D1. Consider a resolution authorizing the Mayor to execute a Purchase Agreement for the Brushy Creek Regional Wastewater System with the lower Colorado River Authority and the Cities of Cedar Park and Austin. Department: Staff Person: Justification: Water/Wastewater Utilities Michael Thane, P.E., Utility Director On June 3, 2009, the Lower Colorado River Authority (LCRA), the City of Round Rock, and the City of Cedar Park entered into a Memorandum of Understanding (MOU) that outlined the necessary steps in order for the Cities to purchase the Brushy Creek Regional Wastewater System (BCRWWS) from the LCRA. Under the MOU, the parties agreed to enter into a Purchase Agreement no later than September 1, 2009. The MOU states that the closing of the purchase of the System by the Cities shall occur on or before December 8, 2009, and that the LCRA agrees to delay until at least December 9, 2009, the issuance of Bonds to refund over $40 million of its commercial paper related to BCRWWS costs. At closing, the LCRA shall transfer the BCRWWS to the Cities and the Cities agree to fully release and discharge LCRA from any further obligations or liability related to the BCRWWS. Upon execution of the Purchasing Agreement, the Cities shall pay to an escrow agent a deposit of $4,443,020 as partial consideration for purchase of the BCRWWS. Round Rock's portion of the escrow payment is $2,897,621. In the event the Cities do not close on the sale, the escrow agent will remit the deposit to the LCRA to be applied to the Debt Service Reserve Fund. Funding: Cost: Source of funds: $2,897,621 Self -Financed Wastewater Construction Fund Outside Resources: Cities of Austin and Cedar Park Background Information: The Cities, LCRA, and Brazos River Authority (BRA) entered into a Wastewater Disposal Contract in October 2000 for the design, acquisition, financing, and construction of wastewater interceptors and treatment facilities, and for BRA to conduct day-to-day operations of the BCRWWS. Over the past two years, the Cities have been in negotiations with the LCRA on the transfer of the BCRWWS back to the Cities. Public Comment: N/A EXECUTED DOCUMENT FOLLOWS PURCHASE AGREEMENT FOR THE BRUSHY CREEK REGIONAL WASTEWATER SYSTEM THIS PURCHASE AGREEMENT FOR THE BRUSHY CREEK REGIONAL WASTEWATER SYSTEM (this "Agreement") by and between the LOWER COLORADO RIVER AUTHORITY, a conservation and reclamation district and political subdivision of the State of Texas ("LCRA") and the CITY OF ROUND ROCK, Texas, a home rule municipal corporation ("Round Rock"), the CITY OF CEDAR PARK, TEXAS, a home rule municipal corporation ("Cedar Park"), and the CITY OF AUSTIN, TEXAS, a home rule municipal corporation ("Austin") (collectively referred to herein as the "Cities"), is made and entered into effective the C4* day of . e -t, �,r. ,r- 2009, which is the date this Agreement is executed by LCRA (the "Effective Date"). RECITALS The Cities, LCRA, and the Brazos River Authority ("Brazos") entered into a "Wastewater Disposal Contract" dated October 1, 2000 (the "Wastewater Disposal Contract") for the design, acquisition, and construction of wastewater collection facilities, wastewater treatment plant(s) and disposal facilities (the "System") and for Brazos' operation of the System. A. LCRA owns the System. B. The Cities have requested that LCRA sell the System to the Cities. C. The LCRA Board of Directors has previously determined that the System is no longer necessary, convenient, or of beneficial use to the business of LCRA. D. The Purchase Price (defined herein) is reflective of a negotiated settlement for sale of the System, based on the LCRA Debt (defined herein) plus a portion of fees due to LCRA under the Wastewater Disposal Contract, and reflects the resolution of disputes between LCRA and the Cities. E. The Cities and LCRA obtained separate appraisals of the System, including but not limited to, the Virchow Report defined below, and the actions to be taken by the Cities and LCRA under this Agreement are authorized by, among other laws, section 791.026 of the Texas Government Code and sections 272.001(b)(5) and 552.014 of the Texas Local Government Code. F. LCRA hereby agrees to sell the System to the Cities under the terms and conditions more particularly provided in this Agreement. G. The Cities recognize that LCRA and the City of Leander ("Leander"), a home rule corporation, had discussed Leander's intention to become a customer of the System on the same terms and conditions as the other customers, and LCRA and the Cities supported such intent. After the Cities purchase the System from LCRA pursuant to this Agreement, the Cities shall provide Leander with the opportunity to become a joint owner of the System on terms and conditions mutually agreeable to the Cities and Leander. AGREEMENT NOW, THEREFORE, in consideration of the mutual covenants hereinafter set forth and other good and valuable consideration, the parties hereto agree as follows: ARTICLE 1 PURCHASE AND SALE OF THE WASTEWATER SYSTEM ASSETS Section 1.1 Transfer of Wastewater System Assets by LCRA. Subject and pursuant to the terms and conditions set forth in this Agreement, on the Closing Date (as defined below), LCRA shall transfer and convey the following assets, and the Cities shall purchase from LCRA the following assets: (a) Facilities. (i) all of the wastewater treatment, collection, and disposal system owned by LCRA, together with all improvements, structures, lateral lines, service pumps, lift stations, air compressors, electrical equipment, vehicles, machines, and other equipment and tangible assets listed on Schedule 1 of Exhibit A attached hereto and incorporated herein for all purposes; and (ii) any other tangible assets of LCRA, such as laboratory equipment, office furniture, and equipment that are relevant and necessary for the Cities' ownership and operation of the System (collectively the "Facilities"). A complete inventory ("Inventory") of the Facilities that are owned by LCRA and necessary for the operation of the System shall be taken prior to the expiration of the Review Period (defined below) by the Cities and LCRA. All items shown on the Inventory shall constitute a part of the Facilities to be transferred to the Cities at Closing. The Inventory will be updated at Closing to delete any items no longer owned by LCRA as a result of normal operation and maintenance of the System and to add items purchased by LCRA as a result of normal operation and maintenance of the System and to be transferred to the Cities. The Facilities shall be transferred AS -IS with no warranties, representations or guarantees, other than third -party warranties related to the System to the extent same are assignable, as provided by Section 6.4. (b) Intangible Assets. All contracts, leases, option rights, permits, certificates, licenses, reimbursement rights, service agreements, deposits, warranties from vendors or manufacturers or other third parties, regulatory correspondence, as -built plans and specifications, engineering reports, files, records, information, data, and other intangible assets of LCRA that are related to the ongoing operation and ownership of the Wastewater System Assets, including but not limited to those more particularly described on Schedule 2 of Exhibit A attached hereto and incorporated herein for all purposes (collectively referred to herein as the "Intangible Assets"). Any files, records, information or data that are privileged under the attorney-client privilege or privileged under other law may be excluded from the Intangible Assets. LCRA shall cooperate with the Cities to obtain all necessary approvals for the assignment of any intangible assets. Notwithstanding the foregoing, the parties to this Agreement agree that the Wastewater 2 Disposal Contract and possibly other agreements as described in Section 6.9 shall be terminated at Closing. The Intangible Assets shall be transferred AS -IS with no warranties, representations or guarantees, other than third -party warranties related to the System to the extent same are assignable, as provided by Section 6.4. (c) Property. All land and interests therein, including without limitation contract rights, easements, licenses and rights-of-way owned or held by LCRA for the installation, use and maintenance of, or otherwise associated with the Facilities, all of which land and interests therein are more particularly described on Schedule 3 of Exhibit A attached hereto and incorporated herein by reference for all purposes, together with all and singular the rights, privileges, and appurtenances, if any, pertaining to said land and interests therein, including any right, title, and interest of LCRA in and to adjacent streets, alleys, or rights-of-way, together with any improvements, fixtures, and personal property of LCRA situated on and attached to said land and interests therein (collectively referred to herein as the "Property"). The Property shall be transferred "as -is" with no warranties, representations or guarantees; provided, however, the conveyance shall be by special warranty conveyance instrument. The Facilities, Intangible Assets, and Property are collectively referred to herein as the "Wastewater System Assets." Section 1.2 Purchase Price. The Purchase Price (herein so called) for the Wastewater System Assets shall be the total of the following amounts: (a) Two Million Six -Hundred Thousand Dollars and no cents ($2,600,000.00); (b) the amount necessary to defease, retire, and/or payoff the outstanding LCRA debt and interest accrued thereon associated with the Wastewater System Assets (the "LCRA Debt"); (c) LCRA's reasonable and actual third -party expenses related to the defeasance, retirement, and/or payoff of the LCRA Debt, not to exceed $50,000, for costs of LCRA bond/tax counsel opinion(s) and related verification and escrow fees, and such amount shall not include any costs associated with the LCRA staff or outside attorneys other than bond and/or tax opinion counsel related to this transaction ("Third Party Expenses"); (d) third -party expenses incurred by LCRA for a phase one environmental site assessment of the wastewater treatment plant tracts included in the Property, the cost of which shall not exceed $10,000 ("ESA Expenses"); and (e) an amount for the over- or under -recovery of the Annual Operation and Maintenance Expense Requirement and the Annual Project Requirement under the Agreement for the period from October 1, 2009, to the Closing Date ("FY10 Over -/Under -Recovery"). LCRA agrees to provide the Cities with a copy of said phase one environmental site assessment at Closing or within ten (10) days following receipt of same, whichever first occurs. The amounts for items (b), (c), (d) and (e) shall total what is described herein as the Defeasance Amount. Payment of Defeasance Amount of the Purchase Price at Closing shall be based on 3 estimates of the amounts required to defease, retire and/or payoff the long term debt and FY10 Over/Under Recovery and subject to true up requirements as set forth in the following section. Section 1.3 Calculation, Estimates, and True Up of Defeasance Amount. (a) LCRA Debt: The LCRA Debt associated with the Wastewater System Assets includes the following: (i) the LCRA debt allocable to the System, and installment purchase obligations to acquire the Texas Water Development Board's (the "TWDB") interest in, Contracts 20 and 21 Interceptor Line pursuant to the Master Agreement between LCRA and the TWDB entered on or about November 14, 2001 (the "TWDB Agreement"); (ii) the LCRA debt allocable to the Southwest Interceptor Line and Round Rock South Interceptor Line pursuant to the Agreement for Acquisition of Wastewater System Assets (Southwest Interceptor Line and Round Rock South Interceptor Line) between Round Rock and LCRA entered on or about July 1, 2001 ("Interceptors Agreement"); (iii) the LCRA debt allocable to the Williamson County Reuse Project; (iv) other long-term tax-exempt debt related to the System; and (iv) current outstanding LCRA commercial paper balance related to the System and any additional commercial paper to be issued by LCRA prior to December 4, 2009, to fund expenditures for capital improvements contemplated by Exhibit C, less any coverage inuring collected and applied, less any of the Capital Charge collected and used to reduce outstanding principal and interest due through and until the Closing Date. (b) Debt Defeasance Protocol. By September 23, 2009, LCRA will provide the Cities and TWDB with a protocol for the aforesaid defeasance, retirement, and/or payoff of the LCRA Debt, including the procedures for LCRA's purchase of securities to be escrowed and selection of escrow and verification agents and opinion counsel. The protocol shall be designed to maximize efficiency and ensure a transparent securities selection process. (c) Estimate of Long -Term Debt. LCRA confirms that the total amount of the outstanding LCRA Debt as of September 30, 2008, is incorporated into the report prepared by Virchow, Krause and Associates for LCRA in the fall of 2008, (the "Virchow Report"), which total amount was then estimated to be One Hundred Sixteen Million, Nine Hundred Ninety - Seven Thousand, Eleven Dollars and 00/100 ($116,997,011.00). Upon execution of this Agreement, LCRA agrees that the portion of the estimated Defeasance Amount related to retiring long-term LCRA Debt (other than LCRA commercial paper associated with the System) is $75,559,174.02, as shown in Exhibit B-1 or $74,801,858.02 as shown in Exhibit B-2 attached hereto (dependent upon the call date to be determined by the TWDB prior to Closing for the debt associated with the TWDB Agreement). LCRA agrees to provide the Cities on November 10, 2009 with an updated Exhibit B using the same format as shown in Exhibits B-1 and B-2 that 4 has been preverified by LCRA's verification agent as to LCRA escrow disbursement dates and amounts and reflecting the final call date approved by the TWDB for debt associated with the TWDB Agreement. LCRA acknowledges that the Cities will rely on the updated Exhibit B delivered on November 10, 2009 in issuing debt necessary to pay the Purchase Price and confirms that the updated Exhibit B delivered on November 10, 2009 will be true and correct in all respects except for the estimated "interest earnings on escrow" as discussed in note (1). LCRA shall provide a second updated Exhibit B on December 4, 2009 to the Cities that will include a final estimate of the "interest earnings on escrow" and the Parties agree that the update delivered on December 4, 2009 shall be included in the Defeasance Amount and Purchase Price at Closing. Because the Purchase Price shall be net of "interest earnings on escrow," the amount included in the Defeasance Amount and Purchase Price at Closing based on Exhibit B shall be subject to an accounting after Closing based on the confirmed interest rate subscribed to by LCRA in its purchase of securities after Closing to retire, defease, and/or payoff the LCRA Debt. The Cities shall pay any difference owed to LCRA due to an overestimation of the final estimated "interest earnings on escrow" included in the December 4, 2009 Exhibit B update and the actual "interest earnings on escrow" no later than LCRA's settlement date on its purchase of such securities, with such payment contingent upon LCRA's 48 hour advance written notification to the Cities of the difference owed and its proposed settlement date. LCRA shall pay to the Cities any difference owed to the Cities due to an underestimation of the final estimated "interest earnings on escrow" no later than 10 business days after its settlement date on its purchase of such securities. (d) Estimate of FY10 Over/Under Recovery. The Parties agree that the current estimate of the FY10 Over -/Under -Recovery is shown on Exhibit C, attached hereto. The Parties agree that the estimate of the FY10 Over -/Under -Recovery (calculated consistent with Exhibit C) on December 4, 2009, shall be included in the Defeasance Amount and Purchase Price at Closing. The Parties further agree that all monthly payments from the Cities to LCRA for the Annual Operation and Maintenance Expense Requirement and the Annual Project Requirement for Fiscal Year 2010 as shown on Exhibit C shall be made on or prior to the Closing Date. The FY10 Over -/Under Recovery shown on Exhibit C shall be subject to an accounting after the Closing Date. LCRA shall prepare in writing an adjustment, using the same format as depicted in Exhibit C, to the FY10 Over -/Under -Recovery to account for payments toward the Annual Operation and Maintenance Expense Requirement and Annual Project Requirement as compared to actual operation and maintenance expenses incurred by and actual principal and interest payments made by LCRA during the period October 1, 2009, to the Closing Date. LCRA shall provide the written accounting and adjustment to the Cities, and there will be a payment by or payment to LCRA for the adjustment of the FY10 Over -/Under -Recovery. Notwithstanding the foregoing, LCRA shall defer work during Fiscal Year 2010 on the projects identified as being deferred pending Closing on Exhibit C. Any allocation of indirect operation and maintenance expenses by LCRA as depicted on Exhibit C shall be consistent with the allocation used in the development of the Annual Operation and Maintenance Expense Requirement for Fiscal Year 2010. The payment by or to LCRA for the adjustment of the FY10 Over -/Under -Recovery shall be made on January 8, 2010. This Agreement shall survive the Closing to the extent necessary to enforce the terms of this subsection (d). 5 (e) Updates to Defeasance Amount. LCRA agrees to provide the Cities with updated estimates of the total Defeasance Amount on November 10, 2009 and again on December 4, 2009. Any updated estimates of the final Defeasance Amount shall include, but not be limited to: (i) Updated information related to the long-term LCRA Debt as shown in Exhibit B-1 and B-2 and as discussed above; (ii) Updated information related to the FY10 Over/Under Recovery as shown in Exhibit C and as discussed above; (iii) Current outstanding LCRA commercial paper balance related to the System; (iv) Any additional LCRA commercial paper issued to fund expenditures for capital improvements contemplated by Exhibit C, less any coverage inuring collected and applied, less any of the Capital Charge collected and used to reduce outstanding principal and interest due through and until the Closing Date; v) actual invoiced Third Party Expenses; and vi) actual invoiced ESA Expenses. (fl Allocation of Purchase Price. Except for the portions of the Purchase Price that include the LCRA Debt allocable to the Interceptors Agreement and the Williamson County Reuse Project, the Purchase Price shall be allocated among the three Cities as follows: Round Rock — 68.45%; Cedar Park — 21.85%; and Austin — 9.70%. For the portions of the Purchase Price that include the LCRA Debt allocable to the Interceptors Agreement and the Williamson County Reuse Project, the allocations among the three Cities shall be as follows: (i) Interceptors Agreement: Round Rock — 55%, Austin — 45% and Cedar Park — 0%; (ii) Williamson County Reuse Project: 100% to Round Rock. The final amount of each Cities' contribution to the Purchase Price shall be calculated in conformance with the allocations provided in this subsection. Section 1.4 Independent Consideration. Contemporaneously with the execution of this Agreement, the Cities hereby deliver to LCRA, and LCRA hereby acknowledges the receipt of, a check in the amount of TEN AND NO/100 DOLLARS ($10.00) ("Independent Contract Consideration"), which amount the parties bargained for and agreed to as consideration for the LCRA's grant to the Cities of the Cities' exclusive right to purchase the Wastewater System Assets pursuant to the terms hereof and for LCRA's execution, delivery and performance of this Agreement. This Independent Contract Consideration is in addition to and independent of any other consideration or payment provided in this Agreement, is nonrefundable under any circumstances, shall not be credited to the Purchase Price, and shall be retained by LCRA notwithstanding any other provisions of this Agreement. Section 1.5 Escrow Deposit. For the purpose of securing the performance of the Cites under the terms of this Contract, Round Rock, Austin and Cedar Park will deliver to the Bank of New York, care of Dorothy Miller (the "Escrow Agent") the sum of Four Million, Four Hundred 6 Forty-three Thousand, Twenty Dollars and no cents ($4,443,020.00) (the "Escrow Deposit"), which shall be allocated between the three cities as follows: Two Million, Eight Hundred Ninety- seven Thousand, Six Hundred Twenty -One Dollars and no cents ($2,897,621.00) to Round Rock; One Million, Sixty -Two Thousand, Four Hundred Sixty-two Dollars and no cents ($1,062,462.00) to Cedar Park; and, Four Hundred Eighty -Two Thousand, Nine Hundred Thirty - Seven Dollars and no cents ($482,937.00) to Austin. The Cities will deliver the Escrow Deposit to the Escrow Agent no later than Friday, September 11, 2009. In the event the Cities fail to timely deliver the Escrow Deposit as provided in this Agreement, LCRA may provide written notice of default, and if the Cities fail to provide the Escrow Deposit in the total amount of $4,443,020.00 within five (5) business days of such written notice of default, this Agreement shall expire and be of no further effect on the sixth (6th) business day following LCRA's written notice. The Escrow Deposit shall be held in an interest bearing account and the interest earned shall be credited to the benefit of Round Rock, Cedar Park, and Austin. On the Closing Date, the Escrow Deposit, including interest earned thereon, will be paid over to LCRA and applied to Round Rock's, Cedar Park's and Austin's portions, respectively, of the Purchase Price, or refunded to the Cities if not needed to pay the full Purchase Price. If Closing does not occur by the Closing Date, then the Escrow Agent shall remit the Escrow Deposit to LCRA to be applied, in this order to: (a) Round Rock's, Cedar Park's and Austin's allocated portions, respectively, of the Debt Service Reserve Fund (as defined in the Wastewater Disposal Contract); and (b) if any portion of the Escrow Deposit or interest accrued thereon remains, then to the Annual Project Requirement to be charged respectively to Round Rock, Cedar Park and Austin for Fiscal Year 2010. ARTICLE 2 REVIEW ITEMS Section 2.1 Review Items. Following the Effective Date, LCRA shall make available at the Cities' request for reasonable inspection and copying (at the Cities' expense) by the Cities during normal working hours at the Facilities or at the offices of LCRA or its agents, the following (the "Review Items"): (a) Copies of all non -privileged (where the privilege arises under the attorney- client privilege or other law) books, records, operating reports, trade account reports, accounts payable and receivable lists, vendor contracts, management agreements, maintenance records, purchase or sale contracts, regulatory records and correspondence, deeds, easements, licenses, permits, certificates, soil reports, inspection reports, and engineering reports (including, without limitation, endangered species, environmental, and governmental inspection reports of LCRA related to the ownership or operation of the Wastewater System Assets or relating to or in respect of the physical condition or operation of Wastewater System Assets); and, (b) Copies of all easements, including sanitary and public utility easements, necessary to accommodate all parts of the Facilities. 7 Section 2.2 Wastewater System Assets Review. During the period beginning on the Effective Date and continuing until the thirtieth (30th) day prior to the Closing Date (the "Review Period"), the Cities shall have the right, during normal business hours and upon reasonable prior notice to LCRA, to conduct any and all reviews, investigations, or examinations of the Review Items and the Wastewater System Assets, including review of all sanitary easements and other easements necessary for providing wastewater service with the Wastewater System Assets in compliance with TCEQ or other applicable regulations, which the Cities determine necessary in the Cities' sole and absolute discretion. In the event that the Cities substantially disturb or substantially disrupt any of the Wastewater System Assets during the Review Period, the Cities shall be obligated to restore the Wastewater System Assets or any item related thereto substantially to its prior condition to the extent the Cities' review, investigation, or examination changed same and this obligation shall survive any termination of this Agreement. LCRA may, at LCRA's option, accompany the Cities during any such inspections. Notwithstanding any provisions herein or elsewhere to the contrary, the Cities shall be entitled to terminate this Agreement on or before the expiration of the Review Period upon written notice to LCRA; provided, however, that such termination shall not affect the disposition of the Escrow Deposit in accordance with Section 1.5 of this Agreement. Section 2.3 Failure to Provide Review Items. Should LCRA fail to provide the Cities any information in its possession regarding the Wastewater System Assets as provided in this Agreement, the Cities may terminate the Agreement upon written notice to LCRA; provided, however, that such termination shall not affect the disposition of the Escrow Deposit in accordance with Section 1.5 of this Agreement. ARTICLE 3 SURVEY Section 3.1 Survey. Within thirty (30) days after the Effective Date hereof, the Cities, at the Cities' sole cost and expense, may procure a current plat or survey of such portions of the Property as the Cities select, prepared by a duly licensed Texas land surveyor. The survey shall be staked on the ground, and the plat or exhibit drawing shall show the location of all improvements, highways, streets, roads, railroads, rivers, creeks, or other water courses, fences, easements, and rights-of-way on or adjacent to the Property, if any, and shall contain the surveyor's certification that there are no encroachments on the Property and shall set forth the number of total acres comprising the Property, together with a metes and bounds description thereof The Cities shall within thirty (30) days after receipt of the survey review the same. Within the thirty (30) day period, the Cities shall notify LCRA in writing of their approval of the survey, or, in the event any portion of the survey is unacceptable to the Cities, then the Cities shall notify LCRA in writing of the unacceptable portions of the survey. The Cities' failure to give LCRA this written notice shall be deemed to be the Cities' approval of the survey. In the event the Cities notify LCRA the survey is unacceptable, the Cities shall have the right to either (1) terminate this Agreement upon written notice to LCRA, or (2) waive such survey matters and proceed to Closing. Any termination of this Agreement shall not affect the disposition of the Escrow Deposit in accordance with Section 1.5 of this Agreement. 8 ARTICLE 4 REPRESENTATIONS AND COVENANTS Section 4.1 The Cities' Representations and Warranties. The Cities represent and warrant to LCRA that the following are true, accurate, and complete as of the Effective Date: (a) each of the persons executing this Agreement on behalf of the Cities are duly authorized to do so; (b) the Cities have full right and authority to enter into this Agreement and to consummate the transaction described in this Agreement; (c) this Agreement constitutes the valid and legally binding obligations of the Cities and is enforceable against the Cities in accordance with its terms, subject to applicable law; and (d) neither the execution or delivery of this Agreement nor the performance of the Cities' obligations under this Agreement violates, or will violate, any contract or agreement to which the Cities are a party or by which the Cities are otherwise bound. The aforesaid representations and warranties shall survive the Closing. Section 4.2 LCRA's Representations and Warranties. LCRA represents and warrants to the Cities that the following are true, accurate, and complete, as of the Effective Date: (a) each of the persons executing this Agreement on behalf of LCRA is duly authorized to do so; (b) LCRA has full right and authority to enter this Agreement and to consummate the transaction described in this Agreement; (c) this Agreement constitutes the valid and legally binding obligation of LCRA, and is enforceable against LCRA in accordance with its terms, subject to applicable law; (d) neither the execution or delivery of this Agreement nor the performance of LCRA's obligations under this Agreement violates, or will violate, any contract or agreement to which LCRA is a party or by which LCRA is otherwise bound; and, (e) other than as set forth in Schedule 4 of Exhibit A (the "Required Consents"), there are no consents or approvals needed for LCRA to transfer the Wastewater System Assets to the Cities at Closing as contemplated herein. LCRA represents that it has no knowledge that any Facilities in the Wastewater System are located outside the Property, easements or rights-of-way being conveyed to the Cities. The aforesaid representations and warranties shall survive the Closing. Section 4.3 Covenants. In addition to LCRA's and the Cities' other agreements and undertakings hereunder, LCRA and the Cities hereby covenant and agree with each other that: (a) Notices Received. LCRA, at its sole cost and expense, will promptly deliver to the Cities copies of any written notices or promptly inform the Cities of any other notices received or of which LCRA gains actual knowledge and possession alleging the occurrence of any default or alleged default under any of the contracts included in the Wastewater System Assets, or any violation or alleged violation of any law, regulation, order, or other requirement of any governmental authority having jurisdiction over the Wastewater System Assets, including a proposed compliance order, or any tort claims relating to LCRA's ownership or operation of the Wastewater System Assets. (b) Liens, Claims, Pledges, Encumbrances, and Agreements. The Wastewater System Assets shall be transferred AS -IS without any representations, warranties or guarantees as to liens, claims, pledges and encumbrances. 9 (c) Notice to Texas Commission on Environmental Quality. The Cities, at the Cities' sole cost and expense, shall deliver to the TCEQ all required notices and applications for approval, if any, with respect to the change in ownership of the Wastewater System Assets and obtain any approval, if required, of same. LCRA shall have the right to review any filings made with the TCEQ prior to the filing of same and LCRA shall otherwise cooperate and assist the Cities to the extent reasonably necessary in obtaining such approvals. (d) Delay of Issuance of Bonds. LCRA agrees to delay until after the termination of this Agreement the issuance of bonds to refund approximately Forty Million, Seven Hundred Forty Thousand, Three Hundred Sixty -Eight Dollars and no cents ($40,740,368.00) of its commercial paper related to the costs of the System. (e) Ongoing Projects. LCRA agrees that it will not enter into any new contracts or amendments to existing contracts with third parties for design, engineering, construction and/or other similar matters related to the Facilities after the Effective Date of this Agreement without the express written consent of the Cities unless for Required Improvements, in which event LCRA shall provide written notice of and estimates for the Required Improvements. Section 4.4 Closing Updates. At Closing, LCRA shall provide to the Cities the LCRA Closing Certificate (so called herein) which shall certify, represent, and warrant to the Cities, as of the date of Closing, that (i) each and every of the covenants contained in Section 4.3(a) of this Agreement has been fully satisfied, and (ii) each and every of the representations and warranties contained in Sections 4.2 and 6.4 of this Agreement are and continue to be true and correct on the date of Closing, provided, should an event occurring during the pendency of this Agreement make any of such representations and warranties not correct on the date of Closing, such noncompliance shall be indicated and described on the LCRA Closing Certificate. In addition, LCRA will provide to the Cities a certified copy of the previously adopted Board resolution determining that the Wastewater System Assets are no longer necessary, convenient, or of beneficial use to the business of LCRA. The obligation of the City to close this transaction is expressly conditioned upon the representations and warranties contained in Sections 4.2 and 6.4 hereof being true and correct on the date of Closing and the covenants contained in Section 4.3(a) hereof being fully satisfied on the date of Closing. At Closing, each of the Cities shall provide to LCRA a City Closing Certificate (so called herein) which shall certify, represent and warrant to LCRA, as of the date of Closing, that each and every of the representations and warranties contained in Section 4.1 of this Agreement are and continue to be true and correct on the date of Closing, provided, should an event occurring during the pendency of this Agreement make any of such representations and warranties not correct on the date of Closing, such noncompliance shall be indicated and described on the City Closing Certificate. The obligation of the LCRA to close this transaction is expressly conditioned upon the representations and warranties contained on Section 4.1 hereof being true and correct on the date of Closing. 10 ARTICLE 5 CASUALTY PRIOR TO CLOSING Section 5.1 Casualty. In the event the Wastewater System Assets or any part thereof should be damaged by any casualty prior to Closing, LCRA shall pay to the Cities, at Closing, any funds actually received by LCRA as insurance proceeds relating to such casualty (the "Insurance Proceeds") for repair or replacement of the damaged property by LCRA as insurance proceeds relating to such casualty, and the sale shall be closed without the LCRA repairing any such damage. The Cities acknowledge and agree, however, that LCRA is self- insured for casualty events that result in damages of amounts less than One Hundred Thousand Dollars ($100,000.00). If repair or replacement is necessary for the continued operation of the Wastewater System Assets pending Closing, at the Cities' option or if required to meet regulatory requirements, LCRA shall repair or replace any damaged property necessary for continued operation of the Wastewater System Assets, subject to the Cities review and approval of the plans for and execution of the repair or replacement. LCRA shall apply insurance proceeds received, if any, in replacement of the damaged property to such repair or replacement. If the cost of such repair or replacement is less than $100,000.00, then LCRA shall include the cost of such repair and replacement in the LCRA Debt. The Cities shall remain entitled, regardless, to receive at Closing any surplus insurance proceeds remaining after LCRA's repair or replacement of the Wastewater System Assets. ARTICLE 6 CLOSING Section 6.1 Time and Place of Closing. The Closing Date shall be either (i) December 8, 2009, or (ii) such other date as may be agreed between the parties or as provided in Section 6.2 below. The Closing of the transaction contemplated by this Agreement (the "Closing") shall be held at 10:00 a.m., local time on the Closing Date, at the offices of Texas American Title Company ("Title Company") or at such other time and place as may be agreed between the parties. All matters to take place at the Closing shall take place simultaneously, and no delivery shall be considered to have been made until all such proceedings have been completed. Section 6.2 Conditions to Closing. Notwithstanding anything in this Agreement to the contrary, it is specifically agreed that neither LCRA nor the Cities shall be under any obligation to close the transaction(s), or any portion thereof, contemplated by this Agreement, until: (a) the Cities have been able to issue, sell, deliver, and receive payment for their bonds or other debt obligations or otherwise obtain funds in an amount sufficient to provide the Cities with the funds necessary to pay the Purchase Price; (b) all required notices or governmental approvals, if any, including, without limitation, any notification to, consent by, or approval from TCEQ, have been given or obtained; and (c) all Required Consents have been provided to the Cities. Notwithstanding the foregoing, the following shall not be conditions to Closing: (i) TCEQ's consent or approval for the transfer or assignment of the wastewater discharge permit(s) from LCRA to the Cities; (ii) the Union Pacific's consent to transfer or assignment of LCRA's license for access to the East Wastewater Treatment Plant to the Cities; or, (iii) the consent of Capital Metropolitan Transportation Authority or Georgetown Railroad to transfer or assignment of any licenses over railroad rights-of-way. If any or all of these 11 conditions have not occurred by the Closing Date, the Closing Date shall be extended for a reasonable period of time in order to allow the unresolved condition to be satisfied, provided in no event shall the Closing Date be extended beyond December 31, 2009, unless a required approval necessary from a regulatory agency of the State of Texas and/or United States is still pending without resolution but is being pursued in good faith by the Cities and there is a reasonable likelihood of receiving such consent or approval, in which event the Closing Date shall continue to be extended periodically for reasonable periods of time to allow such consent or approval to be obtained. Section 6.3 LCRA Delivery. At the Closing, LCRA shall deliver or cause to be delivered to the Cities, at LCRA's sole cost and expense, each of the following items: (a) A duly executed and acknowledged Special Warranty Deed conveying LCRA's interest in the Property currently owned by LCRA but indicating that the Property is accepted in its AS -IS condition with no warranties, representations or guarantees as provided by Section 6.4. (b) A Bill of Sale and Assignment ("Assignment") duly executed by the Cities and LCRA, transferring and assigning to the Cities LCRA's interest in the Facilities and the Intangible Assets, but indicating that the same are accepted in their AS- IS condition with no warranties, representations or guarantees, other than third -party warranties related to the System to the extent same are assignable, as provided by Section 6.4. The Assignment shall provide for the Cities' assumption of all of LCRA's obligations and liabilities under or related to the Facilities or Contracts, subject to LCRA's commitment to reasonably cooperate as to certain consents as provided in Section 1.1(b) above. The Assignment shall contain as exhibits updated lists of the Facilities and Contracts. (c) An instrument, in a form acceptable to the Cities and LCRA, assigning to the Cities all of LCRA's interests in any easements, licenses, or rights-of-way included in the Property but indicating that the interests in any easements, licenses, or rights-of-way included in the Property are accepted in their AS -IS condition without any representations, warranties or guarantees as provided by Section 6.4. If any documents forming easements, licenses or rights-of-way do not permit assignment, the Cities shall be responsible for securing such consents but LCRA shall cooperate reasonably to assist in the Cities' obtaining same. (d) The LCRA Closing Certificate in form specified in Section 4.4 duly executed and acknowledged by LCRA. (e) Any other additional documents and instruments as in the mutual opinion of the Cities' counsels and LCRA's counsel are reasonably necessary to the proper consummation of this transaction. (f) All combinations and/or keys to all locks related to the Wastewater System Assets. (g) To the extent reasonably available, the originals of all matters agreed to be 12 transferred to the Cities at Closing, unless otherwise noted, pursuant to Section 1.1 of this Agreement. Section 6.4 LCRA'S Disclaimer of Warranty. Notwithstanding anything this Agreement to the contrary, the Cities acknowledge that they are accepting the Property in its "as -is, where -is" condition "with all faults" and defects as of the Closing and specifically and expressly without any warranties, representations, or guarantees, either express or implied, as to its condition, fitness for any particular purpose, merchantability, or any other warranty of any kind, nature, or type whatsoever from or on behalf of LCRA other than third -party warranties related to the System to the extent same are assignable. Any instruments of transfer for the Property shall reference this agreement by the Cities. Notwithstanding the foregoing, the Cities may terminate the Agreement according to the provisions set forth in this Agreement including, but not limited to, Sections 2.2, 2.3, and 3.1. Any termination of this Agreement shall not affect the disposition of the Escrow Deposit in accordance with Section 1.5 of this Agreement. Section 6.5 The City Delivery. At the Closing, the Cities shall deliver to LCRA the following items: (a) Each City's Closing Certificate pursuant to Section 4.4 of this Agreement. (b) The Purchase Price, in good funds, based on the estimate of the Defeasance Amount provided by LCRA on December 4, 2009, in the amount and manner specified in Sections 1.2 and 1.3. (c) Such evidence or documents as may reasonably be required by the LCRA evidencing the capacity of the Cities to close the transaction and the authority of the person or persons who are executing the various documents on behalf of the Cities in connection with the sale of the Wastewater System Assets. (d) Any other additional documents or instruments as in the mutual opinion of the Cities' counsels and LCRA's counsel are reasonably necessary to the proper consummation of this transaction. Section 6.6 Adjustments and Prorations. At Closing, the following items shall be adjusted or prorated between LCRA and the Cities: (a) LCRA shall pay to the Cities, in cash at Closing, the amount of any sums, if any, prepaid by third parties to LCRA and held by LCRA pursuant to the provisions of any of the contracts included in the Wastewater System Assets, and the Cities assume all liabilities and obligations for such amounts and will execute and deliver notices of transfer and assumption of security deposit to all such third parties. The Cities shall pay LCRA, in cash at Closing, the amount of any sums, if any, prepaid by LCRA to third parties pursuant to the provisions of any of the Intangible Assets included in the Wastewater System Assets. (b) LCRA shall pay and/or transfer or cause to be paid or transferred to the Cities any funds maintained in the Repair and Replacement Reserve Fund and/or the Operation and Maintenance Reserve Fund or any other similar funds established to pay 13 for Operations and Maintenance Expenses of the Wastewater System Assets pursuant to the Wastewater Disposal Contract. LCRA shall have no obligation to pay to the Cities any such funds held by Brazos. (c) If any adjustments pursuant to this Section 6.6 are, subsequent to Closing, found to be erroneous, then either party hereto who is entitled to additional monies shall invoice the other party for such additional amounts as may be owing, and such amount shall be paid within thirty (30) days from receipt of the invoice. This covenant shall not merge with the instruments of conveyance, transfer, or assignment to be delivered hereunder but shall survive the Closing. Section 6.7 Possession. Possession of the Wastewater System Assets shall be delivered to the Cities by LCRA at the Closing. Section 6.8 Costs and Expenses. Unless expressly provided herein that LCRA shall pay certain costs and expenses such as in Section 4.3, all costs and expenses in connection with the transaction contemplated by this Agreement shall be borne by the Cities, including but not limited to costs of defeasing LCRA's outstanding debt associated with the Wastewater System Assets. Section 6.9 Additional Deliveries at Closing. At Closing, LCRA and the Cities shall deliver to each other the following: (a) A document terminating the Wastewater Disposal Contract, including a full release and discharge of all parties thereto (including the Brazos River Authority) from any further obligations under or related to said Wastewater Disposal Contract, (b) A document executed by the TWDB terminating or assigning to the Cities, and releasing and fully discharging LCRA from, any obligations under or related to, the Master Agreement between LCRA and the TWDB entered on or about November 14, 2001 (the "TWDB Agreement"); (c) A document terminating or assigning to the Cities, and releasing and fully discharging LCRA from, any obligations under or related to, the Agreement for Acquisition of Wastewater System Assets (Southwest Interceptor Line and Round Rock South Interceptor Line) between Round Rock and LCRA entered on or about July 2, 2001 ("Interceptors Agreement") and any related wastewater service agreements; and (d) A document terminating or assigning to the Cities, and releasing and fully discharging the LCRA from any obligations under or related to, the Subregional Contracts between LCRA and Brushy Creek MUD and Fern Bluff MUD. ARTICLE 7 REMEDIES Section 7.1 The Cities' Remedies for Default. Notwithstanding any express provision of this Agreement to the contrary, in the event LCRA fails or refuses to timely comply with LCRA's obligations hereunder or at Closing, any of LCRA's representations, warranties, or 14 covenants contained herein is not true or has been breached or LCRA enters into any contracts prior to the Closing Date to which the Cities timely object, the Cities shall have the following remedies as the Cities' sole and exclusive remedies: (a) to enforce this Agreement by specific performance, mandamus, or similar remedy; (b) to terminate this Agreement prior to or at Closing by giving LCRA written notice of such election; or, (c) to waive prior to or at Closing the applicable objection or condition and proceed to close the transaction contemplated hereby in accordance with the remaining terms hereof. Nothing in this section is intended to alter any remedies available to any of the parties under the Wastewater Disposal Contract in the event of a breach of or default arising under the Wastewater Disposal Contract. Section 7.2 LCRA's Remedies for Default. Notwithstanding any express provision of this Agreement to the contrary, in the event the Cities fail or refuse to timely comply with the Cities' obligations hereunder or are unable to do so as a result of the Cities' acts or failure to act, LCRA may terminate this Agreement and retain and apply the Escrow Deposit as provided in Section 1.5 as its sole remedy. Nothing in this section is intended to alter any remedies available to any of the parties under the Wastewater Disposal Contract in the event of a breach of or default arising under the Wastewater Disposal Contract. Section 7.3 Termination of Agreement. Should either party terminate this Agreement, both LCRA and the Cities shall be relieved and released of all obligations, claims, and liabilities hereunder, or as expressly otherwise provided herein; provided, however, if the Agreement is terminated for any reason other than default by LCRA, then LCRA shall be entitled to include in the Operation and Maintenance Expenses of the System for the fiscal year of the System then underway or in the subsequent fiscal year any expenses incurred by LCRA in attempting to fulfill its obligations under this Agreement. ARTICLE 8 GENERAL PROVISIONS Section 8.1 Notices. All notices and other communications hereunder shall be in writing and shall be delivered by one of the following means: hand delivery; expedited courier delivery; mailed by registered or certified mail, return receipt requested, postage prepaid; or, electronic mail provided that a duplicate of the same notice or communication is also mailed by first-class mail. All notices and communications hereunder shall be addressed as follows, and shall be effective upon actual delivery if delivered by hand or by expedited courier delivery or, if mailed, three business days after deposit in the United States mail: (a) If to LCRA, to: Thomas G. Mason General Manager LCRA P. O. Box 220 Austin, Texas 78767-0220 Phone: (512) 473-3283 Email: Thomas.Mason@LCRA.org 15 With a copy to: Madison Jechow Associate General Counsel LCRA P. 0. Box 220 Austin, Texas 78767-0220 Phone: (512) 473-4067 Email: Madison.Jechow@LCRA.org (b) If to the City of Round Rock, to: James R. Nuse City Manager 221 E. Main St. Round Rock, Texas 78664 Phone: (512) 218-5400 Email: jnuse@round-rock.tx.us With a copy to: Stephan L. Sheets City Attorney 309 E. Main St. Round Rock, Texas 78664 Phone: (512) 255-8877 Email: slsheets@sheets-crossfield.com (c) If to the City of Cedar Park Brenda Eivens, City Manager 600 N. Bell Blvd. Cedar Park, Texas 78613 Phone: (512) 401-5010 Email: Brenda.Eivens@cedarparktx.us With a copy to: Charles Rowland City Attorney 600 N. Bell Blvd. Cedar Park, Texas 78613 Phone: (512) 401-5004 Email: Charles.Rowland@cedarparktx.us (d) If to the City of Austin City Manager P.O. Box 1088 Austin, Texas 78767 Phone: (512) 974-2200 Email: marc.ott@ci.austin.tx.us With a copy to: City Attorney P.O. Box 1088 Austin, Texas 78767 Phone: (512) 974-2268 Email address: david.smith@ci.austin.tx.us Any party may change its address for receiving notice by giving notice of a new address in the manner herein provided; however, if mailed, notice of such new address will be effective only upon actual receipt by the other parties. Section 8.2 Headings and Defined Terms. Descriptive headings are for convenience only and shall not control or affect the meaning or construction of any provision of this Agreement. Unless otherwise provided in this Agreement, all terms defined in the Wastewater Disposal Contract shall have the same meanings when used herein as when used in the Wastewater Disposal Contract. Section 8.3 Assignment. Assignment of this Agreement by the parties is prohibited without the prior written consent of all other parties, which consent shall not be unreasonably withheld or delayed. This Agreement shall be binding upon and inure to the benefit of the parties and their successors and assigns. Section 8.4 Governing Law and Forum. This Agreement shall be construed and interpreted in accordance with the law of the State of Texas and the obligations of the parties hereto are and shall be performable in Williamson County. By executing this Agreement, each party hereto expressly (a) consents and submits to personal jurisdiction and venue consistent with the previous sentence, (b) waives, to the fullest extent permitted by law, all claims and defenses that such jurisdiction and venue are not proper or convenient, and (c) consents to the service of process in any manner authorized by Texas Law. Section 8.5 No Oral Modification. This Agreement may not be modified or amended, except by an agreement in writing signed by both the LCRA and the Cities. Section 8.6 No Oral Waiver. The parties may waive any of the conditions contained herein or any of the obligations of the other party hereunder, but any such waiver shall be effective only if in writing and signed by the party waiving such conditions or obligations. Section 8.7 Time of Essence. Time is of the essence of this Agreement. 17 Section 8.8 Total Agreement. This Agreement, including the Exhibits hereto, constitutes the entire agreement among the parties pertaining to the subject matter hereof and supersedes all prior and contemporaneous agreements and understandings of the parties in connection therewith including that certain Memorandum of Understanding entered by Cedar Park, Round Rock and LCRA on or about June 3, 2009 and amended on or about August 28, 2009. No representation, warranty, covenant, agreement, or condition not expressed in this Agreement shall be binding upon the parties hereto or shall affect or be effective to interpret, change, or restrict the provisions of this Agreement except by an amended agreement in writing signed by both the LCRA and the Cities. Section 8.9 Partial Invalidity. If any clause or provision of this Agreement is or should ever be held to be illegal, invalid, or unenforceable under any present or future law applicable to the terms hereof, then and in that event, it is the intention of the parties hereto that the remainder of this Agreement shall not be affected thereby, and that in lieu of each such clause or provision of this Agreement that is illegal, invalid, or unenforceable, there be added as part of this Agreement a clause or provision as similar in terms to such illegal, invalid, or unenforceable clause or provision as may be possible and be legal, valid, and enforceable such that the intention of the parties is effected as closely as is possible. Section 8.10 Counterpart Execution. To facilitate execution, this Agreement may be executed in as many counterparts as may be convenient or required. It shall not be necessary that the signature of all persons required to bind any party appear on each counterpart. All counterparts shall collectively constitute a single instrument. It shall not be necessary in making proof of this Agreement to produce or account for more than a single counterpart containing the respective signatures of, or on behalf of, each of the parties hereto. Section 8.11 Holidays. In the event that the date upon which any duties or obligations hereunder to be performed shall occur upon a Saturday, Sunday or legal holiday, then, in such event, the due date for performance of any duty or obligation shall thereupon be automatically extended to the next succeeding business day. Section 8.12 Effective Date. The Effective Date of this Agreement shall be the date set forth on the first page hereof. Section 8.13 Hold Harmless. The Cities shall not be liable or responsible for, and shall be saved and held harmless by LCRA from and against any and all suits, actions, losses, damages, claims, or liability of any character, type, or description, including all expenses of litigation, court costs, and attorney's fees, for injury or death to any person, or injury to any property, received or sustained by any person or persons or property, arising out of, or occasioned by, directly or indirectly, LCRA's operation of the Wastewater System Assets and accruing prior to Closing, except to the extent such claims of damages arise from the gross negligence or willful misconduct of the Cities. LCRA shall not be liable or responsible for, and shall be saved and held harmless by the Cities, jointly and severally, from and against any and all suits, actions, losses, damages, claims, or liability of any character, type, or description, including all expenses of litigation, court costs, and attorney's fees, for injury or death to any person, or injury to any property, received or sustained by any person or persons or property, arising out of, or occasioned by, directly or indirectly, the Cities' operation of the Wastewater 18 System Assets and accruing after Closing, except to the extent such claims of damages arise from the gross negligence or willful misconduct of LCRA. This Section and the hold harmless commitments made within it shall survive the Closing. Section 8.14 Exhibit A Schedule 1 Schedule 2 Schedule 3 Schedule 4 Exhibit B Exhibit C Exhibits. The following Exhibits are attached hereto: Wastewater System Assets Facilities Intangible Assets Property Required Consents Estimated Defeasance Amount Estimated Charges for FY 2009-10 Section 8.15 Third Party Beneficiaries. Nothing in this Agreement, express or implied, is intended to confer upon any person, other than the parties hereto and their successors and assigns, any benefits, rights or remedies under or by reason of this Agreement. ARTICLE 9 SPECIAL PROVISION Section 9.01 Reuse of Treated Effluent from the System. The Cities retain the same right they have under the Wastewater Disposal Contract to the use or reuse of any effluent, which is now or may in the future be generated by the Facilities, prior to discharge into waters of the state, notwithstanding any termination of the Wastewater Disposal Contract; provided, however, that nothing in this Section or Agreement is intended to, nor shall it be construed as, waiving any rights that LCRA may have with regard to reuse of effluent under any agreements other than the Wastewater Disposal Contract, under administrative decisions, or under state law. This Section shall survive the Closing but shall terminate automatically upon execution by the Cities of any agreement reaffirming or readjusting the allocation for direct reuse of effluent from the System. IN WITNESS WHEREOF, each party hereto has signed this Agreement or caused this Agreement to be signed in its corporate name by its officer thereunto duly authorized, all as of the date first above written. Signatures on the Following Pages 19 LCRA: LOWER COLORADO RIVER AUTHORITY By: etSi- Th1' as G. Mason, General Manager 20 THE CITIES: CITY OF ROUND ROCK, TEXAS By: < 60\ 30t-CI;�E� ivtuy I i-T.e w, Attest: !iipht. Sara White, City Secretary 2' A CITY OF CEDAR PARK, TEXAS By: Brenda Eivens, City Manager CITY OF AUSTIN, TEXAS By: Rudy Gaza, itant City Manager 23 EXHIBIT A WASTEWATER SYSTEM ASSETS SCHEDULE 1 — FACILITIES Being that equipment, facilities and related improvements reasonable and necessary to collect and treat wastewater listed in the attached pages. Exhibit A - Schedule 1 Facilities Please see attached asset list for a more detailed accounting of equipment and materials. East Plant Facility: 1 — Influent Lift Station 1 — Screen and Grit Building 8 — Aeration Basins 4 — Final Clarifiers 1 — Chlorine Contact Basin 1 — UV System 1 — Return Activated Sludge Building 1 — Chemical Building 1 — Electrical Building 1 — Aerobic Digester with Dome 1 — South Treatment Unit 1 — Solids Handling Building 1 — Biosolids Building 4 — Biofilters 1 — Maintenance Building 1 — Construction Trailer 1 — Blower Building Administration Building: Consisting of: 4 Offices 1 Conference Room 1 Training Room 1 Laboratory 1 Kitchen/Break Room Interceptors and Pipelines: Contract 6 Contract 6A Round Rock Lake Creek Interceptor Contract 20 Contract 21 Round Rock Onion Creek Interceptor Southwest Wastewater Interceptor Lake Creek Interceptor Fern Bluff Force Main Contract 5B Onion Creek Interceptor Contract 3 Contract 2 Contract 1 West Plant Facility: 1 — Influent Lift Station 1 — Carbon Filter System 2 — Treatment Units 1 — UV System 4 — Drying Beds 1 — Sludge Station Associated Buildings EXECUTED DOCUMENT FOLLOWS PURCHASE AGREEMENT FOR THE BRUSHY CREEK REGIONAL WASTEWATER SYSTEM THIS PURCHASE AGREEMENT FOR THE BRUSHY CREEK REGIONAL WASTEWATER SYSTEM (this "Agreement") by and between the LOWER COLORADO RIVER AUTHORITY, a conservation and reclamation district and political subdivision of the State of Texas ("LCRA") and the CITY OF ROUND ROCK, Texas, a home rule municipal corporation ("Round Rock"), the CITY OF CEDAR PARK, TEXAS, a home rule municipal corporation ("Cedar Park"), and the CITY OF AUSTIN, TEXAS, a home rule municipal corporation ("Austin") (collectively referred to herein as the "Cities"), is made and entered into effective the I Q-, day of_ ham- t �-' � , 2009, which is the date this Agreement is executed by LCRA (the "Effective Date"). RECITALS The Cities, LCRA, and the Brazos River Authority ("Brazos") entered into a "Wastewater Disposal Contract" dated October 1, 2000 (the "Wastewater Disposal Contract") for the design, acquisition, and construction of wastewater collection facilities, wastewater treatment plant(s) and disposal facilities (the "System") and for Brazos' operation of the System. A. LCRA owns the System. B. The Cities have requested that LCRA sell the System to the Cities. C. The LCRA Board of Directors has previously determined that the System is no longer necessary, convenient, or of beneficial use to the business of LCRA. D. The Purchase Price (defined herein) is reflective of a negotiated settlement for sale of the System, based on the LCRA Debt (defined herein) plus a portion of fees due to LCRA under the Wastewater Disposal Contract, and reflects the resolution of disputes between LCRA and the Cities. E. The Cities and LCRA obtained separate appraisals of the System, including but not limited to, the Virchow Report defined below, and the actions to be taken by the Cities and LCRA under this Agreement are authorized by, among other laws, section 791.026 of the Texas Government Code and sections 272.001(b)(5) and 552.014 of the Texas Local Government Code. F. LCRA hereby agrees to sell the System to the Cities under the terms and conditions more particularly provided in this Agreement. G. The Cities recognize that LCRA and the City of Leander ("Leander"), a home rule corporation, had discussed Leander's intention to become a customer of the System on the same terms and conditions as the other customers, and LCRA and the Cities supported such intent. After the Cities purchase the System from LCRA pursuant to this Agreement, the Cities shall provide Leander with the opportunity to become a joint owner of the System on terms and conditions mutually agreeable to the Cities and Leander. AGREEMENT NOW, THEREFORE, in consideration of the mutual covenants hereinafter set forth and other good and valuable consideration, the parties hereto agree as follows: ARTICLE 1 PURCHASE AND SALE OF THE WASTEWATER SYSTEM ASSETS Section 1.1 Transfer of Wastewater System Assets by LCRA. Subject and pursuant to the terms and conditions set forth in this Agreement, on the Closing Date (as defined below), LCRA shall transfer and convey the following assets, and the Cities shall purchase from LCRA the following assets: (a) Facilities. (i) all of the wastewater treatment, collection, and disposal system owned by LCRA, together with all improvements, structures, lateral lines, service pumps, lift stations, air compressors, electrical equipment, vehicles, machines, and other equipment and tangible assets listed on Schedule 1 of Exhibit A attached hereto and incorporated herein for all purposes; and (ii) any other tangible assets of LCRA, such as laboratory equipment, office furniture, and equipment that are relevant and necessary for the Cities' ownership and operation of the System (collectively the "Facilities"). A complete inventory ("Inventory") of the Facilities that are owned by LCRA and necessary for the operation of the System shall be taken prior to the expiration of the Review Period (defined below) by the Cities and LCRA. All items shown on the Inventory shall constitute a part of the Facilities to be transferred to the Cities at Closing. The Inventory will be updated at Closing to delete any items no longer owned by LCRA as a result of normal operation and maintenance of the System and to add items purchased by LCRA as a result of normal operation and maintenance of the System and to be transferred to the Cities. The Facilities shall be transferred AS -IS with no warranties, representations or guarantees, other than third -party warranties related to the System to the extent same are assignable, as provided by Section 6.4. (b) Intangible Assets. All contracts, leases, option rights, permits, certificates, licenses, reimbursement rights, service agreements, deposits, warranties from vendors or manufacturers or other third parties, regulatory correspondence, as -built plans and specifications, engineering reports, files, records, information, data, and other intangible assets of LCRA that are related to the ongoing operation and ownership of the Wastewater System Assets, including but not limited to those more particularly described on Schedule 2 of Exhibit A attached hereto and incorporated herein for all purposes (collectively referred to herein as the "Intangible Assets"). Any files, records, information or data that are privileged under the attorney-client privilege or privileged under other law may be excluded from the Intangible Assets. LCRA shall cooperate with the Cities to obtain all necessary approvals for the assignment of any intangible assets. Notwithstanding the foregoing, the parties to this Agreement agree that the Wastewater 2 Disposal Contract and possibly other agreements as described in Section 6.9 shall be terminated at Closing. The Intangible Assets shall be transferred AS -IS with no warranties, representations or guarantees, other than third -party warranties related to the System to the extent same are assignable, as provided by Section 6.4. (c) Property. All land and interests therein, including without limitation contract rights, easements, licenses and rights-of-way owned or held by LCRA for the installation, use and maintenance of, or otherwise associated with the Facilities, all of which land and interests therein are more particularly described on Schedule 3 of Exhibit A attached hereto and incorporated herein by reference for all purposes, together with all and singular the rights, privileges, and appurtenances, if any, pertaining to said land and interests therein, including any right, title, and interest of LCRA in and to adjacent streets, alleys, or rights-of-way, together with any improvements, fixtures, and personal property of LCRA situated on and attached to said land and interests therein (collectively referred to herein as the "Property"). The Property shall be transferred "as -is" with no warranties, representations or guarantees; provided, however, the conveyance shall be by special warranty conveyance instrument. The Facilities, Intangible Assets, and Property are collectively referred to herein as the "Wastewater System Assets." Section 1.2 Purchase Price. The Purchase Price (herein so called) for the Wastewater System Assets shall be the total of the following amounts: (a) Two Million Six -Hundred Thousand Dollars and no cents ($2,600,000.00); (b) the amount necessary to defease, retire, and/or payoff the outstanding LCRA debt and interest accrued thereon associated with the Wastewater System Assets (the "LCRA Debt"); (c) LCRA's reasonable and actual third -party expenses related to the defeasance, retirement, and/or payoff of the LCRA Debt, not to exceed $50,000, for costs of LCRA bond/tax counsel opinion(s) and related verification and escrow fees, and such amount shall not include any costs associated with the LCRA staff or outside attorneys other than bond and/or tax opinion counsel related to this transaction ("Third Party Expenses"); (d) third -party expenses incurred by LCRA for a phase one environmental site assessment of the wastewater treatment plant tracts included in the Property, the cost of which shall not exceed $10,000 ("ESA Expenses"); and (e) an amount for the over- or under -recovery of the Annual Operation and Maintenance Expense Requirement and the Annual Project Requirement under the Agreement for the period from October 1, 2009, to the Closing Date ("FY10 Over -/Under -Recovery"). LCRA agrees to provide the Cities with a copy of said phase one environmental site assessment at Closing or within ten (10) days following receipt of same, whichever first occurs. The amounts for items (b), (c), (d) and (e) shall total what is described herein as the Defeasance Amount. Payment of Defeasance Amount of the Purchase Price at Closing shall be based on 3 estimates of the amounts required to defease, retire and/or payoff the long term debt and FY10 Over/Under Recovery and subject to true up requirements as set forth in the following section. Section 1.3 Calculation, Estimates, and True Up of Defeasance Amount. (a) LCRA Debt: The LCRA Debt associated with the Wastewater System Assets includes the following: (i) the LCRA debt allocable to the System, and installment purchase obligations to acquire the Texas Water Development Board's (the "TWDB") interest in, Contracts 20 and 21 Interceptor Line pursuant to the Master Agreement between LCRA and the TWDB entered on or about November 14, 2001 (the "TWDB Agreement"); (ii) the LCRA debt allocable to the Southwest Interceptor Line and Round Rock South Interceptor Line pursuant to the Agreement for Acquisition of Wastewater System Assets (Southwest Interceptor Line and Round Rock South Interceptor Line) between Round Rock and LCRA entered on or about July 1, 2001 ("Interceptors Agreement"); (iii) the LCRA debt allocable to the Williamson County Reuse Project; (iv) other long-term tax-exempt debt related to the System; and (iv) current outstanding LCRA commercial paper balance related to the System and any additional commercial paper to be issued by LCRA prior to December 4, 2009, to fund expenditures for capital improvements contemplated by Exhibit C, less any coverage inuring collected and applied, less any of the Capital Charge collected and used to reduce outstanding principal and interest due through and until the Closing Date. (b) Debt Defeasance Protocol. By September 23, 2009, LCRA will provide the Cities and TWDB with a protocol for the aforesaid defeasance, retirement, and/or payoff of the LCRA Debt, including the procedures for LCRA's purchase of securities to be escrowed and selection of escrow and verification agents and opinion counsel. The protocol shall be designed to maximize efficiency and ensure a transparent securities selection process. (c) Estimate of Long -Term Debt. LCRA confirms that the total amount of the outstanding LCRA Debt as of September 30, 2008, is incorporated into the report prepared by Virchow, Krause and Associates for LCRA in the fall of 2008, (the "Virchow Report"), which total amount was then estimated to be One Hundred Sixteen Million, Nine Hundred Ninety - Seven Thousand, Eleven Dollars and 00/100 ($116,997,011.00). Upon execution of this Agreement, LCRA agrees that the portion of the estimated Defeasance Amount related to retiring long-term LCRA Debt (other than LCRA commercial paper associated with the System) is $75,559,174.02, as shown in Exhibit B-1 or $74,801,858.02 as shown in Exhibit B-2 attached hereto (dependent upon the call date to be determined by the TWDB prior to Closing for the debt associated with the TWDB Agreement). LCRA agrees to provide the Cities on November 10, 2009 with an updated Exhibit B using the same format as shown in Exhibits B-1 and B-2 that 4 has been preverified by LCRA's verification agent as to LCRA escrow disbursement dates and amounts and reflecting the final call date approved by the TWDB for debt associated with the TWDB Agreement. LCRA acknowledges that the Cities will rely on the updated Exhibit B delivered on November 10, 2009 in issuing debt necessary to pay the Purchase Price and confirms that the updated Exhibit B delivered on November 10, 2009 will be true and correct in all respects except for the estimated "interest earnings on escrow" as discussed in note (1). LCRA shall provide a second updated Exhibit B on December 4, 2009 to the Cities that will include a final estimate of the "interest earnings on escrow" and the Parties agree that the update delivered on December 4, 2009 shall be included in the Defeasance Amount and Purchase Price at Closing. Because the Purchase Price shall be net of "interest earnings on escrow," the amount included in the Defeasance Amount and Purchase Price at Closing based on Exhibit B shall be subject to an accounting after Closing based on the confirmed interest rate subscribed to by LCRA in its purchase of securities after Closing to retire, defease, and/or payoff the LCRA Debt. The Cities shall pay any difference owed to LCRA due to an overestimation of the final estimated "interest earnings on escrow" included in the December 4, 2009 Exhibit B update and the actual "interest earnings on escrow" no later than LCRA's settlement date on its purchase of such securities, with such payment contingent upon LCRA's 48 hour advance written notification to the Cities of the difference owed and its proposed settlement date. LCRA shall pay to the Cities any difference owed to the Cities due to an underestimation of the final estimated "interest earnings on escrow" no later than 10 business days after its settlement date on its purchase of such securities. (d) Estimate of FY10 Over/Under Recovery. The Parties agree that the current estimate of the FY10 Over -/Under -Recovery is shown on Exhibit C, attached hereto. The Parties agree that the estimate of the FY10 Over -/Under -Recovery (calculated consistent with Exhibit C) on December 4, 2009, shall be included in the Defeasance Amount and Purchase Price at Closing. The Parties further agree that all monthly payments from the Cities to LCRA for the Annual Operation and Maintenance Expense Requirement and the Annual Project Requirement for Fiscal Year 2010 as shown on Exhibit C shall be made on or prior to the Closing Date. The FY10 Over -/Under Recovery shown on Exhibit C shall be subject to an accounting after the Closing Date. LCRA shall prepare in writing an adjustment, using the same format as depicted in Exhibit C, to the FY10 Over -/Under -Recovery to account for payments toward the Annual Operation and Maintenance Expense Requirement and Annual Project Requirement as compared to actual operation and maintenance expenses incurred by and actual principal and interest payments made by LCRA during the period October 1, 2009, to the Closing Date. LCRA shall provide the written accounting and adjustment to the Cities, and there will be a payment by or payment to LCRA for the adjustment of the FY10 Over -/Under -Recovery. Notwithstanding the foregoing, LCRA shall defer work during Fiscal Year 2010 on the projects identified as being deferred pending Closing on Exhibit C. Any allocation of indirect operation and maintenance expenses by LCRA as depicted on Exhibit C shall be consistent with the allocation used in the development of the Annual Operation and Maintenance Expense Requirement for Fiscal Year 2010. The payment by or to LCRA for the adjustment of the FY10 Over -/Under -Recovery shall be made on January 8, 2010. This Agreement shall survive the Closing to the extent necessary to enforce the terms of this subsection (d). 5 (e) Updates to Defeasance Amount. LCRA agrees to provide the Cities with updated estimates of the total Defeasance Amount on November 10, 2009 and again on December 4, 2009. Any updated estimates of the final Defeasance Amount shall include, but not be limited to: (i) Updated information related to the long-term LCRA Debt as shown in Exhibit B-1 and B-2 and as discussed above; (ii) Updated information related to the FY10 Over/Under Recovery as shown in Exhibit C and as discussed above; (iii) Current outstanding LCRA commercial paper balance related to the System; (iv) Any additional LCRA commercial paper issued to fund expenditures for capital improvements contemplated by Exhibit C, less any coverage inuring collected and applied, less any of the Capital Charge collected and used to reduce outstanding principal and interest due through and until the Closing Date; v) actual invoiced Third Party Expenses; and vi) actual invoiced ESA Expenses. (f) Allocation of Purchase Price. Except for the portions of the Purchase Price that include the LCRA Debt allocable to the Interceptors Agreement and the Williamson County Reuse Project, the Purchase Price shall be allocated among the three Cities as follows: Round Rock — 68.45%; Cedar Park — 21.85%; and Austin — 9.70%. For the portions of the Purchase Price that include the LCRA Debt allocable to the Interceptors Agreement and the Williamson County Reuse Project, the allocations among the three Cities shall be as follows: (i) Interceptors Agreement: Round Rock — 55%, Austin — 45% and Cedar Park — 0%; (ii) Williamson County Reuse Project: 100% to Round Rock. The final amount of each Cities' contribution to the Purchase Price shall be calculated in conformance with the allocations provided in this subsection. Section 1.4 Independent Consideration. Contemporaneously with the execution of this Agreement, the Cities hereby deliver to LCRA, and LCRA hereby acknowledges the receipt of, a check in the amount of TEN AND NO/100 DOLLARS ($10.00) ("Independent Contract Consideration"), which amount the parties bargained for and agreed to as consideration for the LCRA's grant to the Cities of the Cities' exclusive right to purchase the Wastewater System Assets pursuant to the terms hereof and for LCRA's execution, delivery and performance of this Agreement. This Independent Contract Consideration is in addition to and independent of any other consideration or payment provided in this Agreement, is nonrefundable under any circumstances, shall not be credited to the Purchase Price, and shall be retained by LCRA notwithstanding any other provisions of this Agreement. Section 1.5 Escrow Deposit. For the purpose of securing the performance of the Cites under the terms of this Contract, Round Rock, Austin and Cedar Park will deliver to the Bank of New York, care of Dorothy Miller (the "Escrow Agent") the sum of Four Million, Four Hundred 6 Forty-three Thousand, Twenty Dollars and no cents ($4,443,020.00) (the "Escrow Deposit"), which shall be allocated between the three cities as follows: Two Million, Eight Hundred Ninety- seven Thousand, Six Hundred Twenty -One Dollars and no cents ($2,897,621.00) to Round Rock; One Million, Sixty -Two Thousand, Four Hundred Sixty-two Dollars and no cents ($1,062,462.00) to Cedar Park; and, Four Hundred Eighty -Two Thousand, Nine Hundred Thirty - Seven Dollars and no cents ($482,937.00) to Austin. The Cities will deliver the Escrow Deposit to the Escrow Agent no later than Friday, September 11, 2009. In the event the Cities fail to timely deliver the Escrow Deposit as provided in this Agreement, LCRA may provide written notice of default, and if the Cities fail to provide the Escrow Deposit in the total amount of $4,443,020.00 within five (5) business days of such written notice of default, this Agreement shall expire and be of no further effect on the sixth (6th) business day following LCRA's written notice. The Escrow Deposit shall be held in an interest bearing account and the interest earned shall be credited to the benefit of Round Rock, Cedar Park, and Austin. On the Closing Date, the Escrow Deposit, including interest earned thereon, will be paid over to LCRA and applied to Round Rock's, Cedar Park's and Austin's portions, respectively, of the Purchase Price, or refunded to the Cities if not needed to pay the full Purchase Price. If Closing does not occur by the Closing Date, then the Escrow Agent shall remit the Escrow Deposit to LCRA to be applied, in this order to: (a) Round Rock's, Cedar Park's and Austin's allocated portions, respectively, of the Debt Service Reserve Fund (as defined in the Wastewater Disposal Contract); and (b) if any portion of the Escrow Deposit or interest accrued thereon remains, then to the Annual Project Requirement to be charged respectively to Round Rock, Cedar Park and Austin for Fiscal Year 2010. ARTICLE 2 REVIEW ITEMS Section 2.1 Review Items. Following the Effective Date, LCRA shall make available at the Cities' request for reasonable inspection and copying (at the Cities' expense) by the Cities during normal working hours at the Facilities or at the offices of LCRA or its agents, the following (the "Review Items"): (a) Copies of all non -privileged (where the privilege arises under the attorney- client privilege or other law) books, records, operating reports, trade account reports, accounts payable and receivable lists, vendor contracts, management agreements, maintenance records, purchase or sale contracts, regulatory records and correspondence, deeds, easements, licenses, permits, certificates, soil reports, inspection reports, and engineering reports (including, without limitation, endangered species, environmental, and governmental inspection reports of LCRA related to the ownership or operation of the Wastewater System Assets or relating to or in respect of the physical condition or operation of Wastewater System Assets); and, (b) Copies of all easements, including sanitary and public utility easements, necessary to accommodate all parts of the Facilities. 7 Section 2.2 Wastewater System Assets Review. During the period beginning on the Effective Date and continuing until the thirtieth (30th) day prior to the Closing Date (the "Review Period"), the Cities shall have the right, during normal business hours and upon reasonable prior notice to LCRA, to conduct any and all reviews, investigations, or examinations of the Review Items and the Wastewater System Assets, including review of all sanitary easements and other easements necessary for providing wastewater service with the Wastewater System Assets in compliance with TCEQ or other applicable regulations, which the Cities determine necessary in the Cities' sole and absolute discretion. In the event that the Cities substantially disturb or substantially disrupt any of the Wastewater System Assets during the Review Period, the Cities shall be obligated to restore the Wastewater System Assets or any item related thereto substantially to its prior condition to the extent the Cities' review, investigation, or examination changed same and this obligation shall survive any termination of this Agreement. LCRA may, at LCRA's option, accompany the Cities during any such inspections. Notwithstanding any provisions herein or elsewhere to the contrary, the Cities shall be entitled to terminate this Agreement on or before the expiration of the Review Period upon written notice to LCRA; provided, however, that such termination shall not affect the disposition of the Escrow Deposit in accordance with Section 1.5 of this Agreement. Section 2.3 Failure to Provide Review Items. Should LCRA fail to provide the Cities any information in its possession regarding the Wastewater System Assets as provided in this Agreement, the Cities may terminate the Agreement upon written notice to LCRA; provided, however, that such termination shall not affect the disposition of the Escrow Deposit in accordance with Section 1.5 of this Agreement. ARTICLE 3 SURVEY Section 3.1 Survey. Within thirty (30) days after the Effective Date hereof, the Cities, at the Cities' sole cost and expense, may procure a current plat or survey of such portions of the Property as the Cities select, prepared by a duly licensed Texas land surveyor. The survey shall be staked on the ground, and the plat or exhibit drawing shall show the location of all improvements, highways, streets, roads, railroads, rivers, creeks, or other water courses, fences, easements, and rights-of-way on or adjacent to the Property, if any, and shall contain the surveyor's certification that there are no encroachments on the Property and shall set forth the number of total acres comprising the Property, together with a metes and bounds description thereof. The Cities shall within thirty (30) days after receipt of the survey review the same. Within the thirty (30) day period, the Cities shall notify LCRA in writing of their approval of the survey, or, in the event any portion of the survey is unacceptable to the Cities, then the Cities shall notify LCRA in writing of the unacceptable portions of the survey. The Cities' failure to give LCRA this written notice shall be deemed to be the Cities' approval of the survey. In the event the Cities notify LCRA the survey is unacceptable, the Cities shall have the right to either (1) terminate this Agreement upon written notice to LCRA, or (2) waive such survey matters and proceed to Closing. Any termination of this Agreement shall not affect the disposition of the Escrow Deposit in accordance with Section 1.5 of this Agreement. 8 ARTICLE 4 REPRESENTATIONS AND COVENANTS Section 4.1 The Cities' Representations and Warranties. The Cities represent and warrant to LCRA that the following are true, accurate, and complete as of the Effective Date: (a) each of the persons executing this Agreement on behalf of the Cities are duly authorized to do so; (b) the Cities have full right and authority to enter into this Agreement and to consummate the transaction described in this Agreement; (c) this Agreement constitutes the valid and legally binding obligations of the Cities and is enforceable against the Cities in accordance with its terms, subject to applicable law; and (d) neither the execution or delivery of this Agreement nor the performance of the Cities' obligations under this Agreement violates, or will violate, any contract or agreement to which the Cities are a party or by which the Cities are otherwise bound. The aforesaid representations and warranties shall survive the Closing. Section 4.2 LCRA's Representations and Warranties. LCRA represents and warrants to the Cities that the following are true, accurate, and complete, as of the Effective Date: (a) each of the persons executing this Agreement on behalf of LCRA is duly authorized to do so; (b) LCRA has full right and authority to enter this Agreement and to consummate the transaction described in this Agreement; (c) this Agreement constitutes the valid and legally binding obligation of LCRA, and is enforceable against LCRA in accordance with its terms, subject to applicable law; (d) neither the execution or delivery of this Agreement nor the performance of LCRA's obligations under this Agreement violates, or will violate, any contract or agreement to which LCRA is a party or by which LCRA is otherwise bound; and, (e) other than as set forth in Schedule 4 of Exhibit A (the "Required Consents"), there are no consents or approvals needed for LCRA to transfer the Wastewater System Assets to the Cities at Closing as contemplated herein. LCRA represents that it has no knowledge that any Facilities in the Wastewater System are located outside the Property, easements or rights-of-way being conveyed to the Cities. The aforesaid representations and warranties shall survive the Closing. Section 4.3 Covenants. In addition to LCRA's and the Cities' other agreements and undertakings hereunder, LCRA and the Cities hereby covenant and agree with each other that: (a) Notices Received. LCRA, at its sole cost and expense, will promptly deliver to the Cities copies of any written notices or promptly inform the Cities of any other notices received or of which LCRA gains actual knowledge and possession alleging the occurrence of any default or alleged default under any of the contracts included in the Wastewater System Assets, or any violation or alleged violation of any law, regulation, order, or other requirement of any governmental authority having jurisdiction over the Wastewater System Assets, including a proposed compliance order, or any tort claims relating to LCRA's ownership or operation of the Wastewater System Assets. (b) Liens, Claims, Pledges, Encumbrances, and Agreements. The Wastewater System Assets shall be transferred AS -IS without any representations, warranties or guarantees as to liens, claims, pledges and encumbrances. 9 (c) Notice to Texas Commission on Environmental Quality. The Cities, at the Cities' sole cost and expense, shall deliver to the TCEQ all required notices and applications for approval, if any, with respect to the change in ownership of the Wastewater System Assets and obtain any approval, if required, of same. LCRA shall have the right to review any filings made with the TCEQ prior to the filing of same and LCRA shall otherwise cooperate and assist the Cities to the extent reasonably necessary in obtaining such approvals. (d) Delay of Issuance of Bonds. LCRA agrees to delay until after the termination of this Agreement the issuance of bonds to refund approximately Forty Million, Seven Hundred Forty Thousand, Three Hundred Sixty -Eight Dollars and no cents ($40,740,368.00) of its commercial paper related to the costs of the System. (e) Ongoing Projects. LCRA agrees that it will not enter into any new contracts or amendments to existing contracts with third parties for design, engineering, construction and/or other similar matters related to the Facilities after the Effective Date of this Agreement without the express written consent of the Cities unless for Required Improvements, in which event LCRA shall provide written notice of and estimates for the Required Improvements. Section 4.4 Closing Updates. At Closing, LCRA shall provide to the Cities the LCRA Closing Certificate (so called herein) which shall certify, represent, and warrant to the Cities, as of the date of Closing, that (i) each and every of the covenants contained in Section 4.3(a) of this Agreement has been fully satisfied, and (ii) each and every of the representations and warranties contained in Sections 4.2 and 6.4 of this Agreement are and continue to be true and correct on the date of Closing, provided, should an event occurring during the pendency of this Agreement make any of such representations and warranties not correct on the date of Closing, such noncompliance shall be indicated and described on the LCRA Closing Certificate. In addition, LCRA will provide to the Cities a certified copy of the previously adopted Board resolution determining that the Wastewater System Assets are no longer necessary, convenient, or of beneficial use to the business of LCRA. The obligation of the City to close this transaction is expressly conditioned upon the representations and warranties contained in Sections 4.2 and 6.4 hereof being true and correct on the date of Closing and the covenants contained in Section 4.3(a) hereof being fully satisfied on the date of Closing. At Closing, each of the Cities shall provide to LCRA a City Closing Certificate (so called herein) which shall certify, represent and warrant to LCRA, as of the date of Closing, that each and every of the representations and warranties contained in Section 4.1 of this Agreement are and continue to be true and correct on the date of Closing, provided, should an event occurring during the pendency of this Agreement make any of such representations and warranties not correct on the date of Closing, such noncompliance shall be indicated and described on the City Closing Certificate. The obligation of the LCRA to close this transaction is expressly conditioned upon the representations and warranties contained on Section 4.1 hereof being true and correct on the date of Closing. 10 ARTICLE 5 CASUALTY PRIOR TO CLOSING Section 5.1 Casualty. In the event the Wastewater System Assets or any part thereof should be damaged by any casualty prior to Closing, LCRA shall pay to the Cities, at Closing, any funds actually received by LCRA as insurance proceeds relating to such casualty (the "Insurance Proceeds") for repair or replacement of the damaged property by LCRA as insurance proceeds relating to such casualty, and the sale shall be closed without the LCRA repairing any such damage. The Cities acknowledge and agree, however, that LCRA is self- insured for casualty events that result in damages of amounts less than One Hundred Thousand Dollars ($100,000.00). If repair or replacement is necessary for the continued operation of the Wastewater System Assets pending Closing, at the Cities' option or if required to meet regulatory requirements, LCRA shall repair or replace any damaged property necessary for continued operation of the Wastewater System Assets, subject to the Cities review and approval of the plans for and execution of the repair or replacement. LCRA shall apply insurance proceeds received, if any, in replacement of the damaged property to such repair or replacement. If the cost of such repair or replacement is less than $100,000.00, then LCRA shall include the cost of such repair and replacement in the LCRA Debt. The Cities shall remain entitled, regardless, to receive at Closing any surplus insurance proceeds remaining after LCRA's repair or replacement of the Wastewater System Assets. ARTICLE 6 CLOSING Section 6.1 Time and Place of Closing. The Closing Date shall be either (i) December 8, 2009, or (ii) such other date as may be agreed between the parties or as provided in Section 6.2 below. The Closing of the transaction contemplated by this Agreement (the "Closing") shall be held at 10:00 a.m., local time on the Closing Date, at the offices of Texas American Title Company ("Title Company") or at such other time and place as may be agreed between the parties. All matters to take place at the Closing shall take place simultaneously, and no delivery shall be considered to have been made until all such proceedings have been completed. Section 6.2 Conditions to Closing. Notwithstanding anything in this Agreement to the contrary, it is specifically agreed that neither LCRA nor the Cities shall be under any obligation to close the transaction(s), or any portion thereof, contemplated by this Agreement, until: (a) the Cities have been able to issue, sell, deliver, and receive payment for their bonds or other debt obligations or otherwise obtain funds in an amount sufficient to provide the Cities with the funds necessary to pay the Purchase Price; (b) all required notices or governmental approvals, if any, including, without limitation, any notification to, consent by, or approval from TCEQ, have been given or obtained; and (c) all Required Consents have been provided to the Cities. Notwithstanding the foregoing, the following shall not be conditions to Closing: (i) TCEQ's consent or approval for the transfer or assignment of the wastewater discharge permit(s) from LCRA to the Cities; (ii) the Union Pacific's consent to transfer or assignment of LCRA's license for access to the East Wastewater Treatment Plant to the Cities; or, (iii) the consent of Capital Metropolitan Transportation Authority or Georgetown Railroad to transfer or assignment of any licenses over railroad rights-of-way. If any or all of these 11 conditions have not occurred by the Closing Date, the Closing Date shall be extended for a reasonable period of time in order to allow the unresolved condition to be satisfied, provided in no event shall the Closing Date be extended beyond December 31, 2009, unless a required approval necessary from a regulatory agency of the State of Texas and/or United States is still pending without resolution but is being pursued in good faith by the Cities and there is a reasonable likelihood of receiving such consent or approval, in which event the Closing Date shall continue to be extended periodically for reasonable periods of time to allow such consent or approval to be obtained. Section 6.3 LCRA Delivery. At the Closing, LCRA shall deliver or cause to be delivered to the Cities, at LCRA's sole cost and expense, each of the following items: (a) A duly executed and acknowledged Special Warranty Deed conveying LCRA's interest in the Property currently owned by LCRA but indicating that the Property is accepted in its AS -IS condition with no warranties, representations or guarantees as provided by Section 6.4. (b) A Bill of Sale and Assignment ("Assignment") duly executed by the Cities and LCRA, transferring and assigning to the Cities LCRA's interest in the Facilities and the Intangible Assets, but indicating that the same are accepted in their AS- IS condition with no warranties, representations or guarantees, other than third -party warranties related to the System to the extent same are assignable, as provided by Section 6.4. The Assignment shall provide for the Cities' assumption of all of LCRA's obligations and liabilities under or related to the Facilities or Contracts, subject to LCRA's commitment to reasonably cooperate as to certain consents as provided in Section 1.1(b) above. The Assignment shall contain as exhibits updated lists of the Facilities and Contracts. (c) An instrument, in a form acceptable to the Cities and LCRA, assigning to the Cities all of LCRA's interests in any easements, licenses, or rights-of-way included in the Property but indicating that the interests in any easements, licenses, or rights-of-way included in the Property are accepted in their AS -IS condition without any representations, warranties or guarantees as provided by Section 6.4. If any documents forming easements, licenses or rights-of-way do not permit assignment, the Cities shall be responsible for securing such consents but LCRA shall cooperate reasonably to assist in the Cities' obtaining same. (d) The LCRA Closing Certificate in form specified in Section 4.4 duly executed and acknowledged by LCRA. (e) Any other additional documents and instruments as in the mutual opinion of the Cities' counsels and LCRA's counsel are reasonably necessary to the proper consummation of this transaction. (f) All combinations and/or keys to all locks related to the Wastewater System Assets. (g) To the extent reasonably available, the originals of all matters agreed to be 12 transferred to the Cities at Closing, unless otherwise noted, pursuant to Section 1.1 of this Agreement. Section 6.4 LCRA'S Disclaimer of Warranty. Notwithstanding anything this Agreement to the contrary, the Cities acknowledge that they are accepting the Property in its "as -is, where -is" condition "with all faults" and defects as of the Closing and specifically and expressly without any warranties, representations, or guarantees, either express or implied, as to its condition, fitness for any particular purpose, merchantability, or any other warranty of any kind, nature, or type whatsoever from or on behalf of LCRA other than third -party warranties related to the System to the extent same are assignable. Any instruments of transfer for the Property shall reference this agreement by the Cities. Notwithstanding the foregoing, the Cities may terminate the Agreement according to the provisions set forth in this Agreement including, but not limited to, Sections 2.2, 2.3, and 3.1. Any termination of this Agreement shall not affect the disposition of the Escrow Deposit in accordance with Section 1.5 of this Agreement. Section 6.5 The City Delivery. At the Closing, the Cities shall deliver to LCRA the following items: (a) Each City's Closing Certificate pursuant to Section 4.4 of this Agreement. (b) The Purchase Price, in good funds, based on the estimate of the Defeasance Amount provided by LCRA on December 4, 2009, in the amount and manner specified in Sections 1.2 and 1.3. (c) Such evidence or documents as may reasonably be required by the LCRA evidencing the capacity of the Cities to close the transaction and the authority of the person or persons who are executing the various documents on behalf of the Cities in connection with the sale of the Wastewater System Assets. (d) Any other additional documents or instruments as in the mutual opinion of the Cities' counsels and LCRA's counsel are reasonably necessary to the proper consummation of this transaction. Section 6.6 Adjustments and Prorations. At Closing, the following items shall be adjusted or prorated between LCRA and the Cities: (a) LCRA shall pay to the Cities, in cash at Closing, the amount of any sums, if any, prepaid by third parties to LCRA and held by LCRA pursuant to the provisions of any of the contracts included in the Wastewater System Assets, and the Cities assume all liabilities and obligations for such amounts and will execute and deliver notices of transfer and assumption of security deposit to all such third parties. The Cities shall pay LCRA, in cash at Closing, the amount of any sums, if any, prepaid by LCRA to third parties pursuant to the provisions of any of the Intangible Assets included in the Wastewater System Assets. (b) LCRA shall pay and/or transfer or cause to be paid or transferred to the Cities any funds maintained in the Repair and Replacement Reserve Fund and/or the Operation and Maintenance Reserve Fund or any other similar funds established to pay 13 for Operations and Maintenance Expenses of the Wastewater System Assets pursuant to the Wastewater Disposal Contract. LCRA shall have no obligation to pay to the Cities any such funds held by Brazos. (c) If any adjustments pursuant to this Section 6.6 are, subsequent to Closing, found to be erroneous, then either party hereto who is entitled to additional monies shall invoice the other party for such additional amounts as may be owing, and such amount shall be paid within thirty (30) days from receipt of the invoice. This covenant shall not merge with the instruments of conveyance, transfer, or assignment to be delivered hereunder but shall survive the Closing. Section 6.7 Possession. Possession of the Wastewater System Assets shall be delivered to the Cities by LCRA at the Closing. Section 6.8 Costs and Expenses. Unless expressly provided herein that LCRA shall pay certain costs and expenses such as in Section 4.3, all costs and expenses in connection with the transaction contemplated by this Agreement shall be borne by the Cities, including but not limited to costs of defeasing LCRA's outstanding debt associated with the Wastewater System Assets. Section 6.9 Additional Deliveries at Closing. At Closing, LCRA and the Cities shall deliver to each other the following: (a) A document terminating the Wastewater Disposal Contract, including a full release and discharge of all parties thereto (including the Brazos River Authority) from any further obligations under or related to said Wastewater Disposal Contract, (b) A document executed by the TWDB terminating or assigning to the Cities, and releasing and fully discharging LCRA from, any obligations under or related to, the Master Agreement between LCRA and the TWDB entered on or about November 14, 2001 (the "TWDB Agreement"); (c) A document terminating or assigning to the Cities, and releasing and fully discharging LCRA from, any obligations under or related to, the Agreement for Acquisition of Wastewater System Assets (Southwest Interceptor Line and Round Rock South Interceptor Line) between Round Rock and LCRA entered on or about July 2, 2001 ("Interceptors Agreement") and any related wastewater service agreements; and (d) A document terminating or assigning to the Cities, and releasing and fully discharging the LCRA from any obligations under or related to, the Subregional Contracts between LCRA and Brushy Creek MUD and Fern Bluff MUD. ARTICLE 7 REMEDIES Section 7.1 The Cities' Remedies for Default. Notwithstanding any express provision of this Agreement to the contrary, in the event LCRA fails or refuses to timely comply with LCRA's obligations hereunder or at Closing, any of LCRA's representations, warranties, or 14 covenants contained herein is not true or has been breached or LCRA enters into any contracts prior to the Closing Date to which the Cities timely object, the Cities shall have the following remedies as the Cities' sole and exclusive remedies: (a) to enforce this Agreement by specific performance, mandamus, or similar remedy; (b) to terminate this Agreement prior to or at Closing by giving LCRA written notice of such election; or, (c) to waive prior to or at Closing the applicable objection or condition and proceed to close the transaction contemplated hereby in accordance with the remaining terms hereof. Nothing in this section is intended to alter any remedies available to any of the parties under the Wastewater Disposal Contract in the event of a breach of or default arising under the Wastewater Disposal Contract. Section 7.2 LCRA's Remedies for Default. Notwithstanding any express provision of this Agreement to the contrary, in the event the Cities fail or refuse to timely comply with the Cities' obligations hereunder or are unable to do so as a result of the Cities' acts or failure to act, LCRA may terminate this Agreement and retain and apply the Escrow Deposit as provided in Section 1.5 as its sole remedy. Nothing in this section is intended to alter any remedies available to any of the parties under the Wastewater Disposal Contract in the event of a breach of or default arising under the Wastewater Disposal Contract. Section 7.3 Termination of Agreement. Should either party terminate this Agreement, both LCRA and the Cities shall be relieved and released of all obligations, claims, and liabilities hereunder, or as expressly otherwise provided herein; provided, however, if the Agreement is terminated for any reason other than default by LCRA, then LCRA shall be entitled to include in the Operation and Maintenance Expenses of the System for the fiscal year of the System then underway or in the subsequent fiscal year any expenses incurred by LCRA in attempting to fulfill its obligations under this Agreement. ARTICLE 8 GENERAL PROVISIONS Section 8.1 Notices. All notices and other communications hereunder shall be in writing and shall be delivered by one of the following means: hand delivery; expedited courier delivery; mailed by registered or certified mail, return receipt requested, postage prepaid; or, electronic mail provided that a duplicate of the same notice or communication is also mailed by first-class mail. All notices and communications hereunder shall be addressed as follows, and shall be effective upon actual delivery if delivered by hand or by expedited courier delivery or, if mailed, three business days after deposit in the United States mail: (a) If to LCRA, to: Thomas G. Mason General Manager LCRA P. O. Box 220 Austin, Texas 78767-0220 Phone: (512) 473-3283 Email: Thomas.Mason@LCRA.org 15 (b) With a copy to: Madison Jechow Associate General Counsel LCRA P. O. Box 220 Austin, Texas 78767-0220 Phone: (512) 473-4067 Email: Madison.Jechow@LCRA.org If to the City of Round Rock, to: James R. Nuse City Manager 221 E. Main St. Round Rock, Texas 78664 Phone: (512) 218-5400 Email: jnuse@round-rock.tx.us With a copy to: Stephan L. Sheets City Attorney 309 E. Main St. Round Rock, Texas 78664 Phone: (512) 255-8877 Email: slsheets@sheets-crossfield.com (c) If to the City of Cedar Park Brenda Eivens, City Manager 600 N. Bell Blvd. Cedar Park, Texas 78613 Phone: (512) 401-5010 Email: Brenda.Eivens@cedarparktx.us With a copy to: Charles Rowland City Attorney 600 N. Bell Blvd. Cedar Park, Texas 78613 Phone: (512) 401-5004 Email: Charles.Rowland@cedarparktx.us (d) If to the City of Austin City Manager P.O. Box 1088 Austin, Texas 78767 Phone: (512) 974-2200 Email: marc.ott@ci.austin.tx.us With a copy to: City Attorney P.O. Box 1088 Austin, Texas 78767 Phone: (512) 974-2268 Email address: david.smith@ci.austin.tx.us Any party may change its address for receiving notice by giving notice of a new address in the manner herein provided; however, if mailed, notice of such new address will be effective only upon actual receipt by the other parties. Section 8.2 Headings and Defined Terms. Descriptive headings are for convenience only and shall not control or affect the meaning or construction of any provision of this Agreement. Unless otherwise provided in this Agreement, all terms defined in the Wastewater Disposal Contract shall have the same meanings when used herein as when used in the Wastewater Disposal Contract. Section 8.3 Assignment. Assignment of this Agreement by the parties is prohibited without the prior written consent of all other parties, which consent shall not be unreasonably withheld or delayed. This Agreement shall be binding upon and inure to the benefit of the parties and their successors and assigns. Section 8.4 Governing Law and Forum. This Agreement shall be construed and interpreted in accordance with the law of the State of Texas and the obligations of the parties hereto are and shall be performable in Williamson County. By executing this Agreement, each party hereto expressly (a) consents and submits to personal jurisdiction and venue consistent with the previous sentence, (b) waives, to the fullest extent permitted by law, all claims and defenses that such jurisdiction and venue are not proper or convenient, and (c) consents to the service of process in any manner authorized by Texas Law. Section 83 No Oral Modification. This Agreement may not be modified or amended, except by an agreement in writing signed by both the LCRA and the Cities. Section 8.6 No Oral Waiver. The parties may waive any of the conditions contained herein or any of the obligations of the other party hereunder, but any such waiver shall be effective only if in writing and signed by the party waiving such conditions or obligations. Section 8.7 Time of Essence. Time is of the essence of this Agreement. 17 Section 8.8 Total Agreement. This Agreement, including the Exhibits hereto, constitutes the entire agreement among the parties pertaining to the subject matter hereof and supersedes all prior and contemporaneous agreements and understandings of the parties in connection therewith including that certain Memorandum of Understanding entered by Cedar Park, Round Rock and LCRA on or about June 3, 2009 and amended on or about August 28, 2009. No representation, warranty, covenant, agreement, or condition not expressed in this Agreement shall be binding upon the parties hereto or shall affect or be effective to interpret, change, or restrict the provisions of this Agreement except by an amended agreement in writing signed by both the LCRA and the Cities. Section 8.9 Partial Invalidity. If any clause or provision of this Agreement is or should ever be held to be illegal, invalid, or unenforceable under any present or future law applicable to the terms hereof, then and in that event, it is the intention of the parties hereto that the remainder of this Agreement shall not be affected thereby, and that in lieu of each such clause or provision of this Agreement that is illegal, invalid, or unenforceable, there be added as part of this Agreement a clause or provision as similar in terms to such illegal, invalid, or unenforceable clause or provision as may be possible and be legal, valid, and enforceable such that the intention of the parties is effected as closely as is possible. Section 8.10 Counterpart Execution. To facilitate execution, this Agreement may be executed in as many counterparts as may be convenient or required. It shall not be necessary that the signature of all persons required to bind any party appear on each counterpart. All counterparts shall collectively constitute a single instrument. It shall not be necessary in making proof of this Agreement to produce or account for more than a single counterpart containing the respective signatures of, or on behalf of, each of the parties hereto. Section 8.11 Holidays. In the event that the date upon which any duties or obligations hereunder to be performed shall occur upon a Saturday, Sunday or legal holiday, then, in such event, the due date for performance of any duty or obligation shall thereupon be automatically extended to the next succeeding business day. Section 8.12 Effective Date. The Effective Date of this Agreement shall be the date set forth on the first page hereof. Section 8.13 Hold Harmless. The Cities shall not be liable or responsible for, and shall be saved and held harmless by LCRA from and against any and all suits, actions, losses, damages, claims, or liability of any character, type, or description, including all expenses of litigation, court costs, and attorney's fees, for injury or death to any person, or injury to any property, received or sustained by any person or persons or property, arising out of, or occasioned by, directly or indirectly, LCRA's operation of the Wastewater System Assets and accruing prior to Closing, except to the extent such claims of damages arise from the gross negligence or willful misconduct of the Cities. LCRA shall not be liable or responsible for, and shall be saved and held harmless by the Cities, jointly and severally, from and against any and all suits, actions, losses, damages, claims, or liability of any character, type, or description, including all expenses of litigation, court costs, and attorney's fees, for injury or death to any person, or injury to any property, received or sustained by any person or persons or property, arising out of, or occasioned by, directly or indirectly, the Cities' operation of the Wastewater 18 System Assets and accruing after Closing, except to the extent such claims of damages arise from the gross negligence or willful misconduct of LCRA. This Section and the hold harmless commitments made within it shall survive the Closing. Section 8.14 Exhibit A Schedule 1 Schedule 2 Schedule 3 Schedule 4 Exhibit B Exhibit C Exhibits. The following Exhibits are attached hereto: Wastewater System Assets Facilities Intangible Assets Property Required Consents Estimated Defeasance Amount Estimated Charges for FY 2009-10 Section 8.15 Third Party Beneficiaries. Nothing in this Agreement, express or implied, is intended to confer upon any person, other than the parties hereto and their successors and assigns, any benefits, rights or remedies under or by reason of this Agreement. ARTICLE 9 SPECIAL PROVISION Section 9.01 Reuse of Treated Effluent from the System. The Cities retain the same right they have under the Wastewater Disposal Contract to the use or reuse of any effluent, which is now or may in the future be generated by the Facilities, prior to discharge into waters of the state, notwithstanding any termination of the Wastewater Disposal Contract; provided, however, that nothing in this Section or Agreement is intended to, nor shall it be construed as, waiving any rights that LCRA may have with regard to reuse of effluent under any agreements other than the Wastewater Disposal Contract, under administrative decisions, or under state law. This Section shall survive the Closing but shall terminate automatically upon execution by the Cities of any agreement reaffirming or readjusting the allocation for direct reuse of effluent from the System. IN WITNESS WHEREOF, each party hereto has signed this Agreement or caused this Agreement to be signed in its corporate name by its officer thereunto duly authorized, all as of the date first above written. Signatures on the Following Pages 19 LCRA: LOWER COLORADO RIVER AUTHORITY By: 20 THE CITIES: CITY OF ROUND ROCK, TEXAS B Attest: ci;,EN.zQ, Sara White, City Secretary 21 CITY OF CEDAR PARK, TEXAS By: Brenda Eivens, City Manager CITY OF AUSTIN, TEXAS By: Rudy Garza, tant City Manager 23 EXHIBIT A WASTEWATER SYSTEM ASSETS SCHEDULE 1 — FACILITIES Being that equipment, facilities and related improvements reasonable and necessary to collect and treat wastewater listed in the attached pages. Exhibit A - Schedule 1 Facilities Please see attached asset list for a more detailed accounting of equipment and materials. East Plant Facility: 1 — Influent Lift Station 1 — Screen and Grit Building 8 — Aeration Basins 4 — Final Clarifiers 1 — Chlorine Contact Basin 1 — UV System 1 — Return Activated Sludge Building 1 — Chemical Building 1 — Electrical Building 1 — Aerobic Digester with Dome 1 — South Treatment Unit 1 — Solids Handling Building 1 — Biosolids Building 4 — Biofilters 1 — Maintenance Building 1 — Construction Trailer 1 — Blower Building Administration Building: Consisting of: 4 Offices 1 Conference Room 1 Training Room 1 Laboratory 1 Kitchen/Break Room Interceptors and Pipelines: Contract 6 Contract 6A Round Rock Lake Creek Interceptor Contract 20 Contract 21 Round Rock Onion Creek Interceptor Southwest Wastewater Interceptor Lake Creek Interceptor Fern Bluff Force Main Contract 5B Onion Creek Interceptor Contract 3 Contract 2 Contract 1 West Plant Facility: 1 — Influent Lift Station 1 — Carbon Filter System 2 — Treatment Units 1 — UV System 4 — Drying Beds 1 — Sludge Station Associated Buildings 1.0000 TREATDISEQ BRUSHYCR 1.0000 REUSETRAN BRUSHYCR 267.0000 COLLSWRGRV > >> CC CC CL JJJ O 0 0 U 0 0 0 0 o o 0 0 0 t`') N O O 0 0 2 U U U } } >- 2 xCO CO CO x 0) C4 O COED m CO BRUSHYCR 22.0000 COLLSWRGRV BRUSHYCR 54.0000 COLLSWRGRV 570.0000 COLLSWRGRV C> cc> U CO U J Z J 0 0 g 0 0 0 0 0 0 o 0 0 0 0 0 0 o 0 V7 U'I 0 0: 0 U U U } } >- 1 Sco co co S 2 0: CC 0: CO CO m O CO BRUSHYCR BRUSHYCR BRUSHYCR 106.0000 COLLSWRGRV Z 55 0 0 0 0 0 0 o o 0 .0000 LAND .0000 TRTPLT CC CC CC F- o 0 0 o 0 0 .0000 TRTMNT .0000 TRTMNT BRUSHYCR BRUSHYCR BRUSHYCR >>> CC CC • CO CO CO CO CO J J J O 0 0 o 0 0 0 0 0 0 0 0 N- 1')') 0 BRUSHYCR BRUSHYCR 2.0000 FLOWME 0000 TREATDISEQ 0 00 cccc0 w w w m 0 w co J U co W 0_' cc co Q Q QO W QO O Z W U W W 0 J < m ui ce mLl. 0 0o m I- 0 o 0 0 0 0 0 0 0 o o 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 °.. 0 0 0 0 0 .0000 COLLSWRGRV J J > >0 0 U 0' 0' CC C c0 (0 CO 00 0 0 0 0 0 0 0 0 0 0 0 • YYY 12CCLCLCC 0 U U U U } } } >- 2 x x 0) x CO CO CO CO DDDD m (0 0_ cc m m m m BRUSHYCRK BRUSHYCRK BRUSHYCRK BRUSHYCRK BRUSHYCRK BRUSHYCRK BRUSHYCRK V V 0) N N 0 0 0 0) 0) O) CO CO CO 0) 0) 0) CO CO N N V 0 0 0) 0 0 0 0 0 0 0 0 0 0 0 0) 0) 0) 0) 0) 0) 0) 0) 0) 0) 0) 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0) 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0) 0) 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 N N N N N N N N N N N N N 04 N N 04 N 0 0 07 07 0 0 0 0 0 0 0 0 0 0 0 0 C1 c') 0) co 0) 0) 0) 0) 0 0 0 0 (0 N 0. CO O O O O O O O O O O O O O O O % o a a d N a 'a E 0 a; "'can' T7); E E a m 0) Em °' 3 3 0 0) o n ii>. C C d d 0 C_CO '> 0 0 Q a a a' O m o g m o 0 o a o CO 03 CO m m d .a a E a Q 0)) 0 2' Q a V ' 0 0 0 0 0 0 0(0 0) 0 0) aoi ? a m '� E n a d a a ~ d m c c E E E E Q Q o Q, `� " 0 m E y 2-« o) m N m N D .�`. O y 0) N N N N N N N 2. i0 N !0 N cd 3 a W 0 m C C C« C 2 C .`X_ a n a 3 w T '� '� C a T T y T d d LL LL LL LL E E E m C C H) N O a a C Y C Y d C 4- -.°„3 m z' m 3 3 0 0 0 c f- F I- I- 0 0 o m o m y U 'v 2 H (9 U� 2 H IIL w w N v v v v d m m d E E ' 6§ :: E CC rn m 'c c E i� U E c U o E o _ _ .-P! _ _ _ C C C C IQ W A t0 10 A- _ _ N CO V O 0) N W 0 0 12 O N O W r e r a V V a J N 00 J J J J « r R M 2 H 2 w « b G m J E O J U d N 0 0 V V V V V V V V 0 0 0 0 0 CI V V CONCVNNNNAINCVNCVNNN CO O O O CO 0 0 0 0- 0- 0 u) O O r O in r r O O O O O O IO 0 0 0 0 0 0 CO 0) N N N N N N Al 0) 0) N N N N N N N 0) 0) N Al N 04 N N N N N N N N N N n m w m 0u /0 ao O 0- 0- o CO CO 00 00 o 00 r 0- w ao 0 03 m w m m 00 m c0 m 00 00 h O O CO O O O O r r O (6 O O CO O CO r r CO CO O CO O O O O CO CO O O CO CO 0 0 0 0 Q Q Q Q Q N N Q Q Q Q Q Q N r< Q Q Q Q Q Q Q Q Q Q Q Q Q Q CA .- 0 0 0 0 0 0 0 0 0 000 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 ON O O CO O O 00 a0 00 c0 O co O O O O a0 O O /0(0 00 O O O O O a0 O O oo O c0 c0 0 0) a 0) V V 0) V V O a V V 0 O 0) O O O 0 0) 0 0 0 0 0 0 0 0 0 u) O O O u) v v V v a v V a V V v V a V.7 V v V V a 0) 0) CO 0) 0) 0) CO o) 0) 0) 0) 0) 0) 0) 0) 0) o) 0) 0) 0) o) 0) o) CO 0) o) 0) 0) 0) 0) 0) 0) o) CO CO 0) 0) 0) 0) CO 0) a) 0) 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 N N N N N N N 04 N N N N N N N N N N N N 04 CV N N 04 N N N CV N N N N N N N N N N N N N N C) C) C) C)C) C) C) C) M M C) l\ C) M M C) C\ C) C) M C) C) C) M C) C\ C) M 07 C) M C) C) C) C) M C) C) C) C) C) C) C) In In 0)) In 0)) CO 1n O In N l0 n O N 0) n 0) n 0)) In In O n u) 0) U) 0)) In In U) 0)) n In N U) 1n In U) In 0) 0) O 0) V N 0) 1. '00(00)0) (0/0(004 (0 V 0)'0 N'0 0) 0) 0) 0) 0 00 O 0. 0) N 00 00 r O 0) 0) N V N C) O O CO O 1-- co O O V O co co CO O (c, 7 CO u) C) O N. O N O O C) O 0) O CO O N 0- O N C) O co 0) O O O If) r C) O N V O 0- O 0) n N N O O) O) O C) 0) O O O V V 0) C) 0. N (...: V V N 00 O 0. CO CO N V O N O N 0 CO 0 V 0 V CO V O 00 0- CO 0- V 0) C) CO 0- M O O 0 0. u) CO 0- 0) N N 0 0 0) 0- C) 0 0) N V 0- CO N U') 0) 0 0 C) IO N V C) CO 04 M CO V O n co 0 CO N N O N C) CO a- N 1� N 0) 0) 0) 0) r.V O 1� N C) C) O O6 V 1r C) N O O O O N 0)'0 C) 0) '0 V C) O N O V O V V O O) 0) O V 0) O 07 0- O 0) CO0) NCON coO 0) COV 10 O 0) O 0) 0 V V C) V V C) 0- CO I� N O O O M 0) 0 N O N C) V V CO CO O O r .- O V C) .- O 0 O N 07 a- M NI. 07 N .- N " O N (6 N 0) 0) O O 0) 0) 1. C) 0) O 0 N V 0 0 0 0 0- O N Al O O N N 0) 0) (0 0 N 0) 0) 0) n O N N 0)0.- r 07 C) h O C7 .-.- O O 11) O O O O O N M Al N O CO O CO C) O O O C) O O. 0) V 1� N C) N Cp O O O C7 1D V N V 00 co O 1() V N N C) O O V 0 0 0 CJ V O l� CD ,- A N co N 0) 0) O O 0) O N O O O o C) O) 1.- 00 LL') O co n N 0. O O V V CO CO O V 0) CO O 0) 0 0) 0 O y 0 CO 0 0) CO N CO V 0 (0 0) O V co M (16 0).- O 0) O O M C) N 0 CO O 0 0) V CO V to 0 CO 0 CO N O 0- O .- f.. CO CO 0 C) O N O O 0) n (0 of O C) N.r N CO N N .-- O Ill 0) N O (0 N V N O of /0 O 00 N N V N N 04 CO CV CO N O 0- V 0 `0 0 `0 04" r V O O 0- 0) ,- Io N,- 00 O V N 1O L- 0) 0) Al .- N V 0.-V N a - N CO 0 0 0 0 0 0 0 0 0 0 0 h N CO CO 0 O) 7 CO 0 0 CO CO O CO N V) 0 0 0 0 0 0 0 0 0 0 0 0 0 0 O h 0 0 0 0 0 0 0 0 0 0 0 0 O O O O O O O r O a - O 0103010-00000000000000 O 00 N V V V 0) O Co N (.6 O co O) O) r N N o h O O C) n C) C) V O N.: C) O O C) 16 n 0) O O V O 0 I0 O W N C) O CO y CO O O 0 V O V O C) N CO O 0 O r CO 0 V CO N0 O CO VCO 0) N V 0 V 0 in O CO 0- Al 0) 10 O co N IO O C) V C) O N V r N O O 0) V C7 ,- V O O N V IO C) O N 03 O M O V 0. 0) W O) C) O O of O O) u') O 0- V 1� C) N C) 0) N N N. V N 0. of O N V o O O O C) N. '0 V O N (0 0) co N 0) N N.'0 CO N N V CO r V 0) N O O O O N CO O N CO N V C) N N 10 N O CO V C) O IO C) O 0) M V 1. O O N N CO r N O O O N C) V CO C) C) N O N L-.- h L- O .- 07 .- N N N V V C) 00 0) 0 0 0 0 0 0 0 0 0 0 0 0 0 0 CA 0 0 .- '- a- 00 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 N N N 0 0 V 0 C) 0 0 0 0.4. _ 0_ 0 V V V CO 1� CO 0 0 00 0 0 0 0 (I) 0 0 0 0 0 0 0) 0) C) 0) O 00 CO co CO O CO O CO r 00 CO 0 0 0 CO 0 r (0 O IO C) 0) 0) 0) 0) C) C) C) C) 0) C) 0) 0) 0) C) C) M 0) 0) C) 0) 0) 0) C) 0) C) 0) 0) 0) C) 0) C) 0) M C) C) 0) C) C) 07 CO C) C) 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 C) C) C) C) (,) C) C) C) C) C) C) 0) C) 0) O O O O O u) 0) O 0) 0) 0) 0) 0) 0) C) 0) C) 0) 0) 0) 0) C) 0) 0) 0) 0) 0) 0) 0) C0 0 00 O 00 O 00 00 O 00 O 0o O O O O O 00 O O 00 O CO O CO 0 00 00 00 O 00 O O O 00 O 00 00 O O O O O 000004003576 000004003588 000004003867 000004003868 0) 0 .- Co r 0. OD CACO) CO) o 0 0 Nt 0 0 0 o 0 0 000004003872 000004003873 V O r N N/ - CO 00 N N 0 CA 0 0 0 o 0 0 0 0 0 0 0 O O O 0 O O 0 0 0 0 0 0 000004005243 C) 040 O 1. CO 0) 0N C) V 1O r 00 0 I` CO CO CO CO 03 O) 0 0 Co COCOCO00 00 CO CO CO CO CO CO N 0 0 0 0 0 0 0 0 04 N 07 Ch C) 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0O1. y 0 0 0 0 0 0 0 0 0 0 0 000004004155 O 0- O 0) 0 (0 I0 0 (4)) o o 0 0 O O 0 0 o0 0 0 0 O 0 0 0 0 o 0 0 0 000004005020 • N 0) CV CV Al 00 0 0 10 u 1 ) o 0 0 a O O 0 0 000004005024 000004005025 N N CO 0 0 0 O O 0 0Nt 0 0 o 0 0 0 0 0 000004005029 .0000 STRUC U 2 m g 0 0 0 0 o O .0000 STRUC .0000 RECWELLS .0000 RECWELLS BRUSHYCRK BRUSHYCRK LU 3 L D H O o o 0 o o 0 0 o 0 N BRUSHYCRK 1.0000 STRUC BRUSHYCRK 2.0000 RECWELLS a0 0 o 10Lu cn a CC CC I -- c, o 0 o o 0 0 0 0 N BRUSHYCRK .0000 STRUC .0000 PLANTMECH www • N 0) O O O W LU Lu CL m F- O F F- F d o 0 0 0 0 0 0 0 0 0 0 0 O 0 0 0 .0000 SERVCUST BRUSHYCRK BRUSHYCRK BRUSHYCRK J W a a a a a a a o_ U w w w w W w w w w F- F- F- F- F- F- F- • CO CA CO CA CO CO CA V) -1nCACOCCOCOC1n o 0 0 0 0 0 0 0 0 o 0 o O o O o 0 0 O O O o 0 0 0 0 0 O 0 0 0 0 0 0 0 0 1D r BRUSHYCRK BRUSHYCRK BRUSHYCRK BRUSHYCRK 1.0000 LAND O 0 U 0 m • m m m F- F- F- 0) cc) cr) 1n 0 o O 0 00 0 0 0 0 0 0 0 0 o 0 - {D 0) 4) 1) BRUSHYCRK BRUSHYCRK .0000 COLLSWRGRV .0000 COLLSWRGRV >>> m • m m m 3 3 3 3 co co co J J - J J J O O O O O U 0 U o 0 0 0 o 0 0 0 o 0 0 0 o 0 0 0 O BRUSHYCRK BRUSHYCRK 1.0000 COLLSWRGRV 1.0000 COLLSWRGRV a a a a a a a a a a a a a a a a a a a a a a a a a a a a 4) CD (0 (0 (0 CO CD (O CO 10 CO CO (0 0000000000000000000000000000000000000000000 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0000000000000000000000000000000000000000000 N N N N N N N N N N N N N N 04 N N N N N N N N N N N N N N N N N N N N (\1 N 04 N N N N N ,-808 O O O O O 0 O O 0 O O 0 O O O O O O O 8088088 (O C) (") CO 0) C) 01 C) 0) 0) 0) C) C) 0) C) 0) 0) C) 0) 0) C) 0) m C) 0) 0) 0) 0) m 0) N N N N N N N N N N N N Z ,- CD 110 CD (O CD (D CO CD 0 CO (D (0 (0 Co CO CO CO CO CO (0 CO CO CO CO 4) (0 (0 (0 CO 0 • C C N o n n 0, C • N C E C A C G O. a n O N m a c E c 1� m n a o 0) (0 a(0 n c c � .a .a U>� a n 2 o E m a H 22 ? a '5 a m mc.c w a 'n ▪ rn c eta.g-p-,;.,2 2 .2 a n :e� U m Q C C m iA m m a a y o a m % a, 13 Lo-,., N c C 2 0 a v x c 4J N M a m ▪ 0) d " y 2 N C a . c m a6 i' 0)(�D >-.0 L d m m d a� d d n rn m e _ d • 3 N ` a w . 0 (n C 0 U U m `0 O O O O U 01 4'? 1c0 >> aC < • Q N O= Q O g o C 'ib L> 10 O_i•,,, N Ce W 10 X A C C C C C N 1C0 (C0 (0 a U U E N J>> 0) = m J m m CO it v u O U (n L° n v` co O o) J.2.2 w. E E E E c0 to - v CV n n n i. n n n n n n n n a- 04 O O Ol O O1 Q7 0) O) O) a) O O Q) CD O n n n n n n 0- (. 0- r -- F.- n < < < 4) 47 4) 47 4) 4) 47 n< n n n n n n n (. r. < co V) 4) 4) 4) 4) 4) 4) 41 4) 4) 4) 4) 4) 4) O 4) 4) 4) 4) (o 4)Q Q Q 01 Q < Q < < < a �* a a a a a c a a v a a a a a a a a a a a a a a a a a a Al N Al N N N Al N N N N N N O a a a a a a a a a a a a a v a a a a a a a a a a a v v v v o 0 O O O o 0 0 o 0 o 0 0 co v. Q0 a a 0 0 0 0 0 0 0 0 0 o 0 0 0 v 0 0 ▪ 0 0.cr 0 a 0•cr a 0 0 0 v 0 ro 0o O m w aD aO W aD N aD O 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 O O O O o 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 4) N 0 O 4) V1 0 0 4) 0 47 0 47 a a a a a a a a a a a a a 0) O) Cr) 0) 0) 0) 0) m 0) O) O) O) O) 0 0) 0) 0) 0) 0) O) 0) 0) 0) Of 0) 0) 0) 0) 0) 0) 0 0) 0) 0f 0) 0) 0) 0) 0 0) 0) 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 N N N N N N N N N N N N N N N N N Al N N N N N N N N N N N N N N Al N N Al N N N N Al Al N C) 0) 0) C) 0) C) 0) 0) 0) 0) C) 0) 0) 0) C) 0) 0) M C) C) 1') 0) 0) 0) M 0) C) 0) C) C) 0) C) 0) 1') 0) 0) 0) 0) 0) C) C) 0) 0) 4) 4) 4) 4) 4) 0) 4) (0 4) (O 10 4) (0 4) N 4) 4) 10 4) 4) 4) 4) 4) (O (0 (O 4) 4) 4) (0 4) 1() 4) N h 4) (0 4) 0 4) 4) 10 4) O O a Al 00 0- CO a CO n a 0 CO 0) a CO 0 0- Co a 0 0- N C) 0 0) 4) 0 C) 0- 0 04 sr O) CO 147 N 0) n N CO O n 7 n N N 4) 0 a C) 0) O CO 0) 4 n ) 0) 01 4) CO CO 0 4) 0) O '- 0) 0 O N O V1 CO O N n 01 Cr) 0) CO CO O 0) N 0o r n a 0) 0 0) a 0 0: a 0) a a 6 0) N co 0) C) 6 0. 0) 0) 0) 0) 0- N N 0) N 0 O O r- O 0) a a N (D N a CO 4) O CO M N 0) C) 4) 4) 0) 40 00 n N CD 0) O M 4) n O CO O 07 N (D O O CO s- O I. (h O 0) 4) n a CO .- 0) a 0) O N a O 0) M .- N CO O 0) .- s- O V N.- N N 0 47 0) O N.: a 0) O 6 a a C) (0 00 C) N a .or a 0) 00 0) a (: W N 4) a 00 (O .- O 0) 0) (0 0) O Co N (0 4) (O 4) O (OD CO a M C) a a 0 4) N a N n n CO CV C) CO N a 0) 00 10 n 0) 0 n 0 0) sr r r .- r Al C) 0) 4) CO a a 0) N. O) 4- 0 0 (D O N 0) N 0) 4) 0- CO CO a 0) I. 0- 4) N 0 0) Al CO 0 C) 00 n 0 0- 0) 04 0 0 0) N (O N 0) 4) O O N N 0 C- 0- a 4) (J a O 0) O a co (D 0 N s- 47 O a O o CO O 17 O a 0) N 0 CO 0) CO n4) N(0 4) O O O 4) 00 Co 4) C) 0) O) 0) (o (O Q) O) 4) Co 4) (o 6 6 O 6 4) 6 N ( m 0) O 1D 0) a (O 0) n 0) n 0) 0) Na, 00 n M 00 0) N 0 (O (0 O N 0 01 0) CO0) a N (O Co a a 00_O 0- l0 O a O 4) 0 0 (0 Co N 0 M a A 0) N 01 C) a N .- 0) 4) .- 41 41 0 0 O a Co Co C) n r CO a m 0 a Q7 N a C) 0) a n CO 4) 0) (. 4) (. a a I. a 60) 6 O (. 0- (O 4) N N a0 N O) 0) .- N n .- 1') a n m NO (0 4 a0 ) N N Ono 0) 0) 0) n .- 4) N N a s- a 04 0) CO I1) .- 0) 0 s - Co 4) 4,851,709.80 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 I. 0 0) 0,- a 0 0 0 0 0 0 0 O O O O O O O O o 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 O O 10 O n 1h o O O O O O o O 00 O CO 0) 4) (. a O O a0 a 0- O (O (0 0) O 4) 4) C) n O O 6 N a 00 0) 0) N a O) 0- 0) 4) N N N N M n a O O N 0 0) 4) 4) N 0) 0 4) N 0 O a n I. a 4) a a,/..... ,..- ,- 0 O O 0) N (. 4) 0) a OO (O O 10 0) 4) O 4) 0) O (D CO 0) (D 4) O 0) Co 4) CO 4) n O O O O O co O a N. 0) O N. N Ci CO. 7 NI' Ni 4) N 0 o O co M 4) n O N O N (D (0 N O 01 01 O 4) 4) CO n 4) Oa; O 4) 0) 4) (. a (O co 45 00 CO v 4) 4) a CO CCO ) CO n n 4 O O n a ) O 4) CO4) s- CO4) s- CO a (. 00 4) O O N 0o a 0- (D N r .- 04 N s- C) (h C) I. 0) N 4) ,_ 47 s- Cp 4) N 0 Al N 0 0 0 N N 0 0 0 0 N 0 0 0 0 0 0 0 0 Al N N N 0 0 0 0 0 0 0 0 A C) a a 0 0 a a a a 0 0 0 a 0) 0 0 0 4) C) 0 a a a a a a a a 0) a a a a 4) 4) 4) 4) n I. (D (0 4) 4) (. n 00 CO 4) CO CO C0 CO 0) 4) I. 0) 4) 1() 4) 4) 4) 4) 4) 4) 4) N (0 0 (D (D CO (O (O 4) (O (O 0) 0) 0) 0) C) 0) C) (0 0) C) 0) C) 0) 0) 0) 0) 0) 0) 0) C) C) 0) 0) CO C) 0) CO 0) CO 0) 0) 0) 0) 0) 0) 0) 0) 0) C) 0) C) 0) 01 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0) C) 0) C) 0) 0) C) 0) 0) 0) 0) 0) 0) CO CO on 01 0) 0) 0) 0) 0) 0) (0 0) (0 0) 0) 0) 1') 0) 0) 0) C) 0) 0) 0) 0) C) 0) C) 01 0) C0 (0 CO (10 00 1L 00 CO 00 C0 00 00 00 00 00 1L (Q 00 (10 0o C0 O0 110 C0 0O C0 00 C0 Co 00 OO CO CO 110 CO 00 C0 CO 00 00 0O CO 00 000004005030 4) (D n CO 0) 0 N m 1O O n CO 0) 0 N 0) a 4) (D 0- Co O) O N(0 O n a0 O 0 N 0) a u7 CO n CO 0) C) 0) 0) 0 a a a a 4 a a a a a 4) 4) 4) 4) 4) 4) 4) 1O 4) (0 4) (D 4) CO 0m O CO Co Q) 0) 0) 0) 0) 0) 0) 0) 0) (0 4) V) ((1 4) 4) 0 4) 4) 4) 0 4) 0 4) 4) 4) 10 4) (0 (0 4) 4p) (O 4) 4) LO (1) 4) (0 (0 N (O LO 4) 41 4) 4) 1O 4) N l0 4) 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 J 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 O 0 0 0 0 0 0 0 0 O 0 0 O 0 O 0 O 0 O O O O 0 0 0 O 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 >>>>>>>>>>>>>>>>>>>>>> a s a a a a a a a a a a a a a a s a a a a a a a a a a a a a a a a a a a a a a 3 3 3 3 3 3 3 3 3 3 3 3 3 3 3 3 3 3 3 3 3 3 a UJ CO N U) (Q CO CO UJ U) CO CO CO UJ _J CO U) Cl) UJaJ _J U) UJ f J J J J J J J J J J J J J J J J J J J J J J J J J J J J J J J J J J J J J J J J J J J J W 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 1- 0 0 0 0 U 0 U 0 0 U 0 U 0 0 U 0 U 0 U 0 0 0 (,) o o 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 00 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 o 0 0 0 0 0 0 V.- .- N t0 N M O W M O co BRUSHYCRK BRUSHYCRK BRUSHYCRK 2 28 Y Y Y Y Y Y Y Y Y Y Y Y Y Y Y Y Y Y a a a a a a a a a a a a a a a a a a 0 0 0 U U U 0 U U U U 0 U U U U 0 0 > > > > > > > > > > > > > > > > > >- 2 2 S x x S S 2 x x x 2 2 x x x 2 S CO CO CO V) N CO CO CO U) U) m U) CO !n (0 O CO CO a a a a a a a a a a a a a a a a a a CO CO M m m m m CO m m m CO CO m m m CO m BRUSHYCRK BRUSHYCRK 1.0000 STRUC BRUSHYCRK 1.0000 STRUC > > a CC (0 (0 CO CO 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 o O M r r. BRUSHYCRK BRUSHYCRK 1.0000 STRUC >>C'> 0 0 0 0 CC a a a (03 (0 CO J J J CO J J J J O O O O U U U o o 0 0 o o O O 0000 •- (•) C) I() CC X U U x > > CC CO CO BRUSHYCRK BRUSHYCRK BRUSHYCRK 5.0000 COLLSWRGRV >>> CC CY CC 0 0 0 X CC CC (0 N J((1) U J J 0 O O '- 0 0 U co o 0 0 0 o 0 o O o 0 0 0 o 0 0 0 O) N 6 CC CC 0 0 i x > j CC M BRUSHYCRK BRUSHYCRK .0000 SITEIMP a a a 0 0 coM re co co 0 0 0 o BRUSHYCRK BRUSHYCRK CD CO CO co CD CD (O O (O CO CD CO CO CD CO (D CO CO CO CO O CO CO CD 10 CD CO CO (0 CO (D 0 O (0 (D (0 O O N- r. n 1` N- 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 N N N N N N lV ( 4 N N N 04 N N N N N N 04 N N N (V (V N N N N N N N N N N N N N N N N N N N N N N N N N N CV (V N N N N N N N N N (V N N N (V N N N N N N N N N N N N N N N r N- I,- N 04 N- n T -0a >ra 003 0 Is a > O Y 0 YL a Y> 4 =mO 0 a) N a) Naa n an a _ CD m a s a s ce a a 0)QUU c (Q) Op U n ca n L a m Q o a m r a o a a a au 2u N Cmdd2tu) 2g -6:F2 d?>aN 4 0 0 N 2. c c 0 NoaaGn.aO)OmNO EEE, "-§ O>>O th t ° C a E O -8aa aU0Umm0D'c m m m m U 0.> rn 0? 0 m m m m ma °1 waaaAl( a>'>d Qo E E E E>000aE E E E E111F-I-- a. °X mcJ0ioaaaaaE---o V-. CO N (D co CO0) CD V 0 0 CO(co 1- 2 n jr O) r IN. U r 1') N CO r CO a m a l a 4) 10 4) N 4) 4) (D 4) 4) (D 4) 4) 4) N (D 4) 4) 4) 4) 4) 4) 4) 4) 4) (D 4) 4) 4) 11)0 10 0 (O 0 4) 4) N. N n N. n N. t` n r N. N- N. N- r r` n N. N- r N.. r` 1` n r N. n N. r. 1. 1. i. n r. r. r. N. 0 0 0 0)00)000)000)01000000)000)C001000100)010101010,0)10 )0)0000)000)0000000)000)O0)00000000)O0)0)O) N.. N n N. r r` 1" 1- r- 0. n r n r. N. N- N- i.r n n r N.N. i. r` n r` N. N N. n N. i. r. r. i. r. n n n i. n n r n r` N. n i. r. i. 1` r` n r. r. n n 1` n r` n r` i. r. h.- < Q Q Q Q Q Q Q Q Q 04 Q Q Q Q Q Q Q Q Q 04 Q Q Q Q Q Q Q Q Q Q Q Q Q Q Q r` r. r` r N N N N N N N N N N 04 N N N N N N N N N N N N N N N N N N N N N N N N N CO CO 00 0 CO O 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 CO CD (D (D CO O O O O O CO O 00 O O Cb O 0 O O CO O c0 O O CO O W O O CO O CO O O O CO CO O CO CO 0 10 4) 4) 0 0 0 0 0 0 (0 N 4) 1O 0 (0 10 11) 1O 4) 4) 10 10 1O 4) 4) (0 N 0) 4) 10 (0 CO (1) 10 (0 4) 4) 10 4) 10 0 10 4) 4) (0 4) 0 0 0 0 0 V V V V V V V V V 0 V V V V V V V V V V V 7 V V V V V V V a V V V V V V V V 0 0) 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 01 0 0 0 O) 0 0 0 0 O) O 0) 0 0) 0 0 O) 0 0) 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 N N N N N N N N 01 N N N N N N N 04 N N N N N N N N N N N N N N N N N 04 N N N N N N N N M M M M CO M M M M CO M M M M CO M CO M CO M M CO M CO M M M M co co co co M co M CO M C) M M M M M 4) 4) 10 4) 10 0 4) 4) 4) 10 0 1.7 0 4) 4) 10 4) 4) 4) 4) 10 CO 4) 10 4) 4) (1) 10 10 4) 4) 4) 4) 4) 0 (0 0 10 0 N 4) 4) 10 802A77975 802A77975 48 Plumbing -Admin N 0 4) 0 cD N CO O N. 10 10 0 O V CO 0 O CO N. V M V N O CO 0 0 4) N N V V O N_ O 4) CO 0 0 0 O 0) CD CO CO CD CO 4) CON COCD O 4) c- O O M M N M r` CO O CD t` V O CD .- .- O 4) CO CO V O M V O N. O 0) 0 r 0 O (V N O r` r` 0 0 0) r C) r (0 M 10 (D 0 O 01 N M O O CD N 4) 00 4) 0') 4) 0) N 0) CO N M CO 10 V 4) 41 N. V 0 M CO I. V O M O CO CO M V M CO CO M CO M 0 CO CO 10 CO N (0 CO, CO 0 0 0 V CA M 0 CO V O N O N sr 4) 0 N 0 M CO CO f` V V 0 V V M N N. CO M 07 c- 4) 0 CD coO 10 O) tO aD CJ r N r 0, V ao O O) O M 05 Ni. C] (D CA O N N 10 M (h O 0) N V V M 10 O) 4) O N 0) .- N N 4) V CD V N N c- N M CO O M O M L- N c- l0 N 0 V V 10 10 V ad M 0 O 10 .- V O N O CO 4) 4) O 4) N 00 N V O 0 CO 4) 0 CO 0 CO N 0 V CO O r. (D CO (D 1. 0 0 10 00 CO CO (D s. CO N 1. N V10 O O O CO O CO CO M a0 1. M M CO O 0) V O O O CD O N .- n r O M N 4) O M O C0 O 1. N O O V O N N O (D Co 10 0) V 4) O O O M N M V r M 4) O N V O0 N V 4) 4) O N O) c0 N r 6 V O 0 r N O 0 6 N O) r. 0 0 r N N 0 CO r• 1. N. V 0) 0 0 0) M ra0 CO CO (D 0n CO V M CD CO 10 CO 04 V M O 0 00 C+) CO 10 N O N N O O 0 CO 1. 04 4) ,- O V M O 00104040)0)00400(0(004040404010000 .'(004040 c- M M M N N 4) O 4) M M N M N 1) 0 M 1. n 0 O M N.- N (D N 0 10 t` t` r. C) O r O 0 CO CO c - (D 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 O 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 N N M 4) 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 N 1. CO h CO CO N N c0 CD 4) O V O O O V M N M N O r. V O CD O N (0 O 1. O M co M O 4) V O M 10 N n 000 r` t` O V CO r` 4) O N V O N r. 0 O O N N O 6 O O O O O N 0 O CO N 10 M N N O V V 10 7 7 V (O M r C) CO V sr O N M 4) a co N CO CO CD N CO O 0 N V N. CD 47 4) 4 M ) CO a O N M CO O O O (n N N 0 r` r. 47 4) O O 4) O r` O 0 0 N N V O M V O M M N O N O(0 tD N M 0p V N N N N O V N. V N N N 0 V 0- M 0 O 0 04 N O N .- N V (D CD (O N OD O 0 N N r 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 N N N N N O O O _O O _O O _O O O O O O 0 V v 0 a V V v v v a V a O CO CO CO CO 0 CO O CO CO O CO (0 CO CO 0 CO CO O CO CD CO 4) N 4) 4) U) O 4) N CD O 0 C0 (D CO (D CD 10 10 0 h 10 CO M CO M CO M CO M M 0) M CO M M CO M M CO M M M CO M M M M M M 0) M M M M M M M M M co M 0, M co 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 O 0 0 0 O 0 0 0 0 0 0 0 0 0 0 0 M M M M M M M M M CO CO M 0) M M 0) M M M M M M M M M M M C•) M CO 0) 0) C+) 0) 0) CO M M M CO CO M M 0D O 0D (O CO CO 00 c0 0D 0D 0D 00 0D a0 a0 0D a0 00 00 00 0D CO O O OD CO OD C0 00 a0 00 CO O 00 O O cO O O O 00 00 00 O O c- 0 0 0 N N 0 0 0 st 0 0 0 0 0 0 0 0 0 000004005202 000004005203 V 0 (D N- O 0 0 0 N N N N 00 0 0 10 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 000004005208 000004005209 0.- N M V 4) CD f` CO O 0 c- N N N N N N N N N N N N N N 0 4) 11) 10 4) 4) 10 0 4) N 10 4) 4) 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 V V V V V V V V V V V V 0 0 0 0 0 0 0 0 0 0 O O 0 0 0 0 0 O 0 O O O 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 O 4 4 000004005223 000004005224 (O CO N- 01 N N CV CV 01 1/1 LO 0 0 0 0 0 0 0 0 0 0 0 0 0 000004005228 0) 0 c- 04 M M M N 04 N N 10 4) 4) 4) 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 000004005233 V 4) CD M M M CV CV NI 111 10 0 0 0 7 0 a 0 0 0 0 0 0 0 0 0 000008000581 000008000582 M V 4) 0 0 CO 0 0 0 O0 0 O 0 0 0 O 0 0 0 0 0 .0000 STRUCOMP a a a a a a a a 0 0 0 0 0 0 0 0 w w w w w w w w Z 04 04 04 04 m 55555555' 0 0 0 00 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 000000000 sr • Y 0 0 0 U U • CCU } } >- 2 x x U N D CC 04 a m m CO BRUSHYCRK BRUSHYCRK BRUSHYCRK BRUSHYCRK 1.0000 FURN BRUSHYCRK 1.0000 FURN a a a U 0 0 CC CC CC 0) 0) O o 0 O 0 0 BRUSHYCRK 1.0000 GENEQUIP BRUSHYCRK 1.0000 SITEIMP a a a a 2 2 w F F (n to 0)5m o O O O O O O O 0 0 0 0 0000 BRUSHYCRK BRUSHYCRK 2.0000 TREATDISEQ • x a w w 11 555 o o 0 000 0 U 0) 0 0 .0000 GENEQUIP a a a a O 0 0 0 O 0 0DODD CC a a a COcocc o o o o o o O o O 000 .0000 STRUCOMP 1.4 W w 0 a V0 W N N m O N CO CO (n € COCOL N cn LLLaVO U0 N 2 L L lc 0) IL IL LLL U (n IL LL > (n d BRUSHYCRK BRUSHYCRK BRUSHYCRK BRUSHYCRK BRUSHYCRK 00000x W W W W W a N U U Nn (n w U000002 U 0 I--- F rew▪ www• wxce a CO 0) o o O o 0 0 0 0 0 o o O o 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0) Y Y O 0 U U } >- 2 x CO cc • ccm m m BRUSHYCRK o T h O _ O sr • 0- 0- 0- o o 0 0 0 0 0 0 0 0 0 0 0 r- 0r- 0 0 0 00- 0 0 0 0 0 0 0 0 0 00- 00- 00- 0 0 00- 0 0 0 0N. 0 N.0 0 0- 0 o o 0 0 0 0 0 0 o 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 o 0 0 0 0 0 0 0 o 0 0 o 0 0 o 0 0 0 0 o o 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 o 0 0 0 0 0 0 0 0 04 N N N 04 N N N N N N N 04 04 N N N N N N N N 04 04 N N N N N N N N N N N 04 N N N N N N N N. r n 0- n 0- r r 0- 0. 0- n 0. 0- 0- 1- r 0- 0- n 0- CO 0 0) CO 0) 0) 0 0 0) 0) 0) 0) 0) 0 0) 0) 0) 0) 0 0) 0 0 R- 0- 0- r r A r r r r r r n r r 0. r 0. n r r n r r 0. n r 0. n r 0. n I` I� r r r. 0. 0. 0. t` r BRUSHYCRK BRUSHYCRK Y Y O 0 U U 2 >- 2 x CO D • 04 M m m BRUSHYCRK BRUSHYCRK BRUSHYCRK .0000 STRUCOMP .0000 GENEQUIP • 5 EE • '0 • U0 w i. n 0 CN • C 2 8 E O NjQ C • UO j A • S -11 C E-oo • mNa y a.d Up 05 `C )O l0 U C C am m> m am D IT •E ° m ° (? E aU c ia'°' cc co 0 a (N E -.°-s y o I- , 0. jj`.6 cm a a a i. cs, rn • 43 Ti• m0'=Un no °' v E o) vm ° )8 • rnacoN . 15 c To mm a) odmmO E E yo .m. N N>U.)'vO L2o 8 m& 2 Qam U 'C c tONyco fUOo 2'2a C8_ 2NUOwi0,` E O !0 V yi y _ 0 D N« V N P O O N ONH O N C V NLNO i . N(pli❑m❑(iZN 2JuLLxW(AWn> u> lLL ❑ W 2 2 co a❑ E a au =o 'v co m m N- N. r- r r N` r N. n r- 0. N. r r r N. N. N. r r r r N. r r r r r 0. r n r r n n N` n N. r 0. N` n r n (o o m m 00 (D 0D o o ro o 0D 00 OD 0D 0D o 00 0o co m (0 Oo 0D m o 04 0D o m 00 (o (0 o 00 0 o 00 00 00 00 o CO c0 t0 (0 CD CO CO t0 c0 t0 CO CO CD CD CD CO (0 CO CO c0 CD CO CO CD O c0 CO CD CO CO (0 c0 CD CO CO t0 t0 t0 (0 (D c0 CO CO CO (0 (0 (D (0 u) (0 (O 0) h co () co (O 0) 0) N (0 (0 10 t0 (11 10 N (O 10 0/ (0 O (0 (0 (0 10 N O N O 111 to 0) N O 10 0) 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0) 0) 0) CO 0) 0) 0) 0) 0) CO 0) 0) CO 0) O) 0) O CO 0) 0) 0) 0) 0) 0) 0) 0) D) 0) O D) 0) 0) 0) O CO 0) CO 0) D) CO 0) 0) 0) 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 N N 04 N 04 04 N N N N N 04 N N N 04 N N N N 04 N N N N N N N N N N N N N N N N 04 N N N N N M CO CO M CO M CO M CO M M CO CO M CO M M CO CO CO CO CO M CO M M M M M CO CO CO M M MM M M M CO CO CO CO • N 0) N 1)) 0) 0) (f) 0) 1() (f) 0) If) (f) 0) 1() 1)) 0) to (n 0) 4) V) 4) l!) 14) If) (f) 4) 0) (f) (11 co 10 41 (0 V) (l) 111 4) V) (f) 11) • CO M,- 0 V (0 0) 1- M V V CO 0 V V (0 co CO M N M CO 01 (1) CO 0) (0 M V 0 V 01 V (0 10 N O M f- CO CO r r O V 10 CO N. O r c0 V N V M.- V V 7 O O t0 N. O I. co V V O co co 40 O to 00 N (0 CO CO O O N N O O O (0 r O) 0) M N 0) r 07 00 co V C) a 0 .- 0 0 0 00 CO CO O 0 r CO CO V O O CO O CO V M 0) (D 0 O (0 0 O u7 N n OO M V O 0- 0) 0 O CO V V Cr V M CO M CO. I. O .- co Ln O N (D n M co o) O co LO N O O co 0. N N` 00 f- V O 1` O t0 O M V O .- (,-,- V r N ( W 1. ▪ O M O N 0 V N N 0 O D ccV r M r - O 0 O u1o V 0) co V r V V V N .- 0 .- ,- N COOD0N- O 0 O 0- N O 0) 1,029,663.37 CD 0 M (141 O N.: 0- m O N 00 CD N CO M n 0 N V 0) 10 0) ( OD V OD 0) CO 0) CO N CO 111 V 0) V (0 r (p O) c0 N. N N (D c0 • aD N M co a 0. O r M O CO c0 r r O N CO N CO (0 N` co r • 1- O 0) (D r CO r. V O N M O (11 N N 411 V t0 00 (O 0- CO 111 0 O V O O 0) N 0) O M 0) O 0 0) V M N Mai N 0- O M 00 N 0) O) V (0 V V 0) co 00 0) co O n CO t\ O N N. O V N O V O V O V O M CO CO O OD CO t` M CO 10 CO (D r O 10 M O 10 O f- N CO CO. M CO CO M CD V N. O r r c0 00 O r c0 N CO 01 N CO CO Ln 01 0. 1. O N .- V CO CO CO 0) 0) 1- r 0 N OV V c0 r .- t0 N f- CO N M (O 0) r M (0 O O M t0 N O r LO V r- M O CO N O CO I. CO N- CO M N CO N co) N` r CO N CO O V N O n O N r- CO (0 O CO M CO CO CO CO N .- M N O N O (D N u1 CO O OD o OD .- CO CO N N CO CO y CO N- M ,- O CO O N - t0 O 04 I- 00 O N N- M (0 O N O O 0 0) 0) M.- V O 0 V 0) C) 00 O N V 4 M o O V M CO N N CO (11 00 CO CO 1O M CO N CO .N- O V V O n co O co co O CD O V V O LO CO N- CO CO N O r (D N V O CO .- O r N N N N N N O N V,- O n O O N 00 O O.- cO t0 N N CI(0 CO N. (0 N. V CVO o N O cr)0 V 7 N .- N CO- N (O N W N co O0 O (0 co N V (D 00) V (0 M O 0 (0 N- O N N` 0 O N (0 0 O O 0') O 0 N V C CO V V V 04 CO 10 ,- 04 CO 0) 01 0- CO 10 COM1- (0 o r- N .-- 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 V V V V V V V V V 0 0 0 V V V V V V V V V 0 O CO O V 10 V V V V V V 0 0 0 0 0 0) V V V )1) N O O 0) O 0) O CO CO 0) 0) O (0 O 10 10 N 111 10 10 O CO CO CO CO h N (0 10 10 h CO (0 CO CO O CO CO CO O (0 (0 40 M M CO CO CO M CO M M M M CO M CO CO 0) CO 0) M M CO M M CO CO M M CO CO CO M CO M CO CO CO M M CO M CO M CO 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 CO M CO CO CO CO CO CO CO M M M CO M CO CO CO M CO M CO CO CO CO M CO CO CO CO M CO CO CO CO CO M CO CO CO CO 0) CO M O 00 O0 00 00 00 GD 00 00 O O OD 00 OD O 00 OD O 0O (0 OD 00 O OD 00 00 00 OO OD OD 00 00 0O 0D O0 0 00 O O0 OD 0O 0O O0 O r O OD Lo 0 0 0 O o 0 0 0 0 000008000588 000008000589 O 04 CO 0) 0) u1 N 10 o 0 0 0 0 0 0 CO 0 0 0 0 0 0 0 o o 0 000008000593 000008000594 N O 0- CO O 0) CO 0) (n 0) 10. (0 0 0 0 0 00 0 0 0 0 CO m CO CO o 0 0 0 00 0 0 0 o o 0 0 000008000599 000008000600 .- N CO o o 0 CO CO CO 0 0 0 CO CO CO 0 0 0 0 0 0 o 0 0 000008000604 000008000605 (0 f- 0 o O CO CD o 0 0 0 0 0CO CO CO 0 0 0 0 0 0 0 0 000008000693 000008000694 10 CO N- 0) CO O 0 CO 0 0 0 0 CO CO CO 0 0 0 0 0 0 000008000698 000008000699 0 I- N 0 0 0 0 0 0 0 0 0 CO CO 00 0 0 0 0 0 0 0 0 0 000008000703 000008000704 In O N.- 0 .0 0 0 N. 0 0 0 0 0 0 CO CO CO 0 0 0 00 0 0 0 0 000008000708 000008000709 0 0-0. 0 0 0 0 CO CO 0 0 00 0 000008000712 .0000 STRUCOMP .0000 STRUCOMP .0000 STRUCOMP .0000 STRUCOMP BRUSHYCRK BRUSHYCRK BRUSHYCRK a a a 0 0 0 CC CC CC CO CO V) 0 0 0 0 0 0 0 0 N BRUSHYCRK 2.0000 STRUCOMP BRUSHYCRK 2.0000 STRUCOMP CL W OU I- O N V) a I- 0 o O o 0 o 0 0 0 0 0 0 V V LF Ductile Iron LF Ductile Iron BRUSHYCRK 0 0 a) 0 a J Cs BRUSHYCRK .0000 SITEIMP COW 0) ¢ U ¢ w w F w aa�CC 0 0 0 0 oo o 0 0 oO o 0 N BRUSHYCRK BRUSHYCRK 3.0000 PUMPEQUIP BRUSHYCRK cn co 03 J J J www 0 0 0 0 CC U U U p- www F- CL CL CC CO _aaarn o o 0 0 0 o O o o o 0 0 .0000 GENEQUIP .0000 SITEIMP 0 00 0 CL cc cc CO CO CO o 0 0 0 0 0 0 0 .0000 PUMPEQUIP BRUSHYCRK BRUSHYCRK BRUSHYCRK BRUSHYCRK w J W a 2 2 w w o d 0 0 U Z U W Z w w F H 6- Fa' a a I- 0 Nn Nn Nn m 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 N BRUSHYCRK BRUSHYCRK BRUSHYCRK BRUSHYCRK 3.0000 PLANTSWR 0 ( z0 o W a(nI- o 0 0 0 0 N N O Y Y 0 C U U } >- 2 U00 CC a m CO BRUSHYCRK BRUSHYCRK C O L a6 � � C E d F= to N` o l` o o t` N` N` o N` N` t` o o 0-o 0- 0- N` I` 0- 0- 0- o r` 0. N` o 0. 0- r o N` o o 0- o o 0- 0. o 0- 0 r O O O O O O 0 O O O O O O O 0 00 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 N N N N N N N N N N 01 N N N N N N N N N N N N N N N N N N N N 04 04 N N N N 04 N N N N N masOI as O) m 0) m O) 0) O) 0) O) O) O) 0) O) 0) 0) O) O) 0) O) O) 0) O) 0) 0) O) O) 0) as If) (f) 44) V) N If) 44) 11) iO 1l) N N N IV (V N N N N N C') r` r n r r r 0- r 0. r r r n r r r r n r r 0- r r n r r r r r r r r n r n r n r N C D .] a d c X O a 0 '7°1 A a L 0 C xJ V E_ %OO a) 6 m 0 nU c EYF E % a C o0Lam o N m m m c Oo3QaEo m �c-. E o 3 a m' m u m a) w y m o o cp U - uU Faon.m w 'c °°_ c,.ox%i p a O) n xw t; -.8 E xmmommycUmU 010 o ` ` oU�1.6 ooa° E (n o m 00 15 T Layt J o> 83 CD c pm=> a mi>>>>j�_ m myrn mCt .2 p ad 0 c ia,i, 7., drndmQ m> 0_ E m 7ooQ f f 0 YN ylC2 W O>CoDOO imro N 0j N U Ctt.t m m 0 arn s aa v Y vCx 2 v a O0 7 a 'ro 2 2 v 0_ 2 d Z. i. io 0L F V >0. n n N. n 0- r N. r` I• I. N. N. Ns Ns N. i. N. N. I. N. P I. n r. N. N. h- N. Ns r- i. 0- N. r- N. 0- r I. I. N. ao o 00COao ao ao 0o COao m o C0 10 o CO 10 o a0 ao o m o o ao m 110 Oo o C0ao 0o co Oo o aO ao eo o co (0 00 m 0 CO CO c0 (0 <D CO (0 O co (0 CO co a CO CD O CO CO (0 CO CO CO CD V) CO CO V) CD CO 10 (0 CD (0 O CO (0 V) O CO O (o <D V) ` N LO ID 40 lO LD 47 6 0 40 N Io 40 LO l[) 4] N 4) 10 l[) lf) 40 LO 41) 47 0 IO 0 LO 4] 44) V) 40 10 ID 1() V) N V) 4 11)] N 41) 0 0 0 0 0 0 O 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 O O O O O O O aC.0000000 O O 0 0 O 0 O O 0 O O 0 O O 0 O O 0 O 0 0 O O O O O O O O O O O O O O CO 0) 0) 0) 0) 0) 0) 0) 0) 0) 0) 0) O 0) 0) D) D) o) o) D) 0) 0) 0) 0) 0) 0) D) 0) 0) 0) o) 0) 0) 0) 0) O) 0) O 0) 0) 0) 0) CI) 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 O o 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N CO 0) M M M M CO 0) M 0) M M M CO M M CO CO M M CO CO M CO 0) M CO CO M 01 CO CO M M CO CO M M M M M CO M LO 10 47 41 Y) 10 1() 4) 10 4) Ln 11) l0 N LO (4) O V) N N l0 O V) ID IO 1O 10 (1) 1f) 4) V) 10 IO 10 0 1)) (O 10 10 40 10 4) V) 0) 0) CO 1` 1. V. L. N V V N N CO Co CO 0 M I. (D 0 0 W ) 0) 1 0) CD 1. N V cD 0 CO 0 0) 40 r 00 0- 0 0 VCO N. CO w CO CO ,- N V) O CO CO N` 4) M CO 00 ,- r CO 0) LO N O I. 0 Co N` V r co lO 0 N. O 0) N. O O V- 03 V M M O I. V O V) 00 a0 N 4] V O) 00 O N. (0 co 0) N I. co,. -N 0 V M V) 4) 4) O O 00 co (O co V V co (o V (o a0 O O N` 0) 0) 04 I. Vo .4 V 0- V(0 M N M CON CO V V n 4 O O) V N 00 1f) (0 CO CO M 0) (D (O V) 04 r N 0) V) CO N (O N M N (0 0) M V V V V I. 0) V 0) 0) I. N N. ,- CO N 4) .-- 0) I. N. N (. V 0) 0 CO 01 O V R N n 0. (O O.- r n 0) (O N '- r N r O) V N 6 110 V a n 4) O (O V 0) 00 0) V 0 (O 0) N 4) V 4) M N 04 0 CV CO (0 M .-- 0) ,- 4) 0 ,- N N .- Co N N .- N . I. ICO 0. N ) V co 0)0-400- I. V I. N O CDCON-000101VCOWC014)N-0003,-,-N-CON-N-0)CDCVN.,-CON-03N-N-010)CO3- CO N O 4) a 0 W r CO 01 r CO N CO O O V 01 M CD. V) CO CO ,- 0 CO CO CD N 4) CO CO .- In N O N V 4) 4) N. O V N N N (O 4o co 00 t` r O 00 V t` O) W N r V .- O)O I. Co coOo 10. (O I 00 m 40 I. (0 m 00 0) O oo O O 00 11., 0) N N. (O CO N. CO 04 (D CO.. --O I. ( CO 0 N N M 0 CO 4) 0) N 0- (O M CO V CO (0 0) 0) O N. CD CO CO M CO N M 0 N` M (0 V CD CO ,- CO CA 0 N r N 47 CI) 0) CO CO O O O N,- V 0) O CO M 4O 4) N C0 M CV,- N 0. M.- N 0) 0 V N .-- I. N o) .- O 4) V 0) co M CO CO V V 4) 0) N V O 0) O 0lI0) CON. CO0) COCO) N. V 00 (0 V V 4] 0) 0) 0) 6 10 W O u7 (0 Co O m r CO CO 4) co. 10 M M r V V COM 04 r` c0 M 0) 1O r N CO N 4) CO V) ,- .- 0) O 4) ,- C) LO to 0 N r N V CO CO (V CO CO O (O (O N (0 (O 0) 0) 6 Oo N I. r V O f. N. 0) O fV N V 0) O (O O 00 (O N : V V V 6 00 co V (0 O) CO (D CO N N` V 4) M I` V CO aO V) V N. CO N V 40 0) M n CD CO V O CO 0) CO M N M 10 O LO M N` N 0 CO V r (0 4) N O n V O N N .- T Cn co co 10 M.- V a N` 4) CO CO cV) CO 0 o) o O (o CO% N^ N O 7 M 00 co, r 0- m M r N 0. M CO O CO- 0) (0 O f` O M co V OD 0) V V) t` O o) f` O ll') O .r- N .-- r O 0) N V7 0) N N N- (N (V (0 (V I. n t` CO 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 V V V V V V V V V V V O V O O V 0 O O O V 117 V V V V O 0) O O 4) V O V V V 0 (O N N 4) V) V) N 10 0 V) 0 CO CO 4) 00 CO 4) CO r N. N. 1` 4) 0 4) 4) 10 4) 0- N` CO i. CO 10 10 4) N 1.17 CO CO CO N 00 CO M 0) 0) CO 0) M M M M CO M CO M CO M M M M CO M CO M CO O9 M M M CO 0) M 0) M M 0) M M M 0) 0) M M 0) 0 0 0 O 0 O O O O O O O 0 O O 0 0 0 O o 0 0 O O 0 O 0 O O O O o O 0 O O O O 0 0 O O 0 M M 0) M M CO CO M CO CO M 0) M co M co co M M CO M M M 09 01 M M M CO M M M M co co co co CO 0) CO 0) CO CO 10 10 00 O O0 O0 10 00 O 10 00 00 10 (0 OO O O O0 O 0O Oo 10 OO OO 00 O m f0 OO C0 O 10 O OO O 00 00 O 00 O 00 O O 0) V 4) CO r 00 0) O,- 04 I. n N. I. n NN. NN. r 0 o 0 0 o 0 0 0 0 0 0 0 o O o O o 0 0 0 o O 0 o m w co 1D ao oo m co 0 0 o O o 0 0 0 0 0 0 0 0 0 0 0 0 o 0 0 0 o 0 0 0 O o O o O o 0 0 0 0 o O o o O 0000080007 0000080007 000008000723 000008000724 4) O N- 01 NN. IN. 0 0 0 co CO CO 0 0 0 0o 0 0 000008000728 000008000729 O 04 0) CO M 0 0 0 o 0 0 0 0 o 0 000008000733 000008000734 4) (0 r CO M CO 0 0 0 0 0 0 10 ao l0 0 o o O o 0 000008000738 000008000739 O N O 0 0 o 0 0 oo co 0 0 0 o 0 0 o 0 0 000008000743 000008000744 O O Ns N. N. IV. 0 0 0 O o 0 oco oo too 0 0 o 0 0 000008000748 000008000749 O N 10 (4) 4) CD 0 0 0 m m m 000 000008000753 000008000754 000008002599 O 0 0 0 0 0 0 0 0 1 0 0. 0. 0 0 0 00_ x 0- 0- 0- 0- w W W W W W W w W() W 2 f w w w w 2 O 2 2 2 In CO m m m m m co co w m 0 O CO U) CO CO O w 0 0 0 0 0 0 0 0 0 0 0 0 0 2 3 0 0 ❑❑❑ O 0 0 0 0 U F- F- F- F- F- F- F- F- F- F- U h U U U 1- F- F- U U F- U U U U U U CC CC 2 F- F- F- F- F- F- F- F- F- d u) F- m N u) F- F- F- u1 CO F- CO u) d u) u) u) CO 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 o 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 N N. 1 .- N V N N. .- N c- .- 0 BRUSHYCRK BRUSHYCRK BRUSHYCRK Y Y Y Y Y Y Y Y Y Y Y Y Y Y Y Y Y Y Y Y Y Y Y CCCY0 0 0 0 C 0 0 0 0 C C 0 0 0 0 0 0 U 0 0 02 EC 0 0 0 U U 0 0 U U U 0 0 U U U 0 0 0 U U 0 0 0 0 0 > > > > > > > > > > > > > > > > > > > > > > >- 2 2 x x x 2= x x x x= 2 x x= 2 x 2 2 2 2 2 U) CO u) u) u) u) CO CO u) u) U) u) u) u) u) u) CO CO U u) CO CO CO m m m m m m m m m m m m m m m m m m m m m m m BRUSHYCRK BRUSHYCRK V CC C 0 O 'C .- 'CCm O 0000 o00000(.90o n, m co 'c3 C0 0.6 06 0.6 C6 0 0.6 0 06 c6 C6 06 0 0.6 co co co co 40 M m C C C C C C C C C C C C C C 0 0 00 m m m m C m m m m m m m m • m m m m m m m m m m m m m m .� m 'c 3 3 rn U U rn v) m U U � o 0 0 0 0 o u o o D o u o m 0 0 0 0 0 .0000 STRUCCOMP .0000 STRUC BRUSHYCRK o x x w o IX U CO co 2 U U U 2 DZZZZ �ggFf-3�� 0_ d u) w d u) 0- CO o o 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 o O O o 0 0 0 0 0 N N .0000 STRUCCOMP 0 0 0 Z Et K 0 o o 0 0 Y Y Y Y Y Y Y Y Y Y Y Y 0 0 0 0 0 0 0 0 0 0 0 0 U U U U U U U U U U U U > > > > > > > > > > > >- 2 x x x x x x x x x x x 10 10 (0 (0 (0 (0 C (0 10 10 (0 K m m m m m m m m m m m m co u) CO CO CO u) u) 1) u) u) u) u) u) u) Q Q Q Q U U U m m m m m m Q g § K g§/ g 1- 1. � 1- 1` N- � N h In 1` r` I. I. In N- n r r n N- r 1.- 1. 1` N- r N. N. 10 1` f� N. N- 1. 1. r n r N. r r N- O 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 N N N N N N N 010104 N N 01 0 0 N 0 N 040404 N N N N N N N N N N N N NNNNNNCNINNN P) P) P) M P) P) P) P) P) P) P) P) P) P) 01 P) P) P) M P) P) P) P) P) P) P) P) P) M P) P) M P) M P) P) P) P) M P) P) P) P) N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N N BRUSHYCRK BRUSHYCRK O rl-Fli m m E ) E >=) EC J m mdm m n Em.� 2 °a Oo U.iWam 0 - m >c m v a mwU = a u) o m . o..en 0. p• 41( • OQ U . C �n U 2 Z' > d_m m G) p y x v a m C7 d= w m ❑22 adm 'cn C7) co u) c0 uED 3 oc 7 m.mm L g N rWvm• momm°m V�_0.ng nmN °dmo EE O >,CN 21:2t m m 0. E m- A 2 00.6 FP o c m x m c o c CO ig m ° c oa m` 45 c ❑Qcem c9rn❑m > oarn oeL rn m m m m c 3 c g co uc um a m m; r U LLr c zZ. mm0in(n>00.2(mCa0i5U3m3¢3maaQgeg§32a(nAFm3 6) 2 m t >r f` N- 10 n r 1. 1- r r 1- r N. r0 n r r n r 1 1` r 1. 1` r N- r n f` r 1. N- 1- r r h 1- 1` r r r N 1.. m ODo 0COm o m o o m (D m COCD 0.0 Oo m COo o COo CD o 1D m o OD co 0.0 m o m o m CO0.0 COm m o m o H '10 1O 1D CO ID ID O 1D CO CO ID CO CD CO 10 CO ID 10 ID 1D ID 0 (D ID (O ID CO CO ID ID O CO CO CO ID ID 10 ID CO ID ID ID 10 10 10 LO 10 0) ID L0 CO CO 0 LO IO 10 111 10 L0 0) LO LO 10 L() N N LO ID LO N 10 N 10 LL) L0 1() 10 10 N 10 10 N l() CO LO L o 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 m 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 O) O) CO CO 0) O 0) 0) O 0) CO 0) 0) 0) O 0) CO 0) 0) 01 0) 0) O 0) 0) O) O) 0) 0) 01 0) O) 0) 0) 0) 0) 0) 0) 01 0) O) 01 0) 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 N N N N N N N N N N N N N N N 0 N N N N N N N N N N N N N N N N N N N N N N N N N N N P) M P) P) M P) M P) P) M P) P) P) P) M P) P) P) P) 0) I\ P) M P) M P) P) P) P) M P) P) P) P) M P) 1\ P) M P) I` M P) 1() CO 0) 0) Lf) lD 0) 11) I() N LP) 0) 0) L0) 0) 10) 0) w 10 0) 10 0) 0) 10 in Lf) to N 10 1() 1) 0) Lo 0) In 1% 0) 6 In 16 LO N 0) V r CO 0 CO ID 0) V 0.0 t` ID N V CO CO V CD CO N CO V CO CO c CO N CO 1- CO CO N COV 10 0 P) O) ID N N N. N L0 CO N 10 VCO r L0 03 03 CO n c O CO O O CO 0) 10 c- CO O 0) O r CO CD 3- CD N CO c 0) V N CO to N PD CO N 0 o.-: LD 0 O V O LO 1- M 10 N IV M 0) L() N M ID 0) h P) P) 0 CO CO 0) Co (O O 0) M 1- CD P) 0) O V O 0 0 0 V ID Co CO n V O) V N 0 0 0 0 h N CO CO 0 0 N CO N 1- 0) c 0 0) N CO N CO O 0) CO 0 V 41- N CO CO M P) N CO N CO c N O V M V V O O CO .-- O CO 1D c- O n N CO 0) O N_ CO O N O (D V 4 VCO V L() CD 1D 0 r 0) 0) V P] V u') N O l() V CO .- V (D N V L0 0) O Lt) M 41) O M.- N 6 R r CD O P) Oi O O co r Ln NV L0 c Cr N LO V N LLD CD N CO 0.000/ M O V N N N-0,0 -- N CO S- ^ V r CO O V •- P) 6-..- 0N ID N .- 4 CO 0 O V CO r V 0 P) r (D CO CO r 0 V N N CO 0) M CO CO CO V V CO V CO 0) CO P) CD ID CO OD N h- 0) L0 7 7 N O O '- r r O M N 01 P) 10 LO O V CO 4 LO 10 N CO .- CO ID V CO O r O r.- V LO CO O CO O P) O V y r CO O O c O O O V r O n N P) N(0 3- PCO CO r` co 6 4.- 0) V O D O O NONVLO V 0 0 LO CO N CO O ID CO N O LO CO V0 O CO CO 0 N CO CO V O r N CO 0) O N N NLO CO V ` CO V c Cr V 4 CO n O n O CO N O CO n N O N 3- N P) .-- O O CO O r O LO V CO ON .- V cO N M N N c 10 .- O r D O O (O D O V O Pxia0 O O O .- co .- 4P ( 4 MNM co LO O O O N v- N CI 0 CO 0 O N O L0 CO c Cr 0 N r 0D N O O ID CD 0 r O P) n O N 0) 0) N 14) Cp O h N P) n co 6 co O) O l0 O M O O CO V N r P) O V l0 0 CO 0) (D O V r 0) (D r CD CO n n N O 16 r 0.0 in O (D ID N O P) 1D Cr • CO oD O V N V r 0) 10 3,322,123.19 N 6 N h ID c (D CO CO c .- 0 n N O N- n r n CO Co O CO V CO V V P) <O 10 O 10 CO V c (.0 CO 10 c V P) CO V P) (.) O 0 CO r n (D 0 N N 00 N cD O O O N V V r V r` r 1- n O N t` ID (O V CO 0) 6 r CO 1` 0) CO N V N O 0 P) 0 V n 0) CO 1` N V N 0 r N CO V V CO O V N t` CO CO v- 1D O r V M v- 0 P) 0 P) N .- 0 M N 0.D O .- r O O P7 CD co V N IO 0) N O co O 0) N O M (O O) P) 6 N ID 0) CO N CO 0) CO N N L0 O 10 r ID (D 0 0) 0) CO P) (D Co 4 V c N O .- VN.- O N V N 0 0 “) V N CO .- 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 _ 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 V V CrO V V V 0 0 0 V O V O V V Cr V V V V' V V O V V V LO V V CO oD CO CO CO CO CO CO CO CO 10 O 0 LO N CO CD CO Ln O CO 10 LL') CD 0 N 10 10 0 10 10 CO CO 0 10 CO CO O 10 N 10 lD 0 P) P) M P) P) P) P) P) P) M P) M P) P) P) P) P) P) P) P) M 0) M P) M P) M P) M P) P) P) P) P) 0 P) P) P) P) P) P) M P) 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 MPPOPO P)PD P) PDPD 0I•1•1)1)MP)P)1)PD PD 0)P) 00 ID ID PD CD CD ID CD ID ID CO OD OD ID O OD CD OD ID O OD CO ID CD ID O CD O CO ID O CO CD 10 CD 0D CD ID CO W CO ID ID O N P) o-0 0 0 CO 0 CO (0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 00 0 0 0 0 0 0 0 000008002604 000008002605 ID N. CO 0 0 0 (D COID 0 0 0 0 CO CO 0 0 0 0 0 0 0 0 0 000008002609 O r N P) V 10 10 1` OD 0) 0000080026 N N CO 0 0 0 0 0 CO 0 0 0 0 0 0 0000080026 0000080026 NNN 0 0 0 0 0 0 0 0 0 0 0 0 0000080026 000008002620 N P) N N N CO N N 0 0 0 CO 0 CO 0 0 0 0 0 0 0 0 0 000008002624 000008002625 o n CO CV ID ID ID O 0 0 CO CO CO 0 0 0 0 0 0 0 0 0 000008002629 000008002630 M m o CO CO N 0 0 0 0 CO 0 O 0 0 0 0 0 000008002634 000008002635 CO CO cDM N N CO 0 0 0 CO 0 0 0 0 0 0 0 0 0 0 0 000008002639 000008002640 ✓ ▪ V N CO 0 0 0 0 0 0 00 0 .0000 STRUCCOMP BRUSHYCRK 0 • 0 0 0 0 0 0 0 ww (;) CO O CO (OCO CO M O 07000070 R 6666666 cn U F- F- F- • F- F- F- o o 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 6 N C) Y Y • 0 U } >- = 0)CC CC 0) CO CO BRUSHYCRK BRUSHYCRK BRUSHYCRK BRUSHYCRK .0000 PLANTSWR .0000 STRUCOMP CL a a 0 00 0 w D D MIZ ix coil cn O o 0 0 0 0 .0000 STRUCOMP BRUSHYCRK BRUSHYCRK BRUSHYCRK N U U N N 0 E C) C N C C U U 0) m 0 a 0 . c c w = ai j L O O (0 C/) V U 0) N 0 U D D to 0 N- n O O O O O O O O O O O O O O 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 N N N N N N N N N N N N N N N N CO CO CO CO 0) CO CO CO CO C) CO CO CO CO 0) C) NIn N N N Ll) N In V) 6In to to Liy LA 0 3 a 0 T CO 0 m .�• N O W to 0. N O CO a 02 a"i ai d °� L 1,3;g a_ • v 0 v > o (7)(7) O N m!-TO C . 611 eL a aLLccOO0O o cno W 0 O m 0 Un F- J 0) n n n N- n 0- n 0- 0- n n 0- n n n 0- 10 O O O O O O O O O O O O O O O CO CO CO (0 CO CO CO (0 O CO CO (0 O CO CO (0 LO 0) 0) l0 (O LO N LO 0) N LO 0) 0) 0) LO 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0) 0) 0) CO 0) 0) 0) 0) 0) 0) 0) 0) 0) 0) 0) 0) o o 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 N N N N N N N N N N N N N N N N CO CO 0) CO CO CO CO CO CO CO CO CO CO CO CO C) 0) L0 LO 40 LO l0 LO u') L0 0) LO 10 u7 40 ) 40 O O) CO N n 7 0 0 0 O 0) CO LO N O C) 0) U) CO. N O CO CO CO O LO N n N n N 0) ll) C) C) (O 7 0) n O O N O C) 0) LO 7 n a0 co 0) N 7 (0 LO N- • N- CO CO O) a 7 7 CO (O N co O n 0) N 0) n 6 7 0- (0 O O) n O 7 7 6 0) C CO 0) 0 CO N 7 CV CO n V CO CA 0) 07 O CV L N O) n 7 0) CO CO N (0 LO 0) Lf) n (-- 30. Cr) LO CO O N M. T- N CO O N LO O N CO O 7 CD n 0 0) 0 (O o n Lri n aD Lri 7 L0f)) CO 0• N) T N U CO CO 7 COO0 CO70 0 0 (0 ▪ n N O C) O O O 0)(0 O) r 7 NI- 1,- n CO N 0 n N O O 7 0 CO N CO 0) N 0) 7 O LO 7 7 LO LO CO CO n O O CO O (D 6 0) 0 O C) 0) LD N O (V 0) O) CD O O N (0 N 0) (..- CO 0) N CA ID 0) LO n CO Ln 3- CO CO.. N CO Cr) CO. 0) 0 N 7 7 C) CO (O N O (V N 0) 0) CD 0) O n N 7 (0 0) N L0 3 7 3- CO7N 7 CO CO L40 n 0 0 0') 0) LOO N 0 o 0 0 0 0 0 0 0 0 0 0 0 0 0 0 7 7 7 0 0 0 0 0 0 0 7 LO 7 7 30 - Li) LO O CO CO CO CO O O 00 CO O LO LO LO 10 CO 0) CO CO 0) CO 0) CO CO 0) CO CO CO CO C) 0) 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 CO CO CO CO CO C) CO CO CO CO CO CO CO CO CO CO O C0 O 00 O O a0 CO C0 O C0 O 00 O 00 (0 000008002643 000008002644 000008002645 CO n CO 7 7 (0 O O (0 0 0 0 0 0 0 0 0 0 CO 0 CO 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 000008002649 000008002650 3- N CO LO O LO CO CO O N N N 0 0 0 0 0 0 O CO CO 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 000008002654 000008002655 000008002656 N. O N O co O N N 0 0 0 0 CO O 0 0 0 0 0 0 0 0 0 0 »»OC CC CC OC CC CC OC OC CL OC CC »»»> 0000 0 0 0 0 0 0 0 t H F- F- F - 000‘000e C0CeCCaaaC0zzzzzz 3333 a 3333333wwwwww N J _J_JJco_J _J 0 2 wW wW 2 J J J ED:1JJ J JJ JJ J w(w(W -J -J W N 00001 0000000<«<< 0000CID 0000000 W W W Www O O O O O O O O O O O O O O O O O O 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 O O O 0 O O O O O 0 O O O 0 O O 0 O O O O O O O O O 0 O O 0 O O O O O O (D C0 CO '- e- el: N 00 0) e - et r x x x x x x x x x x x x x x x x x x 0 0 0 0 0 0 000000000000 CCCCCCCCCYCCCCCCCCCCCCCLCCCCCEWCCCY m m CO m CO CO CO m CO m m CO m CO m CO m m Z Z Z Z Z Z Z Z Z Z Z Z Z Z Z Z ZZ 000000000000000000 Z Z Z Z Z Z Z Z Z Z Z Z Z Z Z Z Z Z 000000000000000000 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 000000000000000000 N N N N N N N N N N N N N N N N N N 0) (0 0) C0 (0 (4) (n 0) l0 O 0) N (D C0 (1) U) (4) C0 O ) In U) u) 0) 0) (n (0 0) N (0 N 0) CD (0 In (n l0 N LL -I J J • > 0 N O) Y vt O N L J C u_ _ N N N N N (0 d E m a a)) ep w<< _ CCpp Ch lO a) n N N N C j N C C LL - 00000 0 0 C W 0C W N CS J C 0 0 0 0 0 (J J 0 N`3 J 45 N > ...1 (O :1-,.) t) m ma E Cm N0 C 0) C 3D a m3 0 L 0 U.f- a)EEEEEE ,:O LQ UetmAWw E aN N N N N a Nm2 C3 224 Co OD N W CO N N W OD w CO 0 0D OD OD 0 0 0 0D OD 0 co ao co m 0 N N N N N N N N N N N N N N N N N N (0 (0 0) UD (0 (n U) C0 10 (n C0 O (n h O (0 (n N N ID 0 C0 10 C0 N t0 C0 C0 C0 C0 O (0 C0 V0 LO 0 i0 O O O 0 0 0 0 0 O 0 0 0 0 O 0 0 O 0 0) 0) O) 0) CD 0) 0) O) CO 0) 0) CO CO 0) 0) 0) 0) O) O O O 0 O O O O O O 0 0 O O O O O O 0 0 0 O O O O O 0 0 O 0 0 O O O O O N N N N N N N N N N N N N N N N N N 0) P) 0) (h 0) C`) C) (e) C`) CO P) 0) M M 0) CC) CO C+) (n O (0 MD (D 10 N N C0 (0 N C0 C0 N (0 (0 N O O 0) (D P) N et (D O n et M CO C+) (0 is N OO (0N t- et. O O et e-0) h CO et 0000 (n 0) 0) 0) CA aO (D et V 0) 4') I` (O m (D 0) ts R) et OO CD N) 0) (D et 0) Ch M 0) 0 et OD CO 0) M e- 0 0) N Is et (`) 0 N (D (D (0 O 0 N 0) ( 0 OD (0 M T- ' N et e- CD 0 CO N OD000-000 CO O M 01 O OO 0 r N 0 0 0 (D 0) OD et et 0 0 0 0 0 0 OR O (ha csi a 0) V x0000000 CO CO..O h et OOON 00 00 CD 0) N O r (D 0) CD (D 0 (n O r 0) et Ch O (+) 0) 0- N Cn O OR UR CD N CO et 07 CD M N 07 et O O O O N OO O • W N O Ch CO et O N CO aO)n co CO CD et Or (0 COet 0) M CO Ch n M OO VI 0) et e- O N CO t- et Ch 0 N (D CO 117 0- 4 M N a (A (00- 01 N - (O+) et et OD et 0000 0000000000000 CD CO CO CD 0 CD CO CO CO CO CD (O ((j (M (M CO CO 00 LL) (") M (+) 0) (e) (+) M C+) P) C) (+) M (e) M CO 00 M 0') 0 0 0 0 0 0 0 0 0 0 0 0 0 O O O 0 O M 0) 0) (e) Ch CO Ch 0) M Ch CO M CO 0) 0) 01) (+) Ch 00 CO O O OD CO CO O O CO CO CO OD O OD CD O O O (O t- CD CD O e- N 0)(O IS. 00 O) h (D (0 Y') N (O CO CD CD 0 (0 O N CO CO (D CO O ts h t- 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 O O O 0 O O O O O O O O O O O O O O 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 (0(0(0(0(0(0(0(0(0(0(0(0(0(0(0(0(0(0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 O O O 0 O O O O O O O 0 O 0 O O O O O O 0 O 0 O O O O 0 0 O O O O CC DC CC DC CC CC CD C7 C7 CD C7 CD CC OC CC CC CC DC 3COCOCOCOCO __J - CO CO CO J J J J J J 000000 0 0 0 0 0 000000 000000 O O N C) (0 N (0 (0 N M CC a' a' a' a' a' aaaaaa 0 0 0 0 0 0 H r- F- H H zzzzzz Tr Tr Tr Tr Tr Tr 000000 Co o 0 0 0 N N N CV N N Tr Tr Tr Tr Tr ct W aW W QW QW W 000000 a a aaaa DLaCCaaC4 000000 0 0 0 0 0 0 oo0000 000000 0) 0 0 Cr) 0) 0) oo0000 oo0000 N N N N N N CO CO CO CO M CO (0 (0 (0 (0 (0 l0 M ct C) (0 O) CO (O N N O O n • n N l0 0 (O ts C T- O CV ts V O V OD h (O N 0 T- N O) N N a ▪ aV a C) c() - ON-U) O C) CO O N C) O 7 (Si h (0 t o CD h OO r 00 O (O n N v- a0O O O N- O O O 0 0 0 0 0 0 n c0 r` a0 N (0 N O C) O CO (O a0 OD 0) t n (n (V C)_0 0 CI C(00(0(0 V 7 0 0 0 0 0 0 (D (D (O C (O (O C) C) M C) C) C) 0 0 0 0 0 0 C) 0) Cl C) 0 C) OD OD CO OD OD OD • (0 (O r` CO O CO OD C 000 OD OCD OD ODD o o 0NI. 0 0 Tr0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 o 0 0 CD 0 0 CDCD EXHIBIT A WASTEWATER SYSTEM ASSETS SCHEDULE 2 — INTANGIBLE ASSETS All contracts, leases, option rights, permits, certificates, licenses, reimbursement rights, service agreements, deposits, warranties from vendors or manufacturers or other third parties, regulatory correspondence, as -built plans and specifications, engineering reports, files, records, information, data, and other intangible assets of LCRA that are related to the ongoing operation and ownership of the Wastewater System Assets, including but not limited to: • Texas Pollutant Discharge Elimination System (TPDES) Permit No. WQ0010264-001 - West Plant • TPDES Permit No. WQ0010264-002 - East Plant Exhibit A — Schedule 2 Intangible Assets 1. Texas Pollutant Discharge Elimination System (TPDES) Permit No. W00010264-001 — West Plant 2. Texas Pollutant Discharge Elimination System (TPDES) Permit No. W00010264-002 — East Plant 3. Texas Utilities Electric Company — Agreement for Electric Service — No. 370- 130 4. Union Pacific Railroad Company — Agreement Audit Number CA88381 5. Union Pacific Railroad Company 01772-15, Audit No. 210886 — Pipeline Crossing Agreement Folder No. 6. Union Pacific Railroad Company — 01755-18, Audit No. 210917 7. Union Pacific Railroad Company — 01573-73, Audit No. 205250 8. Union Pacific Railroad Company — 2041-00 Pipeline Crossing Agreement Folder No. Pipeline Crossing Agreement Folder No. Pipeline Crossing Agreement Folder No. 9. Capital Metropolitan Transportation Authority License Agreement M0106014 — Maintain a 42" wastewater pipe line at AUNW MP 78.66 10. Capital Metropolitan Transportation Authority License Agreement M0106015 — Maintain a temporary private at -grade crossing at AUNW MP 78.92 11. Capital Metropolitan Transportation Authority License Agreement M0106019 with Terry Lamar Robinson — Maintain a private at -grade crossing at AUNW MP 79.38 12. Pipeline License with Georgetown Railroad Company at Eng Sta 403+84 13. Department of Highways and Public Transportation Permit for IH -35 Crossing with 30" Iron Pipe 14. Department of Highways and Public Transportation Permit for Highway 79 Crossing with 21" Wastewater Line 15. Memorandum of Lease Agreement with Grace Telander, Independent Executor of the Estate of Arnold Telander 16. Agreement for Boring of Wastewater Line under FM 3406 sem REAL sea COMPANY C SERVICE it#.calSubdivision of the $ta; Company, a T alter called "Compal heroin oontaiined. and of the matted Renate lobe derived hare, h _z custrown bereinakar caged "'Cues end soon ollhoMMOMOMWMarne consented and Oaf, Se follows: t Ctrfl Pstt*Y &Steatite Pelekleand ter the p of Oestemeee inigniar' Se Ioa w a Brushy Cteelt 'Regionel Walt*% TreatmentPlant, locat.d.at southwest corner of the losers. en of iligi ry ig and County Rand 122., to Mice and pay for all edema fca tudivity at the premises owned ar iii ridew tra sn Vii•' O numbed by Customer trerk at: P .0 . Box 2/0 Austin, Texas 78767 E. t, and entigy,inevided under this agreement wig be furnished , by t punt to suFh Rate Sabirdate; .and Regulations of, Company. as may approved, la ; Compaq% VIE te- by Ilfalifiggrf attnedges at mai► f Madaire. Mg RATE SCRORA.0 EECIVICE REGULATIONS ARE.PAAT OFT TOMTIT ASF RUN" sEr OUT AND ARE t FILE AND *ARABLE AT Co omcos. 11/ Cour eioatdc . ower o to s of 1.3 kw. " service to de11 ra hate ,dt f la rrrr r d 7, Zoo. 12 t: v, , tee, t3 phase,. is 8O hertz, «i naso le eon l :' e � power and energy to be defVe ad by C� fwt C comer shall t s • ed M .ate . oo of Rate tooth*: GS - Geaerad , -- e , +o's . which may The latttr of the a s be lei', veara from .._ - ,-"cx from date 0 tnidai *Ovid* her+eu 1. uIi r shall be ea itmi `l ate agreement; #1e lr+ uvss indicated otherwise in the apsdicabki tate schedule/MO; :..,.a terminated by either Patty to Customer under ar►d, tto dma fbfed and at dm abere m senna d NT TO THE „ s Served not. Lass than 30 days b the desired; tentrinelion date:. 3 Customer aignasto or secure -far Camping- at Customer's expense, any on lOPertymword Or controlled, by Customerand!. preside suitable space on said premises for Matellationef fact s nass*stch rights-c4smy and- er, a r wry to provide eet* serge to Customer. 4. This agmement supersedes all porous agreements,written or verbal, balwesn Company and Customer for ahe,seMce sessure dem hrasin and shalt inure to 0* bark dead be binding tenon the eu€ acrd: of her+etrr, but nu by C shalt be bindkva upa. until aid iti wry by Con:Pany,ThAi-egteenield It 10 an pals and g mmetrtai and x p tans at Company's chisel now is effect or whites a ave. 5. Ya consideration o#' the c t t ilpade by Company to provide t st rG with an alternate.. A6ClPF BY COIMPIN4i1f ACCEPTED SY 'CUSTOMER: ( ,' Lower Colorado River Authority': Dais Sirod 5. ...feed for a load not. to exceed 1,500 kW, Cuatomer will agree in pay • to Compoot upon execution of this agreement the sum. of $136,736400. Payment of said Sum eedtlert Customer to an alternate feed kw a load trot to exceed IMO kW. &mkt Customer request an sherbet* feed for a load i# Men �f 1;500 kW or if Customer's load on the alternate feed exceed' 1,500 kW, Customer understands that a new Agreement for Electric Service, will berequired and Customer Aga= to pay etimpany for the costs amociated with providing such service in acc:ortiance with Company's 1ajftht Electric Service. • 6. Company shallprovide•service contracted for herein by means of two separate 14.4125 kv 7.2112.5 kv pad mounted auto transformers. The paint of delivery 313afl be thesecondary terminals of Companyei pad mounted• auto transfOrmers. Customer shall Install facilities in. such a manner as to provide a split bus comfiguration vdlich will not pool& the parallel connection of Company's transformers at any time under any condition. Customer Shall control the use of electric energy so that Customer's electrical load at the point of delivery Is reasonabiy balanced between transformers. Should Company determine that Customer's eqUipment is wrathg in a manner other than that permitted herein, Customer agrees to take corrective action -accessary to meet aforesaid conditloas of service. 7.. Company agrees to permit Customer's 300 HP and 125 KP Code 0 motors to be started with 80% reduced voltage start and crossline start respectively at a frequency of one (1) start per hour. Should operation of Customer's equVment In a manner other than that peraltred herein, cause unsatisfactory service as determined by Company, Customer must either disco:nine operation, of such equipment or provide contedve eqwpment, or jay company the cost of making additiore to or charges In Compaq's fac1t4e necessary to correct such condition. 8. Company shall -meter said electrical service at the 14.4/25 kv primary *e of Company'S auto transformers in lieu of die 7.2/12.5 kv secondary side (poiet tif delivery) and adjust kW and kWh =dings down 1% to =coat for transformer losses. • WO. ,.., . . am. ••••••w •••••=1= 111ELECTRIC November 6, 1996 Jim Chino Lower Colorado River P.O. Box 210 Austin, Texas 73747 RE; Week' Ceeeklbreeniti Ttentorett Pient - Invoice & Camara*. Dear Mr. Clem As per our telephoto conversation of November 4, 1996 and my telephone conversation of same date with Steve hew of the city of Round Rock, it is to my untbratemfing that the LCRA. and the City r.afRound Rock are completing negotiations net week concerning the traverse of Ron Rock's SOWage treabiltibt system to the Lat.& As 4. result, the LRA instead of lb* City Of Stated Rock will be signing the Agreement For Electric Service and paying the 3136,4736 two-way feed charge. Roch:l.;le's;Direetrequirementspor alone_ Works, dated Arne 17, ler996,emmulYseif tea rrnalsdownRauf For your review, have a copy of the lett fr soxo e kv) aide of the autarsomlbonen and the accountbe an the PthaalY (25 1 also want to make you aware that since TU Electric wili Seeondaryi, TIT Rhode. va, eaupaneate the kw willeed bekwhf°tfilagraPitale 944‘- 'Cl*erailllis Service Section 4.32.3 dill this Service Iteipdations' as filed with the T1 Public UuhalleVr Comillink6 (MC) of which I have also enclosed el" •C - Rate os, a no copy aw movie a copy. I am also enclosing a copy of * Service Regulations and information *Mit on -rite renewable energy altealbtivilb at per PUC Rule 23.441(cX3) for youtievaw. Finally, please Ind -enclosed invoke in the amount -of 3131 &maid them and payment 18664. 1 will ram one Electric. of the Agreement For Electric Simko and an jpon receiving signatures for the graneromas, please iuwoice to me at 203 W. Main, Rom& Rock, Texas ceighsda to you when approved and Aped by TU 203 liVii111404 Street Round Rock.Testan, 711164 Mr. Jim Chtrno 11/6/96 Should you have any questioneconeenung tin matter, please feel free tome at (512) 244.5310. -4 isstEnclesures cc: John Turner Larry Pressley/Tany Moore Bolr Fajbla/Paul Elkins John Starkey/Brady klehardson Jami TiVery Steve Wier/City, Engineer City offtuntRock 221 East Main Street Round Rock Texas 711664 410 2 Scott Schultz, P.E. Account Executive Round Rock District • November 19,1996 fun ammo Lower Colorado River Authority P.O:.807t120 Austin, Texas 78767 RID Brinks Creek Cowart Revision • Dar Mr. Clam; • weLecmic Treairnens alit ifizd #1-zpvPi that awe 11.1 ridittric be In my. leteir to you of -14. 1996,1 mend 00 ed mevenellsecondary7( 21=0=1.5 kv) onte "rWoVersic(24.500-1r) side of the attotratufonners in lieu of on the powt ofservicedelivitYseconi darythe linst2.5eadkv aside. and ihereforeatliusrthetheacckwountan4wdlkwhbregadisgsou Basel"' 'nle • &bey to be the 25 kv sido131""The service. PlinlarY service '1°1" "quire the " actist is because materbis mason TU Electric will meter on gm 25 kv gide Pont of these types ofautotanionnen*verthees, atitarantionnegton the 12.5 kv side' would require. rfal'itindaid inekaationand OA Section 4.112.3 of IT) Servke Inipdatims materingnie pstassrliallaPoiin of Sevenhekos, (Mt RAW it Regulatory Department has died that the delivery -accounts on. the secondary side, not vice -versa. In cases where we are setering secondary point of delivery nocininten the -primary side we need a contractual- agreement As a roe*. I have added se cover this. Please Smitten Please note ti Also, all of ihayasegraphs iblvard allibree oriMsIr paragraph to the Apemen fr Elea* Service to revised oriOnala of the Aweement For Electric to be, signed and dated by an appospriate back side seed to be initiale. d and dated. TUN Plow of the outstanding $116,736 itrobet to sae at 203 W. Mein, Round Rock Texas 7064. I will return one of these originals AOyou when &mewed and sisned by TO Stork 206 West *in Sweet Round Rook. Tams •711664 Mr. Jim ChM November 19, 1996 "Should you have any questions 'concerning this matter, please feel free to ad me at (512) 2441-5814. I apologize for any confusion this may have caused. AslEnclosures cc: John Turner Larry Pressley/Tony Moore Bob Faikus/PaulWit John Starkey/Bradygichardson bfike-Shitrburne Frank Roommates Joni Tillery Steve 1411er,City Engineer City of Round Rock 221 East Main Street Round Rock, Texas 74604 • 2 cott Sghuitz, P.E. Account Executive &mod Reck District 4 UOMM COLORADO 1 0." g.0 E00 0ENE RICHARDSON. M300 414 14. — 11 11' 4..,,AP.= I.,1-10 ii..) ii,... I i i 1 1 i 1 1 i 1 t 1 i 1 i 1 V I 1 t4 1 I 0 1 a go i 4 I — i 5 ' >1 ,.. . 41 W 30 f -17 it: f'-'; (41 $x ;'' o •g &lot I Pin 1 0 i 0 04 0 1 41,/ i 01-td1 .0 4112 11- 0 1 FS 1-0. Ib I . 0. i 7. 0 I O 410 Wtla to i..4i.......1 t**1ft Jai: ' ...... t 0 A. 4 1W 1 ,... 11. 4- 6 I I* 11 1 1J-0.0 V W IA," ..,',,4• 1 O i at ...:1 40 N 4 I,— 1 01,0.0_ 101....0 .3 1> -.tor. 0-io- 4 ow ot,,=,-oa 14 411 ' -, 201 aaot of-xo 1.w t t.toit.w: roirtt.), 04via.a.r0 a.-,aX 0 zi 010 utovr-r 1•-,Z O ..41AMX_-i" i, 1 0- V O r.i 4 ko 44 oI„i0 nP. O a otWx- a ooiat 0204' apa.otalaz . Aii0i/-w 1 O ViAiOu0,-W 0 OIEUIrm40 I 1 O 1 I 1 1 O 1 i 1t O 1 0 -... 11 O 01 1101 1I O WF4 (4- 1 1 . X 1 X 12 I 12 a I al S 1 : 4 I 1 1 4 4. >1 1 41 o a- 1 4 I M I 14 t -aa i I 01 - O 1 1 i aat a 11 . .. 2 i 2 F.- 1 I 241 21- 1 D. siv . • oio 0 O 1... t... w...146 1 1 X I 1 4 I . 4 1 X 1 4 ...0 1 X -II,- I TOTAL REQ. AMT RFQ N0NRERt e w R. D. UHRICH ASSISTANT VICE PRESIDENT ROOM 1100, 1416 DODGE STREET OMAHA, NEBRASKA 661791100 (402)271.3753 FAX (402) 271-5493 UNION PACIFIC RAILROAD COMPANY CONTRACTS & REAL ESTATE DEPARTMENT Mr. Geoff Mathews, Attorney Lower Colorado River Authority P.O. Box 220 Austin, Texas 78767-0220 January 27, 1997 694-81 AAR/DOT No. 439 682D J. A. ANTHONY DIRECTOR .CONTRACTS 8 JOINT FACILITIES D. D. BROWN DIRECTOR -REAL ESTATE J. L. HAWKINS DIRECTOR -OPERATIONS SUPPORT D. H. LIGHTWINE DIRECTOR-FEAL ESTATE W. R. ULRICH DIRECTOR -FACILITY MANAGEMENT Re: Assignment of Agreement Audit Number CA88381 for Construction, Maintenance and Use of a Private Road Crossing on Railroad Property at Milepost 157.90 on the Austin Subdivision, in Round Rock, Williamson County, Texas Dear Mr. Mathews: This letter is in response to yours dated October 23, 1996, requesting the Railroad's consent to the assignment of the above -referenced agreement now in effect with the City of Round Rock to the Lower Colorado River Authority. The Railroad has no objections to this assignment; however, we would prefer to use our standard form of assignment instrument. Enclosed are three originals of an Assignment to transfer all rights contained the above -referenced agreement from the City to the LCRA. Please arrange for execution of all three counterparts of the Assignment by authorized representatives of the City and LCRA. Then retum all three counterparts of the Assignment to me in the envelope I have provided. After full execution, two original counterparts of the Assignment will be retumed to you. I have on file LCRA's check number 1800666 in the amount of $500 and will apply this as the administrative handling charge for the Assignment upon your return of the originals to me. If you have any questions conceming this Assignment, please contact me at (402) 271-2343. Sincerely, ItAat, &lac, MILLI SCHEER Contracts Representative cc: Doug Woods Spring • i g602,3X32 `� DOC# 9655284 BRUSHY CREEK REGIONAL WASTEWATER TREATMENT FACILITIES BILL OF SALE AND ASSIGNMENT The City of Round Rock, Texas, a home rule city, ("Seller/Assignor"), for and in consideration of the sum of Ten and no/100 dollars ($10.00) and other good and valuable consideration paid to Seller/Assignor by the Lower Colorado River Authority, a conservation and reclamation district of the State of Texas ("Buyer/Assignee"), the receipt, adequacy and sufficiency of which are hereby acknowledged, hereby SELLS, ASSIGNS, TRANSFERS, CONVEYS and DELIVERS unto Buyer/Assignee, its successors, personal representatives and assigns, all of Seller/Assignor's right, title, interest and obligation in and to the following: 1. Assets. (i) All of the pumps, pipes, tanks, motors, fittings, valves, meters, equipment, materials, chemicals, furnishings, and other fixtures of Seller/Assignor and the Seller/Assignor's wastewater treatment facilities in Williamson County, Texas comprising all the necessary components for fully functioning wastewater treatment facilities located at the West Plant Site and the East Plant Site (excluding ongoing construction related to expansion of the East Plant pursuant to that certain construction contract, including change orders, between Round Rock and Craig, Sheffield, and Austin), including without limitation all of the items listed on Exhibit "A" attached hereto and incorporated herein as the "Fixtures"; (ii) all computer programs, software, and electronic files, if assignable, and other tangible assets of Seller/Assignor listed on Exhibit "A" as the "Programs"; (iii) the stock, parts, chemicals, tools and equipment listed on Exhibit "A" as "Inventory" which items are to be sold and accepted without warranty or recourse of any nature, and (iv) all plans, specifications, reports, shop drawings, correspondence, warranties, manuals, and records related to the foregoing (collectively referred to herein as the "Assets"). A. The "East Plant Site" is that certain 31.372 -acre tract of land described in the deed from Elizabeth Ann Rossow, individually and as Administrator of the Estate of August Gene Rossow, deceased, dated August 24, 1979, recorded at Volume 768, Page 648 of the Williamson County Deed Records (the "Round Rock Tract"), which tract is out of the Joseph Marshall Survey, A-409, Williamson County, Texas and that certain 1.935 -acre tract of land all as more particularly described in the deed from Seller/Assignor to Buyer/Assignee of even date herewith. B. The "West Plant Site" is that certain tract of land consisting of 9.637 acres, more or less, out of the P. A. Holder Survey, Abstract No. 297, Williamson County, Texas, more particularly described in the deed from Seller/Assignor to Buyer/Assignee of even date herewith. 2. Contracts. To the extent assignment is permitted by law, (i) all contracts (other than that certain Agreement for Operations, Maintenance, and Management Services for the City of Round Rock, Texas, by and between Seller/Assignor and Operations Management International, Inc. dated November 1, 1995), option rights, permits, certificates, licenses, #4259 ORIGINAL OFFICIAL RECORDS WILLIAMSON COUNTY, TEXAS 03 1 W • reimbursement rights, deposits, water supply, utility service, service agreements, warranties, goodwill and other intangible assets of Seller/Assignor including any security or deposits associated therewith which are related to the ongoing operation and ownership of the wastewater treatment facilities of Seller/Assignor (excluding any such items related to the above -referenced ongoing construction of the expansion of the East Plant); (ii) all liens, security interests, deposits and letters of credit and other matters pledged to secure the obligations or performance of any party under such contracts or agreements of Seller/Assignor; and (iii) any indemnities, covenants, representations, warranties, claims, actions or rights of reimbursement owned or held by Seller/Assignor, (collectively referred to herein as the "Contracts") including but not limited to those more particularly described on Exhibit "B" attached hereto and incorporated herein for all purposes. 3. Permits. The following permits issued to Seller/Assignor by the Texas Natural Resource Conservation Commission ("TNRCC") or the United States Environmental Protection Agency ("EPA") which are to be transferred to Buyer/Assignee and the Brazos River Authority: TNRCC 10264-001 (West Plant) 10264-002 (East Plant) EPA TX0075167 (West Plant) TX0101940 (East Plant) The Assets, Contracts, and Permits are collectively referred to herein as the "Regional System Assets." Seller/Assignor warrants that it owns all right, title, and interest in and to the assets, permits, and contracts conveyed hereunder. With respect to the tangible assets conveyed pursuant to this Bill of Sale, Seller/Assignor and its successors are hereby bound to warrant and forever defend all and singular such assets to the Buyer/Assignee and its successors and assigns against every person whomsoever lawfully claiming or to claim the same or any part thereof. This Bill of Sale and Assignment is made pursuant to, and as satisfaction of, the obligations of Seller/Assignor under that certain Agreement for Acquisition of Wastewater System Assets dated July 12, 1996, and the Supplemental Agreement dated July 12, 1996, between Seller/Assignor, as seller, and Buyer/Assignee, as purchaser. Buyer/Assignee expressly assumes the obligations of Seller/Assignor under the Contracts which arise after the date of this assignment. 04289 -2- • • Through the Agreement for Acquisition of Wastewater System Assets and the Supplemental Agreement, along with the Wastewater Disposal Contract dated July 12, 1996, the Seller/Assignor intends to sell, assign, transfer, convey, and deliver to Buyer/Assignee, all of Seller/Assignor's right, title, and interest in and to the Assets, Contracts, Permits and similar items related to the "Regional System Assets," as such assets are defined in this Bill of Sale and Assignment, thereby facilitating Buyer/Assignee's creation of a regional wastewater treatment and disposal system. The parties agree to cooperate in the creation of such a system, and to the extent that other agreements and/or documents may need to be executed to effectuate the purpose of this transaction, the parties agree to negotiate such agreements in good faith and to execute such documents in a timely manner. IN WITNESS WHEREOF, Seller/Assignor and Buyer/Assignee have caused this Bill of Sale and Assignment to be executed as of the dates set forth below. SELLER/ASSIGNOR: THE CITY OF ROUND ROCK, TEXAS By:, Charles Culpepper Mayor N4289 _3- BUYER/ASSIGNEE: LOWER COLORADO RIVER AUTHORITY ph , P. . anger, aterCo Division • • ACKNOWLEDGMENT STATE OF TEXAS COUNTY OF WILLIAMSON This instrument was acknowledged before me on this /.t' day of C���/ , 1996, by Charles Culpepper, Mayor of the City of Round Rock, Texas, a home rule city, on behalf of the said city. ==r'°, GONNA SFHIAEY • : lw}_7i i Notary P tb!.ic, State c' Texas b✓j My Cor.mus:rn e:rirac OCT. 21-1. 19117 Notary Public, State of Texas Printed Name of Notary My Commission Expires: STATE OF TEXAS- § G COUNTY OF )t -r €40 -A - § This instrument was acknowledged before me on this /0 day of 4 , 1996, by Joseph J. Beal, Manager of the WaterCo division of the Lower Colorado River Authority, a conservation and reclamation district of the State of Texas, on behalf of the said conservation and reclamation district. NA t pry ,,'.� Noo P :,.ii r My Texas I; .•::% . OCT, {8. iq:.,7 !i 14289 r Notary Public, State of Texas Printed Name of Notary My Commission Expires: .4 - RECORDERS MEMORANDUM All or parts of the text on this page was not clearly legible for satisfactory recordation. O 0 0 V .1 J 02.4400 V 0 1• 00 • • Y N M3702t 00 s a O 2 1 is '411 sal KOL[KOH 'iKSl 0 4 m • R W00 N N w ▪ WW o0 1. 0 c 0 0 0 0 0 e a e 0. 0 0 0 0 0 WW • 000 000 2200000020 O O O O O O e Jc� J'yny► O 0000 0 090 LI !- 0 3 0 Id • z 0 66 •i .i W liggi 1 ▪ a g ▪ i i a 70 a. 10 1 O Y r M •. 1+ w 2 w w w q Y 0 0 Y N 0 • 0 O 0 M • r • - O O 0 0 0 0 0 1 0 0 •, 0 0 • Y 10 Y N N N N • O 0 O 2 • • • 02 N N N PPM 00000 M 00 0 • w w w g w O 0 0 0 0 Q 01 Y N w Y 0 • ▪ 10 V • • .1 J • • • • p N N• low Y • V N Y • Y N 0 0 0 .3 J • .+ N ♦ y N • li N 0 71 V N Y • Y •p 10 Y • ▪ ▪ • • ".•N O O Y 0 0 N • • • O N • J V 0 O N • O V 0 • • V 0 0 J O O Y J 0p pe S O 0 0 0 r 0 0 0 0 2.0 V 0 Y • O • • J J • d J N N N N • • • ..•• • 01010 N Y M M•I•i w w • • w J 0 • w • 909401.40' 0 0 0 0 0 0 O N • O 0• •40012 • • • N O 0 0 0 O 0 0 0 V O Y Y Y Y • EXHIBIT A C F Y t1 E 2 �0 S D O 11 N 3 0 • it s II 4o r O n e0 a � g ot MOLVIJ3eraa0 O R 1 !6/60 -.56/01 S C n n O RECORDERS MEMORANDUM AU or parts of the text on this page was not clearly legible for satisfactory recordation. fs/oC/60 J0 ow 0 0 4 RJ.11GOr WUia 14LJ7[J.1► BJacex uaxta Ler rual 8 uouepuo= tiolorisues sod Xpeop lou se*t ailed s!qJ uo lxa alp jo sued so nv IVIRENVVOICIPI sagaJo3ax OATS: os/ s/S6 F a aV < F 0 en P. a a 0 „ n f4 0 n t n4 A a G 8 ■ A 0. 0.1 x- 4 a 4 V A 0 • 0 DRPRRCIAT[Ot[ DRPRRC[AT[ON O 4 a E5 B O a p g 0 0 O 204.800.2i 40- 11 0` L. if Denim U% 04. VV 3333L,33�t`I1 111 3333333a lOsal 0000 0 0 0 00 0 0 0 0 0 O :1.• . C 0 O O O O N P et la wo .w. .4 0 0 O w V O n w A O • 0 q O A • V V r 0 n O n O 00 O . n n = n P N O aO n Y n• n v 0 N n O n N 6 Y y • • • n V w Y C N w A n 111 - n n w Y n •N 0 O O O O 00000 n 0 0 n 0 et N 0 N N 0 O O O O • n . . n '. 0 0 O 0 0 N N O = e.r V M •••••O • N A N •0 r ' O V p0 N a Y V .• 0 P N n 0 0 . V 0 • • 0 0 a w Y N ...7.:,:r7 n • ` Y n. A O N 06 w O H N w a el n 1 n 4. N a w O V n O n O - 0 0 N 0 0 0 0 C ail .00 • N O w a O OOOOOO n n . O O O M n 1 n . .0 w O •a n 4 n O O . a G r n w n a n N _ . n V • • ii 0 V 0. 0 0 20610106L22 O O 0 O O 0 0 e e 0 0 0 0 e 0 0 0 0 O O n . O .. .. O O n 0 0 .1 . 0 0 0 O .. N N 0000.0.0.0.00.0 s Ai C n 6 n t ii -191E sN F Yi y •� ate` Z. 1 �5lS 6:: Q.. N ^ N 10 N n M n N r r N N r N •Y. N N 1 V A n „ 0 0 0 0 0 0 0 0. 0 0 0 .0 0 0 OO O O 'o g e e a o 0 w 0 0 0 0 0 .. 0 • 0 - 0 0 O. wn n . n w d 0 a 0 0 F& F.is" a .I tal. 4.3 0 At 11 t3 4 44 0 0 e fi • g a g t 2 0 e7 0l sawn MAC SUPPLY TO A/C n n n O 0 . /IIID AMBITS DATE; 09/26/96 as Of a9/30/9f •tiossecuomu ,Vme;ssass Jo; *peal 4gJvap Sou SVM peed spauo au) atp;o sued 11 x^=11 HX IKf1GNVSOyriaW swamp -al O 1 O O pr .. 7 i 10/95 - 09/96 DIPRBC[RTIO11 e 0. R 141a13z33.z%13 SEES 8 n n n• o O o e o r r o w n w N w r r r r r A A - n • 1%. tkj 14 4010.44.441044 N N N P. N 00000000000000 I; i e 4 i v Ii 4 10 1 1V i i r A A A O 0.00000.41004.4 r r A A Sp O- ww •O• O O w o w • O O w N M w w w N w Sre re N w a1 N N N • • w A 1. • 0 r 0 e w N^ r r r A♦ O O N N w r M n• A A w A H V N • • A + R w e O O O O O O O O O O O M N N O N N A y1 N N ✓ r r r =1 A • 4 O O •• w O w O• • N A Y M M w Al r N w O A 1O• n • • N 14 n T PI r O ✓ a • A w = = w A A N w N N N w w w N r ; : r• A n ▪ ♦ ♦ n r In • r n n w Sub -ental o w r o w 0 o r w n N o • n 1 • • w i 4 A 0040 d O A AI r w y Ai 0 O L at Sub -total A 1 • .► • 10 2000000000 0 0 • 0 O O G A r n A r d A • Ii • M Y V A 0 11.��� 41- - - - - d d O O O O O O O 000000000000..0 1: O O O • 0 - • , ss 2 p 0 0 0 C tl 8 O r r n ♦ n r 01 w O ad ▪ 0 ▪ ▪ ./ N ♦ r▪ d n A A N n w O 0 O .1 O. O 201]5342 20610006112 20630006112 70610006117 2067000'112 20620004112 d A N N N r r w w w _ • i e 8 S IL 4 ■ S a 4 IQ ▪ • • IN • s gM s Y 40 A 10 • P V • f h r • 1.100.4 w O O O O O r r r • v A A A N f O w T w w 1 p11771: 69 /254,6 uuuxpioaai dwioe;spec Jo} *gal iiinaio iou SUM oSed sap uo MI a p Jo stied IW PrICINVIMPEDI SITS IVOOMI un rft 09/.10/9i a g t C.ce 1 r 10/95 - 09/96 h 4 Y O re x u 0 C 0 a g 6 � � s 6 • 0 31 255,219.21 127,609.61 17.014.62 0 r 15.700.56 ✓ 0 0 r r• 0 0 e0 • 0 • 0 • • • O O • 0 0 e o 46026010 46026061 0 6.446,775.52 1,676,147.04 Sub -total n P N O n O PI N N O r V n a4tu 124,000.00 O 0 0 0 0 M O 0 0 0 •1 N N N 197,692.00 • 0 V II RR -IX? 206,6,2.00 r o w n h 00 0 0 0 0 0 .i •+ a 0 0 0 V P w N P r• - P n r 0 n N n 40P n ▪ M r• 0 N • N n - r P 0 0 0 0 J { RP M N n p Y i el O 0 0 0 0 O 0 0 0 0 V M ••N ✓ V 17452914 57652916 24652916201 0 • • N 0 • r r 0 0 0 0 p O 0 O 0 O 0 so al O 0 O 0 r V V P .i P • 0 0 O O Fl P 0 ri P P F •tt a os • R 3 0 1. • • • 9,446.320_64 2.676.726.42 0 • .. 0 A s • EXHIBIT B CONTRACTS 1. Public Road Crossing Agreement No. 88381 dated August 22, 1986, by and between the City of Round Rock and the Missouri Pacific Railroad (predecessor in interest to the Union Pacific Railroad). THE STATE OTTERS coiwvOFIELU usp1 TilsIsfaM!Oeat alado0aa ewasR EDand RECORDEDMLN OM* Pink Roods of OdIIMeow rno Aoo& en M dtla and lime orn 96 033`-32 COUNTY WILLIAYSON COMMY. Tow.. DocI$ 9655284 II Pages: 9 Date : 10-16-1996 Time : 04:25:05 P.M. Filed & Recorded in Official Records of WILLIAMSON County, TX.. ELAINE BIZZELL COUNTY CLERK Rec. $ 25.00 C- om c&7 ; RESOLUTION NO. 190 WHEREAS, it is necessary to conStruct railroad crossing warning signals at the Regional Wastewater Treatment Plant Site; and WHEREAS, Union Pacific Railroad has submitted an agreement which will permit the construction of said warning signals; and WHEREAS, -the City Council wishes to approve and execute said agreement and pay the required fees; Now Therefore BE IT RESOLVED BY THE COUNCIL OF THE CITY OF ROUND ROCK, TEXAS That the Mayor of the City of Round Rock, Texas, is hereby authorized and directed to execute on behalf of the City, an agreement to construct railroad crossing warning signals at the Regional Wastewater Treatment Plant Site, a copy of such agreement being attached hereto and incorporated herein for all purposes. RESOLVED this /p day of9i , 1986. ATTEST: NE LAND, City Secretary A,441 BIKE ROBINSON, Mayor City of Round Rock, Texas UNION PACIFIC RAILROAD COMPANY H. P. KNIPMEYER REGIONAL MANAGER CONTRACTS &JOINT FACILITIES 3547515 G. W. RANDOLPH ASST. REGIONAL MANAGER CONTRACTS &JOINT FACILITIES 3547524 The Honorable Mike Robinson Mayor City of Round Rock 214 E. Main Street Round Rock, Texas 78664 24123 ALDINE•WESTFIELD ROAO SPRING, TEXAS 77373 TEL AREA COOE 713 September 22, 1986 M. B. STEVENSON ASST. REGIONAL MANAGER CONTRACTS & JOINT FACILITIES 350-7517 R. K. JOHNSON JOINT FACILITIES AJOITOR 3547532 GWR - Crossing: PUBLIC: Round Rock, Texas The Regional Wastewater Treat- ment Plant (Brusly) Creek - MP 157.9 Dear Mayor Robinson: Attached, for the City's records, is original of Public Road Cross- ing Agreement No. CA -88381, dated August 22, 1986, covering a 33 -foot rubber pad crossing at Mile Post 157.9, in Round Rock, Texas. Sincerely, C LoX GWR:slb CITY OF ROUND ROCK'S ORIGINAL ROUND.ACC THIS AGREEMENT, executed in duplicate, t/U ij5r 01‘4L 1971, cby and between MISSOURI PACIFIC RAILROAD COMPANY, a Delaware corporation, hereinafter called "Railroad", and CITY OF ROUND ROCK, a Municipal corporation of the State of Texas, hereinafter called "Licensee", WITNESSETH: 1. Railroad hereby grants and the Licensee hereby accepts permission to construct, maintain and use, and allow Licensee's officers, agents, employees, licensees and invitees to use, the herein -defined Crossing, as a means of travel from one side to the other of Carrier's right of way, including any track at any time thereof, herein called "Premises", situated in Williamson County, near Round Rock, Texas. 2. "Crossing" means one certain roadway, extending across Premises and crossing at grade any intersecting track on Premises, together with all appurtenances to such roadway belong- ing, including, but not limited to, paving, grading, drainage structures and drains and requisite opening (and suitable gate therefor) in any fence located from time to time along either or each side of Premises. Crossing's center line shall intersect Carrier's main track at Engineer's Chainage Station 8338+58, Mile Post 157.9, near Round Rock. 3. Approximate location of Premises upon which Crossing is located is shown on Railroad's Texas District white print, File No. 4-250-85, dated March 5, 1985, last revised May 13, 1985, prepared in Office of District Engineer at Dallas, Texas, marked Exhibit "A", attached hereto as part hereof. 4. Licensee, furnishing necessary materials and performing necessary labor, shall provide Crossing complete in place under supervision and to the satisfaction of Railroad, except Railroad, as agent and at cost of Licensee, shall remove the existing crossing, renew ballast and cross ties, field weld rail joints and furnish and install subgrade filter fabric, 6 -inch perforated drains, rubber pad crossing, and flashing light signals with gates, for the lump sum of $96,000.00 payable in advance. 5. Licensee, at Licensee's cost, shall maintain Crossing suitable for use pursuant hereto and shall adjust Crossing to any physical change when and as made at any time in any property of Railroad. Anything required of Licensee here- under, including the time and manner of doing any work, each shall conform to the requirements of Railroad as well as of any governmental authority. Railroad may, acting for Licensee, furnish or do, and Licensee shall pay and bear the cost of, anything which, herein required of Licensee at any time, either shall not be furnished or done within ten days following Railroad's written request therefor or shall be undertaken by Railroad at the request of Licensee; 'and Licensee, on request, shall in advance deposit with Railroad the estimated cost thereof. If deposit be less than actual cost, Licensee shall pay difference; if more, Railroad shall repay difference. Licensee when return- ing this agreement signed shall pay to Railroad Fifty Dollars to cover administrative, clerical and handling expenses. Any other payment required pursuant to this agreement shall be made within twenty days following receipt of bill. Licensee shall pay (a) cost of all labor, including wages of foremen, plus 10% to cover accounting and supervisions, (b) vacation, holiday and health and welfare allowances of employees engaged in or connected with such work, (c) Railroad's cost price of all materials f.o.b. Railroad's rails, plus 15% to cover handling, accounting and transportation expense, and (d) excise taxes applicable to said labor and materials. 6. Licensee, at Licensee's sole cost and responsibility, shall provide and keep at Crossing such number of flagmen, having approval of Railroad, at such times as in Carrier's opinion shall be required to properly safeguard operations over Crossing. 7. Licensee shall promptly report to Railroad's repre- sentative any accident or casualty happening in or incident to the exercise by Licensee of the grant herein contained. 8. Licensee shall keep any snow, ice, earth, rock or other and different obstructions removed from about said Crossing, as well as keep the tracks of Railroad free and clear of earth, rock or other and different obstructions at said intersection by reason of Licensee's operations on or in the vicinity of said Crossing. 9. This grant is made by Railroad to Licensee subject to the right in Railroad, Railroad's servants, employees, patrons, lessees and licensees, hereby confirmed by Licensee, to use any or all of Crossing for or in connection with the operation by Railroad of Railroad's line of railroad and as access to Railroad's adjoining property, and Railroad shall, at all times, have the right to intersect Crossing at any place with any track. 10. Licensee shall and will, and does hereby agree to, assume and discharge, and indemnify and save harmless the Railroad, its successors and assigns, from and against, any and all liability, loss, cost or expense for or on account of injuries or fatalities to any person, including, but not limited to the officers, agents, employees, licensees or invitees of Licensee or Railroad, or damage to or loss or destruction of any of their or others' respective property, caused by, arising out of or incident to the provision,maintenance, operation, use, existence or removal of Crossing on Premises. 11. Term hereof shall begin with the date first herein, - before written and continue thereafter until concluded, as it may be at any time, (a) by expiration of thirty days following the - 2 - serving by Licensee on Railroad, or vice versa, of written notice of such being the intention, (b) by Licensee's failing for 20 days to cure any default after written notice thereof, or (c) at Railroad's election, without notice, by Licensee's non-use of Crossing for six consecutive months. Any notice of Railroad shall be deemed served when deposited, postage prepaid, in U.S. Mail, addressed to Licensee at the above address. Not later than last day of term hereof Licensee shall restore Railroad's premises to relatively their condition. before provision of Crossing. 12. Covenants herein shall inure to and bind the Licensee's successors and assigns and the successors and assigns of the Railroad provided: no right of. Licensee shall be trans- ferred or assigned, either voluntarily or involuntarily, except by express agreement acceptable to Railroad. Either party hereto may waive any default at any time of the other without affecting, or impairing any right arising from, any subsequent default. 13. Licensee, when returning this agreement to Railroad (signed), shall cause same to be accompanied by such order, reso- lution, or ordinance of the governing body of Licensee, passed and approved as by law prescribed, and duly certified, evidencing the authority of the person executing this agreement on behalf of Licensee with the power so to do and which shall certify that funds are available and have been appropriated for the payment of any sums agreed to be paid by Licensee hereunder. IN WITNESS WHEREOF, the parties hereto have duly executed this agreement as of the day and year first hereinabove written. WITNESSES: }� - ATTEST: MISSOURI PACIFIC RAILROAD COMPANY By K. .".•..iio••,1 Title: Pee Prteid .II CITY OF ROUND ROCK, TEXAS By/14..i‘'"(4- $ ` „_. Title: a'YlQyc Z ��U - 3 - 1. ' ! {.. 1 -rY 1 � '/.2w5... .L...$i'.VE.. .. - C Pwsnw.. .. . " a'hix..1`-s"'..'��y `w2".. Y :us i, j. ,•! n ts'Y. ,I - ry + Jos-t av T 6 MH =iY r.L . Pr.R Aa.4 ss R—A T p .,,{ (`P..F. e1�X?P�CM♦ •Te P.iea i.-.t, - - O..IJ7.S - - tr-1500� Se P..P. F/t .1, 1..�'�-;e— ~ _I_•L _- - ll�♦...'_ FL 3/L6�` T. Nt.f P.-61— C..a... ' _rJsw. in mLoc&fian Flan Loc, m Y Vi v r o SO of I I Ex h.61 H MISSOURI PACIFIC RAILROAD COMPANY TEXAS DISTRICT z+`x ao GvAp F.p.s.a ati.s� R" ,or "'}356"2 L• r wt MP OFFICE OF DtSTR:_T ENGINEER.OA,L,:i TEXAS_ !o G 4- 230-as SCALE `\ J DYYN.BY RLL' OTE .. ...' ......... ...... -... .... -... I 3-S59S N.B. fix.,,; Ra�.scd r 43.es rll - PL X 940206 Form Approved, AVP -Law PIPELINE CROSSING AGREEMENT Mile Post: 157.540, Austin Subdivision Location: Round Rock, Williamson County, Texas AUDIT )- 10 8 (4 Folder No: 01772-15 THIS AGREEMENT is made and entered into as of June 18, 1999, by and between UNION PACIFIC RAILROAD COMPANY, a Delaware corporation (hereinafter the "Licensor"), and LOWER COLORADO RIVER AUTHORITY, a Texas political subdivision, whose address is P.O. Box 220, Austin, Texas 78767-0220 (hereinafter the "Licensee"). IT IS MUTUALLY AGREED BY AND BETWEEN THE PARTIES HERETO AS FOLLOWS: Article L LICENSE FEE Upon execution of this Agreement, the Licensee shall pay to the Licensor a one-time license fee of ONE THOUSAND FIVE HUNDRED DOLLARS ($1,500.00). Article IL LICENSOR GRANTS RIGHT. In consideration of the License Fee to be paid by the Licensee and in further consideration of the covenants and agreements herein contained to be by the Licensee kept, observed and performed, the Licensor hereby grants to the Licensee the right to construct and thereafter, during the term hereof, to maintain and operate only a 50.8" municipal sanitary sewage pipeline crossing (hereinafter the "Pipeline") in the location shown and in conformity with the dimensions and specifications indicated on the attached print dated June 18, 1999, marked Exhibit A. Under no circumstances shall Licensee modify the use of the Pipeline for a purpose other than the above-mentioned, and said Pipeline shall not be used for any other use, whether such use is currently technologically possible, or whether such use may come into existence during the life of this Agreement. Article III. CONSTRUCTION, MAINTENANCE AND OPERATION. The grant of right herein made to the Licensee is subject to each and all of the terms, provisions, conditions, limitations and covenants set forth herein and in Exhibit B, hereto attached. Article IV. IF WORK IS TO BE PERFORMED BY CONTRACTOR. If a contractor is to do any of the work performed on the Pipeline (including initial construction and subsequent relocation or substantial maintenance and repair work), then the Licensee shall require its contractor to execute the Railroad's form Contractor's Right of Entry Agreement. Licensee acknowledges receipt of a copy of the Contractor's Right of Entry Agreement and understanding of its terms, provisions, and requirements, and will inform its contractor of the need to execute the Agreement. Under no circumstances will Licensee's contractor be allowed onto Licensor's premises without first executing the Contractor's Right of Entry Agreement. Article V. INSURANCE. Licensee is self-insured. Licensee agrees to send to Licensor annually, on each anniversary date of this License Agreement, a letter describing in sufficient detail Licensee's then current self- insurance program. (0 All insurance correspondence shall be directed to: Folder No. 01772-15, Union Pacific Railroad Company, Real Estate Department, 1800 Famam Street, Omaha, NE 68102. Article VL TERM. This Agreement shall take effect as of the date first herein written and shall continue in full force and effect until terminated as herein provided. Article VII. SPECIAL PROVISIONS — NONE IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed as of the date first herein written. UNION PACIFIC RAILROAD COMPANY By: ,`r 1, WITNESS X Representative LOWER COLORADO RIVER AUTHORITY Title MAY.11.1999 12:53PM LCRA WATER RESOURCES. NAITY WW LINE " PLACE ARADM INDICATING NORTH DIRECTION RELATIVE TO CROSSING q11 �e 43. 1 •-�..ZFT, Qi711� Lt a « -. iT. y , I11 ani S I sl West_ ��sr NO.369 p.6/6 WDM 0-041-11 REV. to - I-tS APPLICATION FOR ENCASED NON-FLAMMABLE PIPELINE CROSSING NO SCALE NOTE: ALL AVAILABLE DIMENSIONS MUST BE FILLED IN TO PROCESS THIS APPLICATION. lit 1 it r.l1 110e1' 4 vulgar,ran `d 1 o11tans use Ts•I1histTlall LI* 0111111/Ms "MTh 1111 110 l IuiM 4u. a OIt Twi[ TD A I.stK UR 11 I�I1s1 a1 so Tao" FT. ' FT. w11 ar:T 1 Ir.. 11M• 11 MAMA 1 G i • 2750 Ft 111 92. 30. 111111 E 1 EST chili WLSTI K1 1 1 1 !It r/r 1 • East T, Hutto 1.11 11.1 I.,_ TOSI CRA WALL OF M.P. 157.5 BRIDGE 5 IIT. (ID 1 14.0r 2411. 1 its R. WO snot 11•• NM 01 11 T. sussiost eYr 1 . 1•110 ImINVIMOSPOINIMMIOIMIZIPMNI • 111 11 1T.--.1 • fl 1111. ry. ...Ss. iT. -- UO►ts 14.311M 11NTM aame mum.) 11 ALL 111110TA1 01110111! Ts K dam AT 14111T AMA /M1 f♦ 1 AICI. II MUM /1 soma ono 4111 o 1110E Sr Mau ulsfl R awns sr se • is IT.. OS is /T.. MO 01/011111/ M 1111NO1.O11NFa►NV 11 111C1109 b /11111[ MIMI LOOM MIK 11 1510. 51 1111010 w 11111111013AMMILOS01111. g01.10.1 1.0MS•0111110110 10A. •. 11101 10*C111RATItt 091 11 1001? Mtn 1111T1LMTma11 IP 0111100 s10111L1 a 11 rat ,ICI1N n sr 1111111*. 1S AL1s106t 11111 oafs soma_Y4MI11 M 01110 •1/ MM ammo a /1OsraO AM1:3f Iain 1610 111/1. M moms. 51 515111 MP MOM MS 05111 M MUS A 11111110 w 1 qtr 11111111113 Darla 11001 NM 1YI& X11 111wsnuU MOM ' M011 •'0? vet WPM 11101 Wirt WL11 511t hue 1111. • STNICKNESSNG CHARTL Tt MUS talon VIS or Also At N� tram i se =I is .usr isr .Vtp Ir- . qTP it l r r. La a:: :armor tsr 1M -Jr vIr ae•-.r __ 1r -Ar t rsil��ilt I s . FO1R0L* TO HOOK CASING L10111 51711 gal eV GROSSING 014E11 TNAe INP ti 0 ytlNrmeT 1ST. AI IS PIPELINE CROSSING WHIN DEDICATED STREET t.TESi-.B.-NOI 61 1F TES, NAME OF STREET 71 DISTRIBUTION LINE OR TRANSMISSION LINE X 0 CARRIER PIPE : Municipal Sanitary Sewage COWOOITT TO OE CONY FR OPERATING PRESSUAF , PSI ■ALL THICKNESS 1 7A :DIAMETER. .84W'TERIAL EI CASIPALLITNICKNES3. .i01AMETER 60 MATERIAL S --steel I NOTE !CASING MUST NAVE r CL DETWEENAREATESe OUTSIDE DIAMETER OF CARRIER PIPE AND INTERIOR DIAMETER OF CASING PIPE. MEN FURNISHING DIMDISIONS, GIVE OUTSIDE OF CARRIER PIPE AND 114510[ OF cum PIPE. F1 METN00 OF INSTALLING CASINO PIPE UNDER TMCK151i --21..-010v SORE AND JACK tiiEt BORE NOT PERMITTFD1 1 TUNNEL :OMR Ill WILL CONSTRUCTION OE BY AN OUTSIDE CONTRACTOR'U�.YES:�-N0: NI DISTA C R L1 OF TRA0 TO CE OF 011 LAND JACKINGITS 111 Amm AT RIGHT ES TO TRACK 115, wrl 11 APPLICANT NAS CONTACTS) Mark Fthan 1 IBER OF PC E.�IIIOEs�i.�.�OOiES NOT I EXIARTMENT AND NAS ST KNIT? OFF NOM To eE PERFoR ED . TICKET N0. 1 nQwQn EXHIBIT "A" UNION _PACIFIC RAILROAD CO. • A ui1 . 11.10• M. P _ 157.54 E. S. ENCASED PIPELINE CROSSING AT jlou t...l Wi 11 i amson. Texas Lower _Colorado River Authority RR FILE NO. /77-? S DATF4-1 F"9g 11A4 110 1141.11115 s. R. ORYMIG1tISS 1Q1i11111 NAT SIII11010 0 OOtt at IA Min MINUS 1apt01i 50 1i1.T1O1 1F 1110 wig; H6i 1111111 1.60 1 1.4111 512 473 3551 may 11 1999 13153 .1,111 �- PAGE.06 PLX9s0112 • . !tree APPSAVNlaw MEM Section 1. 1, i r ON AND SUBORDINATION OF RIGHTS GRA[1'1 D. a) The foregoing grant of right is subject and suborditiat, to the prior and continuing right and obligation of the Licensor to w and maintainits entire popertyiochuding the right and power of the Licensor to construct. ma hair. repair, renew, use. operate, charge. modify or relocate railroad trach, sigma, communication, fiber optics, or other *Mines, pipelines and other facilities upon. along or across any or all pants of its property, all or any of width may be freely dons at any time or times by the Licensor without liavbt>ily to the Licensee or to any other party for compensation or damages. ..b) The foregoing grant is also subject to all outstanding superior rights (including those in favor of licensees and lessees of the Uc.mar's property, and others) and the right of the Licensor to renew and extend the same, and is made without covenant of title or for quiet enjoyment. Section 2. gc3NSTRUC ION. MAINTENANCE AND OPERATIO, a) The Pipeline shall be conetructed. operated. maintained, repaired renewed modified and/or reconstructed by the Licensee in strict ccefonndty withUnion Pacific Railroad Co. Common Standard Specification 1029 adopted November 1949, and all aanenchnents thereof and supplements thereto. which by this reference is hereby made a pant hereof, except as maybe modified and appaysd by the Licsnsor'h Vico President -Engineering Service.. In the event such Specification conflicts in art r spciwiththe requireeris of any federal. state or municipll law or regulation. such requirements shall govern on all points of conflict. but in all other respects the Specification shall apply. b) An work performed on property of the Licensor in connection with the construction. maintenance, repair, renewal. modification or reconstruction of the Pipeline shall be done to the sadlsfoclion of the Licensor. c) Prior to the commencement of any work in connection with the ocnstruction. maintenance. repair. renewal. modification relocation. reconstruction or remuoval of the Pipeline where it passes underneath Bath the roadbed and track or trades of the licensor, the Licensee shall submit to the Licensor plans setting out the method and manna of handling the . work ieduding the shoring and cribbing. if any, required to protect the Ucensoes operations. and shall not proceed with &e work until such plans haw been approved by the Vine President -Engineering Services of the Licensor and then the work shall be done to the satisfaction of the Vice President -Engineering Services or his authorized representative. The Licensor shall have the right, if it so elects, to provide such support as it may deem necessary for the safety of its track or trach during the time of construction, maintenance, repair. renewal. moderation. relocation, reconstruction or removal of the Pfpei[ess; card in the sent the Licensor provides such support the Licensee shall pay to the Licensor. within fifteen (15) days after bins shall have bean ie:cloned therefor, all expense incurred by the Licensor in connection tlnrewtth, which expense shall include all assignable costs. d) Thr .centre shall keep and rnaintadn the soil over the Pipeline thoroughly compacted and the grade son with the adjacent surface of the ground. Section 3. if an emergency should oris1 requiring immediate attention, the banee shall provide as much notice as radicchio b Uoereor beim* commencing ay work. In all other situations, the Licensee shall notify the Licensor at least ten(! days (or suchothsrtime as the Licensor may allow) in advance of the commencement of any work upon property of the Licensor in conmsdicawiththe construction, maintencurce, repair. renewal, modification. reconstruction relocation or removal of the Pipeline. Al such work shall be prosecuted diligently to completion. Section 4. LECIELISIzamtsauspzug The Licensee shall bear the entire cost and gens* incurred in connection with the construction maintenance. repair and mood and any and all modification sedsior, relocationn, removal or reconstruction of the Pipeline, including mw and all or otierwls� which may be incurred by the Licensor in connection Herewith for supervision. inspection. flag�g, rhumb Par 1d4 Ldeitg tt.X9$0112 • Pons Approved. AVP4AW Section 5. BElffpflaliaiLBELWATIONSSIBEMMAUZZEEM a) The license herein granted is subject b the needs and requirements of the Licensor in the operation of its railroad and in the impraveenent and use of its property, and the Licensee shall, at the sole expense of the Licensee. reinforce the Pipeline. or movie all or any portion of the Pipeline b such new local on as the Licensor may design:de. whenever. in the furtherance of its needs and requirements. the Licensor shall find such action necessary or desirable. b) A11 the terms, conditions and stipulations herein expressed with reference to the Pipeline an property of the /Lowson intim location hensinbe1ors described shall so far as tie Pipeline remains on the property. apply to the Pipeline as modified changed or relocated within the contemplation of this section. Section 6. NO INTERFERENCE WITH UCENSOR'S OPERATION. The Pipeline and all pants thereof within card outside of the limits of the property of the licensor shall be constructed and. at all times, maintained repaired renewed and operated in such manner as to cause no interference winnower constant, continuous and rmintenupted use of the trach. property and facilities of the Licensor, and nothing shahs done or suffered to be doe *the licensee at any time than would in any manner impair the safety thereof. Section 7. , a) Piker optic cable systems may be buried oaths Licensor's property. Protection of the fiber optic cable systems is of extreme importance since any break could disrupt service to users resulting in business interruption mrd low of revenue and profits. licensee shall telephone the licensor at 1.800.33B-9193 (a 24 -rola number) to determine if fiber optic cable is buried anywhere on the Licensor's premises to be used by the Licensee. If it is. Licensee will telephone the telecommunication company(ss) involved. arrange for a cable locator, make cQrcusgemente for relocation or other protection d the fiber optic cable. all at licensee's expense, and will commence no work on the right of way until all such protection or relocation has been accomplished. Licensee shall indemnify and hold the Lkensor harmless from and against ail cats, liability and espease whatsoever (including, without limitation; attorneys' fees. court costs and expenses) arising out of or caused in any way by Licensee's failure to comply with the provisions of tide paragraph. b) In addition to other indemnity provisions in this Agreement, the Licensee shall indemnify and hold the licensor handsel frau and against all costs, liability and expense whatsoever (including. without limitation attorneys' fees, court costs cmd sureness) canned by the negligence of the Licensee. its contractor, agents and/or employees. resulting In (1) any da:oage b or destruction of am telecommunications system an Iicensoe's property, and%or (2) any icy to or death of any person employed by or an behalf of any telecommunications company, and/or its contractor. agents and/or employees. on Ucenssor's property. except if such costs, liabdity or expenses are caused solely by the direct active negligence d the Licensor. Licensee further agrees that it shall not have or seek recourse against Licensor for any claim or cause of auction for alleged low of profits or revenue or loss of service or other consequential damage to a telecommunication company using Licensor's property or a customer or user of services of the fiber optic cable on licersor's property. Section 8. ©.MMS AND LIENS OR LABOR AND MATERIAL; Tom. a) The Licensee shall fully pay for dl nrahricds joined or diced to and labor performed upon property of tie Licenor in corracttonwith the cceshuction ma fence oe. repair. renewal modification or reconstruction of the Pipeline, ori shall nct permit re suffer any aechadcb or manddman's Urn of any kind or sabre to be enforced against the property for any work done or materials furnished thereon at the instance or request or on behalf of the Licensee. The licensee .hall indemnify and hold h>armlew the Licensor against and from any cad all liens, claims. demands, costs and expense. of whatsoever =nee tnanywaycarected with a growing out of such work doe, labor performed or materials furnished. b) The Licensee shall promptly pay or discharge all tasty. charges and assessments levied upon. in respect to, or cn n:coumt d the Pipeline, to prevent the sane from becoming a charge or Ben upon property cif the Licensor, and so that the taxa. charges and assessments levied upon or in respect to such property shall not be increased because of the location, construction or mainion mcis d the Pipeline arcaw improvement. appliancee or blur* corrected therewith placed upon such property, or on account of the Licensee's interest therein. Where such ton charge or assessment may not be separately made or assessed b the License but shall be included in the assessment d the property of the licensor, than I-+ the Licensee shall pay to the Licensor am squitcdole proportion of such kms determined by the vabe of the Licensee's property upon preppy of the licensor as compared with the entire value of such property. Co▪ a 1-r magas 1V phrme Pant 2 aro PLXND112 ' Pan Apprew4 AVP -Law w Section 9. PESTORATMN OFLl( 1 OR'S PROPERTY. In the went the Licensor authorizes the Licensee to tab down any fence of tie Licensor or in any Manner maw or disturb �w of the other property of the Licensor in connection with the construction maintenance, repair, renewal, modification, r constnxtion. relocation or removal of the Pipeline, than in that event the Licensee shaft as soon as possible and at Licensee's sole espsns% restore such fence and other property to the same condition as the same were in before such fence was taken down or such other property was moved or disturbed. and the Licenses shall indemnify and hold harmless the Licensor, its officers, agents and employees. against and from any and all liability, loss. damages, claims, demands, ccs is whomsoand expenses dver. nukes, whabouver count costs omd attorneys' fess, which may result from injury pe. or damage to ar loss or destruction of property whatsoever, when such injury, death, &nage, loss or destnactbn grows out of or arises from the taking down of any fence or the moving or disturbance of any ' other property of the L.tcsnsor. Section 10. a) As used (mils Section. licensor' includes other railroad companies using ter Licensor's property at or near the location of the licensee's installation and their officers, agents, and employees; loss' includes ba, damage. claims. demands. actions. coves of a>cUce, penalties, costs, and evening of whatsoever nature. including court costs and attorneys' fees, which may result from: a) injury to or death of persons whomsoever (including the L icensor's officers, agents. and employees, the Licensee's officers, agents. nerd employees, as well as any other person): and/or b) damage to or loss or destruction of property whatsoever (fig Licensee's property. damage to the roadbed„ tracks. equtpmenL or other property of the Licensor, ar property in its casts or custody). b) As a major inducement and in consideration of the license and permission herein granted, the licenses agrees to indemnify and hold haamlesss the Licensor from any Loss which is due to or arises from: 1. The prosecution of any work contemplated by this Agreement including the installation, construction. maintencown npait renewal modification reconstruction, relocation or nmavai of the Pipeline or any part theme'; or _ 2. The presence, operation, or use of the Pipeline ar contents escaping therefrom. except to the extent that the Loss is caused by ths,veimei direct negligence of the licensor. 00 Section 11. REMOVAL OEPIPE LINE UPON TERMINATION OF AGREEMENT. Prior b the termination of this Agreement howsoever, the Licensee shall at Licensee's sole expense. remove the Pipeline from those portions of the property not occupied by the roadbed and track ar tracks of the Licensor and shall restore, to the satisfaction of the Licensor, such portions of such property to as good a condition as they were in at the time of the construction of the Pipeline. If the Licensee fails to do the foregoing. the Licensor may do such work of removal and restoration at the cost and ammo of the Licensee. The Licensor may, at its option. upon such termination. at the entire cost and &sponse of the Licensee. remove the portions of the Pipeline located tiaderreath its roadbed and track or snacks and restore such roadbed to as good a condition as it was in at the time of the construction of the Pipeline, or it may permit the Licenses to do such work of removal and restoration to the satsioction of the Licensor. In the event of the reanova1 by the licensor of the property d the Licenses and of the restoration of tie roadbed and property as herein provided. the Licensor shall In no manner be liable to the Licensee for any damage sustained by the Licences& for or on account thereof, and such removal and restoration shads fano manner prejudice or impair any right of action for damages or otherwise, that the Licensor may have against the licensee. Section 12. WAIEMEharjai. The waiver by the Limner of the breach of any condition covenant or agreement herein contained to be kept. observed and performed by the Licensee shill in no way Impair the right of the Licerror to avail itself of any remedy for any subsequent breach thereof. - Pap 3afa 1' TLX 9s011a • Nos Approved AVP -Low Section 13. 1EB1. a) If the Licensee does not use the right herein granted or the Pipeline for one (1) year, or if the Licensee continues in default in the performance of any covenant or agreement heroin contained for a period of thirty (30) days after written notice from the Licensor to the Licensee specifying such default, the Lkersor mayt, at its option, forthwith faunedfadsly terminate this Agreement by written notice. b) in Wake b the Provision' d subpU4aproPh a) above, this Agreement may be terminated by written notice given by either party hereto to the other on any date in such notice stated. not Mss. however, than thirty (30) days subsequent to the date upon which such notice shall be given. • c) Notion of default mid notice of termination may be served personally upon the Licensee or by milling to the last known address of the Licensee. Termination of this Agreement for any reason shall not affect a tty of the rights or obligations of the parties hereto which may boas accrued or liabr1ities. accrued or otherwise, which may have arisen prior thereto. Seaton 14.AGBEEMEZMICOMEASEGIMM The Uconsee shall not assign this Agreement. in whole or in part, or any rights herein granted. without the written consent of the Licensor, and it is agreed that any transfer or int or attempted transfer or assignment of this Agreement err any of the rights herein granted, whether aoltmtary, by operation of law. or otherwise. without such consent in writing, shall be absolutely void and at the option of this Licensor. shall terminate this Agreement. Section 15. SUCCESSORS AND ASSIGNS. Subject b the provisions of Section l4 hereof, this Agreement shall be binding upon and inure to the benefit of the parties hereto, their heirs, executors. administrators. successors and assigns. • • ry • e PL X 940206 Form Approved„ AVP -Law AUDIT 02/o9/ % PIPELINE CROSSING AGREEMENT Mile Post: 157.540, Austin Subdivision Location: Round Rock Williamson County, Texas Folder No: 01755-18 THIS AGREEMENT is made and entered into as of April 29, 1999, by and between UNION PACIFIC RAILROAD COMPANY, a Delaware corporation (hereinafter the "Licensor"), and LOWER COLORADO RIVER AUTHORITY, a Texas partnership, whose address is P.O. Box 220, Austin, Texas 78767-0220 (hereinafter the "Licensee'), IT IS MUTUALLY AGREED BY AND BETWEEN THE PARTIES HERETO AS FOLLOWS: Artide I. LICENSE FEE Upon execution of this Agreement, the Licensee shall pay to the Licensor a one-time license fee of ONE THOUSAND FIVE HUNDRED DOLLARS (S1,500.00). Article II. LICENSOR GRANTS RIGHT. In consideration of the License Fee to be paid by the Licensee and in further consideration of the covenants and agreements herein contained to be by the Licensee kept, observed and performed, the Licensor hereby grants to the Licensee the right to construct and thereafter, during the term hereof; to maintain and operate only a 24" treated wastewater pipeline crossing (hereinafter the "Pipeline") in the location shown and in conformity with the dimensions and specifications indicated on the attached print dated April 28, 1999, marked Exhibit A. Under no circumstances shall Licensee modify the use of the Pipeline for a purpose other than the above-mentioned, and said Pipeline shall not be used for any other use, whether such use is currently technologically possible, or whether such use may come into existence during the life of this Agreement. Article M. CONSTRUCTION, MAINTENANCE AND OPERATION. The grant of right herein made to the Licensee is subject to each and all of the terms, provisions, conditions, limitations and covenants set forth herein and in Exhibit B, hereto attached. Article IV. W WORK IS TO BE PERFORMED BY CONTRACTOR If a contractor is to do any of the work performed on the Pipeline (including initial contraction and subsequent relocation or substantial maintenance and repair work), then the Licensee shall require its contractor to execute the Railroad's form Contracts Right of Entry Agreement. Licensee acknowledges receipt of a copy of the Contractor's Right of Entry Agreement and understanding of its teras, provisions, and requirements, and will inform its contractor of the need to execute the Agreement. Under no circumstances will Licensee's contractor be allowed onto Licensor's premises without first executing the Contractor's Right of Entry Agreement. Article V. TERM. This Agreement shall take effect as of the date first herein written and shall continue in full force and effect until terminated as herein provided. Article VI. SPECIAL PROVISIONS — NONE IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed as of the date first herein written. UNION PACIFIC RAILROAD COMPANY By: C Representative WITNESS X LOWER COLORADO RIVER AUTHORITY Title i •.MAR.24.1999 2:10PM MCRA WATER RESOURCES CEWATRLIN PLACE maw INDICATING NORTH Al DIRECTION RELATIVE TO CROSSING 40a gwurr itt NO SOME, AUDIT APPLICATION FOR ENCASED NON-FLAMMABLE PIPELINE CROSSING NO.595 P.5/6 D FORM 0R -0404-E REV. 10 -1-23 ,ie, • ?1 14 West - /R_164ouund Rock ' a- t.,ryyj Iat i Tow • 11�W .t i I 3 J �. 1 e11TI' t .La15 11' 1 PM " 2547`5 n, NOTE: ALL AVAILABLE DIMENSIONS MUST BE FILLED IN TO PROCESS THIS APPLICATION. O® 1715.1rMoi1 lT. ..1 2732.5 9?_. 30 . 00 i� i �q�1 "r1 "F I t Iraj sr i ea.i IrU SOI IlKE iM/11 I 0 =1$ I IU UST1 ! 'MI MOLTI"1 UK CIOSS1 "1 : -- BRI DGE_M. P. 157.5 5J FT. ��u`TM" •� WEST FACE OF WEST WALL WAD 111.0 0\ k a01.1.p M 1SL p OI1 1 17 £..tCLonna. NR mom swims. 0 17.15.1. Te • ►W► 1*"+t7 LIMt 1► ..0�1M0� 1 ILiT.---.rs:. aFt. Ylr. 11/T 1 s.. r... }T�•-� 11. r1 .ag5.o 11.1'fry -�um) (15 F/. mi.) who Pr 50 151.x. 1r East Hutto 1111 111.■0.41 w 15 r.• --q M------ 250,* n•• ..1►e11 - ,.T. 1 .Lc 1MIS�.T1L outman 7a k •us$5c ►Io511 r.11•a1y115 1LOP1 PrPdlr61 N 1. Oli41.4 l 1.,0" tmaine TIE 151100 ar MOW mem" P."1 / 15 mar. •.1F 15Tn" LINT W 1111151 01 MIS 1 10111f•e. 115 11100 Map 110rooms Ie50 MOM 11%. O$1IIC w �fw. !• 01510 01 IN' 1151 SC 101 M WO 1J1.1110 NTMI. 1 M 111 5.11.715?. M 1145 /R 111511.1 514 4. sr ormsams. sr 11 t Flee atirl warse1N of lobar pooW N imam • 15 M i mawsel mg 01 MOMS*04SICTS to ng au mai M f1 5511110 A 151010 oat am eC PL1t A imam /i $ Ka O/1a In [111Th" 510O1 writ ebLL •11 mama SL01Y0 511511 • 1 MU Or NI anTl. riSp @?IO R1SLi 0[ 1110 Otelk Pi IS PIPELINE CROSSING WITHIN DEDICATED STREET 4 TES;_.&...N0, ♦® STEEL come NALL THICKNESS CHART p/ 71101131. ° 1INCteP1ML .101 1/4- Ii- 011 (.ESO .7111` i/lr OIEa Iri - .1750' S' sv Ir-ir .1m- phi- 5515 tr- r . ioO0: l,r OYER >rri .li7!i11r OVER sr -or 5110` Ur 0111 •r -sr _IMO 4r Iv a.m. ca { 15�7j37 FOMAIL1 TO FIRM CASINO LENGTI OIT1I &MOLE 05 MSS INC 07511 71115 151 WS If TES. NAME OF STREET DISTRIBUTION LINE OR TAANsmISSION LINE X CI CARRIERPIPE' comma; TO Treated Wastewater OPERATING PRESStIRONVETEq 51 d 1,15 r *ALL THICKNESS•DIAMETER 24" ;MATERIAL JroA : El CASING PIPET 111.1. TSIcKNtSq. 911611 4DIMIETEN__.3611 own iAL- steel I NOTE )CASiN$ MAST MANE 21 CLEARANCE SEMEN GREATEST OUTSIDE DIAMETER OF CARRIER PIPE AND INTERIOR DIAMETER OF CASING PIPE. WIN FURNN�ISHING DIINIEENSIONS. GIVE OUTSIDE OF FI OMETN OFI INSTAALLINND NGGICASING PIPE ' P TRAC1I Sl: X On BORE AND JACK LVET DORE NOT PERUIT'1E0I 1 TUNNEL 1 OTHER C) WILL ANCOCNsTTRucTC�IEONNTRCC `BrN1AAN oUTTsp?OE CoNNTKEACTOR7_AYg_____Nol NI JAcl PITSS NHAN *FAWNEDO�a NIGHT TONGIES FACE OC TRACK soltp ANO II APPLICANT HASM�CONTACTED Mark Etbalj 5.)e ria) OF U. P. CONIUNI CAT I ON DEPARTMENT Ai0 HAS DE INED F IDEq NORRCTOABEEE,PEPERF,•ORMEOO . T I CkE? ? 5 { 1 VICINITY OF A YIonT, 1 EXHIBIT "A" eras ander 1 /1.• UNION PACIFIC RAILROAD CO. Jct1�v`. :1V 1 �1ti.w. M. P 157.54 E. S. fi 35.)1 lot ENCASED PIPELINE CROSSING AT Rorer d Rock W i l l -IT on Texas . .14. 1 111511* I ower Cp1er Auth0ri tar, RR FILE NO. DATE9- -C1i - ?4' ora.o v alLILLALI 1I ILL Miie(05, 11 S. IMm)IAti0 0 111101► Nil? awT+elo15 IS 511' 11011 711 INV EMU ►01+71155 1 11 55101 5171[ �y1�, 1101'O1►Sis.i i Moo 74 tg99 14:09 512 473 3551 ---;r' PAGE.05 � • PL X91011: rens Annoyed. AVP -Law Section 1. Lth§TATION AND SUBORDINATION OF RIGHTS GRANTED. a) The foregoing grant of right is subject and subordinate to the prior and continuing right and obligation of the Licensor to use and malrdab its entire property including the right and power of the Licensor to construct maintain repail% renew, use, operate, change, modify or relocate railroad trach, signal, communication fiber optics, or other wirelines, pipelines and other facilities upon along or across any or all parts of its property. all or any of which may be freely done at any time or times by the Licensor without liability to the licensee or to any other party for compensation or dar nagss. b) The foregoing greed is also subject to all outstanding superior rights 0w -hiding those in favor of licensees and lessees of the L icensor's property. and others) and the right of the Licensor to renew and extend the same. and is made without covenant of title or for quiet enjoyment Section 2. CONSTRUCTION. MPJN 1 1ANC:E AND OPERATION, a) Tie Pipeline shall be constructed operated, maintained repaired. renewed. modified and/or reconstructed by the Licensee in strict conformity with Union pacific Railroad Co. Common Standard Specificcdion 1029 adopted November 1919. and all amendments thereof and supplements thereto. which by this reference is hereby made a port hereoL except as maybe modified and approved by the L icersor's Vice President -Engineering Services. In the event such Specification =filch in lay respect with the regtdrements of any federal, stoats or municipal law or regulation such requlre:nints shall govern on all points of conflict, but in as other respects the Specification shall apply. b) All work psrforrned an property of the Licersorirr connection with the construction. madntenaroe, repel mewl modificationor reconstruction of the Pipeline shall be done to the satisfaction of the Licensor. c) Price to the commencement of any work in ccanection with the construction, maintenance, repair, reamed, modem relocation reconstruction or removal of the Pipeline where it paste underneath the roadbed and track or troch of the Licensor, the Licensee shall submit to the Licensor plans setting out the method and maruer of handling the work krhrat;ng the shoring and cribbing, if any. required to protect the Licensor operations, and shall not proceed with thew rk>stilsuch plans haw been approved by the Vice Services of the Licensor and then the work shall be done to the satisfaction of the Vice Services or his authorised representative. The Licensor shall have the right, if it so elects, to provide such support as it may deem necessary for the iadity of its track or tracks during the time of constructlon maintenance, repair, renewal, modification relocation reconstruction or removal of the Pipeline, and in the event the Licensor provides such support the Licensee shall pay to the Licensor, within fifteen (15) days adder bids shill have been rendered therefor. all expose incurred by the Licensor in connection therewith witch expense shall include all assignable costs. d) The Licensee shads !Deep and maintain the soil over the Pipeline thoroughly compacted and the grade even with the adjacent surface of the ground. Section 3. NOTICE OF COMMENCEMENT dT OF WORK. If an emergency should arise requiring immediate attention. the Licensee shall provide as much notice as procurable b licensor bebre commencing any work. In all other situations, the Licensee shall notify the Licensor at least ten (10) days (or such other time as the Licensor may allow) in advance of the commencement of any work upon property ofthe Iinens* in cornectionwithtie construction maintsnanco. repair, renewal modifications, reconstruction relocation or removal of the Pipeline. All such work shall be prosecuted diligently to completion. Section 4. The Licenses shall bear the entire cost and expense incurred in connection with the construction maintenance. repair and rmnswad and aryard all modification revision relocation. removal or reconstruction of the Pipeline. including any and di aping* which may be incurred by the Licensor in connection therewith for supervision inspection or otherwise. tyrl44 F�'�'nB FL X980112 Form Appow4 AVp.Lsw Section 5. a) The license herein granted is subject to the needs and requirements of the Licensor in lire and in the improvement and use of its property, and the Licensee shall. at the sole operationLicensee, of its railroad Pipeline, or mow all or any portion of the Pipeline to such new location as the Licensor of the mote, whenever. reinforce the furtherance of its needs andmay designate, whenever, in the requirements, the Licensor shall find such action recasray or desirable. b) All the terms. conditions and stipulations herein expressed with reference to the Pipeline on property of the Licensor in the booties hersinbsfore described shalt so far as the Pipeline remains on the property, apply to the ane as modified, charged or relocated within the contemplation of this section. Section 6. No INTERFERENCE WM LIC NSOR'S OPERATION. The Pipeline and all parts thereof within and .outside of the limits of the property of the Licensor shall be constructed and, at all times, madntadred, repaired. renewed and operated in such manner as to cause no interference whadaosver with the constant, continuous and uninterrupted use of the tracts, property and facilities of the Licensor, and nothing shalt be done or suffered to be done by the Licensee at any time that would in any manner impair the safety thereof. Section 7. PROMOTION OF FIBER OPTIC CABLE SYSTEMS, a) Fiber optic cable systems maybe buried on the Licensor's property. Protection of the fiber optic cable systems is of extreme importance sine arty breads could disrupt service to uses resulting in business interruption and loss of revenue and profits. licensee shall telephone the licensor at 1-800-336-9193 (a 24-hour nrnber) to determine if hbwr optic cable is buried anywhere on the Licenser's premises to be used by the Licensee. If it is, Licensee will telephone the telecommunications company(es) involved, arrange for a cable locator. make arrangements for relocation or other proteetionof the fiber optic cable. all at licensee's expense. and will commence no work on the right of way until all such protection or relocation has been accomplished. Licensee shall indemnify and hold the Licensor haorniess from and against all cats, liability and expense whatsoever (including, without limitation, attorneys' fess, court costs and expenses) arising out of or caused in any way by Licensee's failure to comply with the provisions of this paragraph. b) In addition to other indemnity provisions lo this Agreement. the Licensee shall indemnity suet hold the Licensor harmless from and against all costs. liability and expense whatsoever (including. without limitation, attorneys' fees, court costs and expenses) caused by the negligence of the Licenses, its contractor, agents and/or employees, resulting in (1) any dunnage b or destruction of any telecommunications system on licensor property, and/or (2) arty injury to or death of any person employed by or on behalf of any teiecommumdcatlons company, andbr its contractor. agents and/or employees. on Licensor's property, except if such costs, llabfilty or expenses me caused solely by the direct active negligence of the licensor. licensee further agrees that it shall not have or seek recourse against Licensor for cry claim or cause d action for alleged loss of profits or revenue or loss of service or other consequentlad damage to a telecommunication company using Licensor's property or a customer or user of services of the fiber optic cable on Licensor's property. Section 8. CLAIMS AND L1E JS FOR La R AND hyla rAr . TAXE& a) Tie licensee shall hrltiypay for oil materials joined or affixed to and labor performed upon property of the licensor inconrecti nwtthere oonetructbn, maintenance. repair. renewal, modification or reconstruction of the Pipeline. and shall not permit or sufbrany mechanic's or matsrlalmanh lien► of any kind or nature to be enforced against the property for any work dons or ma to ials furnished thereon at the instance or request or on behalf of the Lieeasee. The licensee shall indemnify and hold harmless the licensor against and from any and all tiers. claims, demands. costs and expenses of whatsoever rntusein anyway connected with or growing out of such work dare, labor performed, or materials furnished. b) The licenses shall promptly pay or discharge all taxes, charges and assessments levied upon, in respect to, or ona000urd of the Pipeline to prevent the sante from becoming a charge or lien upon property of the Licensor, and so that the tares. charges and assessments levied upon or in respect to such property shall not be increasedbecause of the location construction or maintenance of the Pipeline or any improvement appliance or fixture connected therewith placed upon such property, or on account of the Licensee's interest therein. Where such too . charge or assessment may not be separately made or assessed to the Licensee but shall be included in the assessment of the property of the Licensor, than the Licenseeshadl pay to the licensor an equitable proportion of such taxes determined by the value of the Liccnsse's property upon property of the Licensor as compared with the entire value of such property. Pap 2 d4 ET H FLX9SO1i2 Fors Approved. AVP -Lew Section 9. J ES1ORATION OF LICENSORS PROPERTY hi the event the Licensor authorizes the licensee to take down any fence of the licensor or in caw manner mow or disturb any of the other property of the Licensor In connection with the construction maintsnance, repair, renewal modification, reconstruction relooaiion or removal d the Pipeline. then in that event the Licensee shall. as soon m possible and at Licensee's sole expense, restore such fence and other property to the same condition as the same were in before such fence was taken down or such other property was moved or disturbed and the Licensee shall indemnify and hold harmless the licensor, its officers, agents and employees. agahst and from cow and all liability, loss. damages, claims, demands, cosh aid expenses ofwhatsoever nature, including court costs and attorneys' fees, which may resuh from injury bar death of persons whomsoever, or damage to or loss or destruction of property whahoewr, when such injury, death damage, loss or destruction grows out of or arises from the tang down of any fence or the moving or disturbance of any other property of the Licensor. Section 10. IMMIX a) As used in finis Swam on, ¶.icensor' includes other railroad companies using the Licensofi property at or rear the location of the Licensee% instillation and their officers, agents. and employees: 'Loss' includes loss. damage. claims, demands, actions, causes of action panadties. costs. and expenses of whatsoever nature, including count costs and attorneys' fees, which may result from: a) injury to or death of persons whonnoever (including the Licensor's officers, agents, and employees. the Licensee's officers. agents, and employees, as well as any other person); and/or b) dannage to or loss or destruction of property whatsoever (including Licensee's property, damage to the roadbed tracks. equipment, or other property of the Licensor, or property in its care or custody). b) As a major inducement and in condderation of the license and pemtsdon herein granted the Licensee agrees to indemnify and hold harmless the Licensor from any Loss which is dui to or arises from: 1. The prosecutor% of any work contemplated by this Agreement including the installation construction mandsrrance, repair. renewal. modification, reconstruction, relocation, or removal of the Pipeline or arty part thereof or 2. The presence, operation, or use of the Pipeline or contents escaping therefroma, except to the extent that the Loss is caused by the ssis.sesinired negligence of the Licensor. DO Section 11. jaE fOVAL OF PIPE IINE UPON TERMINATION OF AGREEMENT, BGG Prior to the termination of this Agreement howsoever. the Licensee shall at Licensee's sole expense, remove the Pipeline from those portions of the property not occupied by the roadbd and track or tracks of the Licensor acid shall restore, to the sdlsfaction of the Licensor, such portions of such property to as good a condition as they were kat t the time of the construction of the Pipeline. If the Licensee fails to do the foregoing. the Licensor may do such work of removal and restoration at the coal and expense of the Licensee. The Licensor may. at its option upon such termination at the entire cost and expense of the Licensee. remove the portions of the Pipeline located urdeneathl its roadbed and track or hacks and restore such roadbed to as good a condition as it was in at the time of the construction of the Pipeline, or it may permit the Licensee to do such work of removal and restoration to the satisfaction of the Licensor. In the event of the removal by the Limner. err of thspoperty d the Licensee and of the restoration of the roadbed and property as herein provided the Licensor shall in no manner be liable b the Licensee for any damage sustained by account dosed, and such removal and restoration shall in no manner prejudice or impair any right of action Ice damages. or otherwise. that the licensor may have against the Licensee. Section 12. WAIVEI:OF BREACH. The waiver by the Licensor of the breach of any condition covenant or agreement herein contained to be kept observed and performed by the Licensee shall in no way impair the right of the Licensor to avail itself of any remedy for arny subsequent breach thereof. I-+ W Ori Far 3 al F. it 13 • FLX910112 Pao Aprovr4 AVNLaw Section 13. Englingla. a) 1f the Licensee does not use the right herein granted or the Pipeline for one (1) year, or if the Licensee continues in default in the performance of any covenant or agreement herein contained for a period of thirty (30) days atter written notice from the Licensor to the Licensee specifying such default. the Licensor may. at its option. forthwith immediately terminale this Agreement by written notice. b) In addition to the provisions of subparagraph a) above, this Agreement may be terminated by written notice given by either party lamb to the other on any date in such notice staled, not leas. however, than thirty (30) days subsequent to the date upon which such notice shall be given c) Notion of default and notice of termination may be served personally upon the Licensee or by mailing to the last known address of the Licensee. Termination of this Agreement for any reason shall not affect any of the rights or obligations of the parties hereto which may have accrued. or liabilities. accrued or otherwise. which may have arisen prior thereto. Section 14. AGREEMENT NOT TO BE ASSIGNED. T .Licenseeshall not assign this A is.sn.t, in whole or in part, or any rights herein granted, without the written consent of the Licensor, and it is agreed that any transfer or assignment or attempted transfer or assignment of this Agreement ar carpi the right, herein granted, whether voluntary. by operation of law. or otherwise, without such consent in writing, shall be absolutely void and. at the option of the Licensor, shall terminate this Agreement. Section 15. $UOC£SSORS AND ASSIGN$. parties hSubject ein, their to the provisions feof Section14 hereof. this Agreement shall be binding upon and inure to the benefit d the administrators. successors and assigns. , PLXDOC 940206 Form Approved, AVP -Law PIPELINE CROSSING AGREEMENT Mile Post 160.02, Austin Subdivision Location: Round Rock, Williamson County, Texas 205250 Folder No. 1573-73 THIS AGREEMENT is made and entered into as of the - % day of ni , �p� 199 )41 1, by and between UNION PACIFIC RAILROAD COMPANY, : :'• • ation (herein the Licensor) �'*�,.,i* and LOWER COLORADO RIVER AUTHORITY, a municipal corporation to be addressed at P. O. Box 220, Austin, Texas 78767-0220, (hereinafter the Licensee). 1T IS MUTUALLY AGREED BY AND BETWEEN THE PARTIES HERETO AS FOLLOWS: ARTICLE 1 - LICENSE FEE Upon the execution of this Agreement, the Licensee shall pay to the Licensor a one-time license fee of ONE THOUSAND DOLLARS (S1,000.00). ARTICLE 2 - LICENSOR GRANTS RIGHT In consideration of the license fee to be paid by Licensee and in further consideration of the covenants and agreements herein contained to be by the Licensee kept, observed and performed, the Licensor hereby grants to the Licensee the right to construct and thereafter, during the term hereof, to maintain and operate 14 an underground UNCASED7' pipeline crossing for conveying municipal sanitary sewage only (hereinafter the Pipeline) in the location shown and in conformity with the dimensions and specifications indicated on the attached print dated June 24, 1997 and marked Exhibit A. Under no circumstances shall Licensee modify the use of the pipeline for a purpose other than conveying sanitary sewage, and said pipeline shall not be used to convey any other substance, any fiber optics, or for any other use, whether such use is currently technologically possible, or whether such use may come into existence during the life of this Agreement. ARTICLE 3 - CONSTRUCTION. MAINTENANCE AND OPERATION The grant of right herein made to the Licensee is subject to each and all of the terms, provisions, conditions, limitations and covenants set forth herein and in Exhibit B, hereto attached. ARTICLE 4 - IF WORK IS TO BE PERFORMED BY CONTRACTOR If a contractor is to do any of the work performed on the Pipeline (including initial construction and subsequent relocation or substantial maintenance and repair work), then the Licensee shall require its contractor to execute the Licensor's fonn Contractor's Right of Entry Agreepggg. Licensee acknowledges receipt of a copy of Contractor's Right of Entry Agreement and understanding its term, provisions and requirements, and will inform its contractor of the need to execute the Agreement. Under no circumstances will Licensee's contractor be allowed onto Licensor's premises without fast executing the Contractor's Rigbt of Entry Agreement. 157373.plx Articles of Agreement November 11, 1997 Page 1 of 3 PLX.DOC 940206 Form Approved, AVP -Law ARTICLE 5 - INSURANCE Folder No. 1573-73 The Licensee, at the Licensee's own sole cost and expense, shall provide to the Licensor a Certificate of Insurance certifying to the effectiveness of insurance as follows: a). General Public Liability providing bodily injury and property damage coverage with combined single limit of at least $1,000,000 each occurrence, a portion of which may be self-insured with the consent and approval of the Licensor. The Licensee will also provide to the Licensor a Certificate of Insurance issued by its insurance carrier confirming the existence of such insurance and that the policy or policies contain the following endorsement: Union Pacific Railroad Company is named as an additional insured with respect to all liabilities arising out of the existence, use or any work performed on or associated with the Pipeline located on the Railroad right-of-way at Mile Post 160.02 on the Austin Subdivision at or near Round Rock, Texas. b). Such insurance shall be endorsed to provide contractual liability assumed by the Licensee under this Agreement, and that coverage shall not be canceled or changed without giving thirty (30) days' prior written notice to: Folder No. 1573-73 Joan Preble, Contract Representative Union Pacific Railroad Company 1416 Dodge Street, WP001 Omaha; Nebraska 68179 c). Utile Licensee named in this Agreement is a public entity subject to any applicable statutory tort laws, the limits of insurance described above shall be the limits the Licensee then has in effect or which is required by applicable current or subsequent law, whichever is greater, a portion of which may be self insured with the consent and approval of the Licensor. ARTICLE 6 - TERM This Agreement shall take effect as of the date fust herein written and shall continue in full force and effect until terminated as herein provided. ARTICLE 7 - SPECIAL PROVISIONS None. 157373.plx Articles of Agreement November 11, 1997 Page 2 of 3 PLX.DOC 940206 Form Approved, AVP -Law Folder No. 1573.73 IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed as of the date first herein written. .UNION PACIFIC RAILROAD COMPANY By: WITNESS: it INTRA" NTRACT REPRESENTATIVE 157373.p1x Articles of Agreement Page 3 of 3 November 11, 1997 1 lI i PLACE ARROW INDICATING NORTH DIRECTION RELATIVE TO CROSSING 'eV/ ROCIL 11C11113T1r1C"IM Apt' 6 4PAr ir 1/. FORM DR -040.s -B REY. tO -0-93 APPLICATION YOR ieNCASED NON-FLAMMABLE PIPELINE CROSSING NOTE: ALL AVAILABLE DIMENSIONS MUST BE FILLED !N TO PROCESS THIS APPLICATION. NO SCALE Al'3 In FT. O -/OOFT. OMLon 3as) ATMSF3�II S) IllAdj As X90 • O ac;* ./..--$ (I IIN saws .0oiillr) 1 . : 1 ' : 1 4;t \EPA• FACE OF MGT B4C 1 Rso`IR� P1�AasJc� I 73;gt 10111u10E I. 01 TI1room mato L)N 47,04 , s IMP ?NIS C11i1d1 11110 IN Al. GABS. Al LO:A.toms NOT MING SECT10o. DISTANCE e TO a 4.1411. WHIP LUNE IS 01011011) (31.1011111 PrIMMTE SOS IFCTI 1 SU I N1.. OIST . i hal 3.T. }�-'oo I miaowI 37�sT. 14. CIT Nlr.) FT. {7o R. loos) SEA LASING 4 MPS .IRC t S/• N.T. • L. } /OFT. 1 01Go 5 nig 11) _ TNSIh y 1N1MpT R I 6001.10 1141:3111 s r.: r 79 --+r- 1S a PT. � 1 {L/..tn_ tons t =�Z- i�ltioln 1. ALL 101 IDMA. O{SMOSS.T0 R L4ENE9 LT 01907 NOLO P001 f R M0. 2: cams 10 07100 mato 11E ea, 1tYR AT 0108 40001 TM QTR OP 01 • :0 R.. • >e PT.. .le Mee LUNT 0< 1131L1310 11017- P -rt tP lr*5ONPR, 10 Nom nem &0Gfl' MS105 OP nM. T. NINIW/ OP 10• 013. T0K DS at an 1410.3.10 951301. 5 1r 3n 00.11017. 011 6001 310 3.1701101 3014. 4. Siam, QPOCEOR*Ttyi DIST R •90'01? SPINS IN.TALJT101 11. IY11A1M9 310710.3 3R IN 110 71513101 OP !1033106. &amo111ELE raw 00,41SV$ maw 01ot31LLS 01 011011; 5 01 0010 PASSIM 3 011001/30 MOATS 19175 0340 Nall. ON wants. GI 039110 3M MOOD .IPO am R PL1Cm 3 WNIIW OP 1 rum 3..07 TN SPIST10s 01111 OPTI5 010.. .lN 104745100 1Ot0E9 OMAN _ S PET OP TIE 01117!10 PiRR OTTIC IJtt 001 01 NN0 00. !A) IS PIPELINE CROSSING wITNIN DEDICATED STREET ? Rastas LOOM OM AMC P1P11INC.) IF YES, NAME OF STREET DISTRIBUTION LINE OR TRANSMISSION LINE CARRIER PIPE : COMMODITY TO BE CONVE YC MWN/ JPAL SANITARY *wEirgPrf OPERATING PRESSURE vv PSI MALL THICKNESS" 71IAYETER •MATERIAL %d CASING PIPE : 1�r' WALL THICKNESS` ;OIAMETER;MATERIAL NOTE :CASING MUST NAVE 2° CLEARANCE BETWEEN GREATEST[ OUTSIDE DIAMETER OF CARRIER PIPE AND INTERIOR DIAMETER OF CASING PIPE. WHEN FURNISHING DIMENSIONS, GIVE OUTSIDE OF CARRIER PIPE AND INSIDE OF CASING PIPE. METHOD OF INSTALLING CASING PIPE UNDER TRACK:St: :fEEDRT BORE AND JACK IWET BORE NOT PERMITTED) ; TUNNEL; OTHER WILL CONSTRUCTION BE BY AN OUTSIDE CONTRACTOR?YES_; u : DISTANCE FROM CENTER LINE OF TRACK TO NEAR FACE OF BOR NG,A D JACKING PITS WHEN MEASURED AT RIGHT ANGLES dn. MP STEEL CASING WALL THICKNESS CHART 0151111.13 TNICANESS CASING PIPE 34S ovait-)r OYER ar-zr OVER loo -2r OVER Er -3r OVEN Se -sr own sr -.r OVER 1r MIST SE APPROVED 99? 11.R. CO. Wad&PINSS Y1Eg.NOAN IELO STRENGTH OF 35.000 PS 1. FORMA.A TO FI GIME CASING LENGTH CM ANGLE OF CROSSING OTHER THAN 110• 5 A SIN 5 M!N.C15:. {OTE 23 TES;�JIO: EXHIBIT "A" w 11 T.,U.IP root an 11/1/104.)11/1/104.)11/1/104.)PACIFIC RAILROAD CO. ,/ -4154- Seib 13.1,11 131 M. P 160. G 2 E. S. rC'iS cASED P;�,LINg, CROSSING AT 13�T rJR' . _ iNM/11 MOO /M 'f'l f E RR FILE N0. �s� 3 DATE CI 2,'Y7 TO TRACK APPLICANT HAS CONTACTEDMAIM FTs$ T1CtEr 116. 24dEEi3 12""" OF U. P. COMtUN ATION DEPARTMENT AND NAS DETERMINED FIBER 1 OPTIC CABLE -.`DOES ; DOES NOT • MIT IN VICINITY OF WORK TO BE PERFORMED . TICKET NO. 7.664=Y3 • A 11 K I N G IN 41LL 01138 01. 7. IWI 0VM0■IT MIT R 00101!101 !N ram 01 4N► SIM 19 01.1131110 D101f02 n0 L00AT101 r stool OTIC CARL PTY[ 3 $-000.31/-5113 /42C(14-1c� /ZG/98-`cCr►a-.. c 0,f4.10 0.6 Fr PI. x96ous Form Approved, AVP -Law MEM Section 1. jtATION AND SUBORDINATION OF RIGHTS GRAND. - (a) The foregoing grant of right is subject and subordinate to the prior and continuing right and obligation of the Licensor to use olid maintain its entire property including the right and power of the Licensor to construct, maintain, repair, renew, use, operate, change, modify or relocate railroad tracks, signaL communication, fiber optics. or other wireline, pipelines and other facilities upon, along or across any or all parts of its property, all or any of which may be freely done at any time or times by the Licensor without liability to the Licensee or to any other party for compensation or damages. (b) The foregoing grant is also subject to all outstanding superior rights (including those in favor of licensees cmd lessees of the Licenrsor's property, and others) and the right of the Licensor to renew and extend the same, and is made without covenant of title or for quiet enjoyment. Section 2. CONSTRUCTION. MAINTENANCE Rip OPERATION. (a) The Pipeline shall be constructed, operated, maintained repaired renewed, modified and/or reconstructed by the Licensee in strict conformity with Union Pacific Railroad Co. Common Standard Specification 1029 adopted November 1949. and all amendments thereof and supplements thereto, which by this reference is hereby made a part hereof, except as may be modified and approved by the Licensor's Vice President -Engineering Services. In the event such Specification conflicts in any respect with the requirements of any federal, state or municipal law or regulation, such requirements shall govern on all points of conflict, but in all other respects the Specification shall apply. (b) All work performed on property of the Licensor in connection with the construction, maintenance, repair, renewal, modification or reconstruction of the Pipeline shall be done to the satisfaction of the Licensor. (c) NOT to the commencement of any work in connection with the construction, mairntenaance, repair. renewal. modification. relocation, reconstruction or removal of the Pipeline where it passes underneath the roadbed and track or tracks of the Licensor, the Licensee shall submit to the Licensor plans setting out the method and manner of handling the work. including the shoring and cribbing, if any, required to protect the Licensor's operations, and shall not proceed with the work until such plans have been approved by the Vice President -Engineering Services of the Licensor and then the work shall be done to the satisfaction of the Vice Presided -Engineering Services or his authorized representative. The Licensor shall have the right, if it so elects, to provide such support as it may deem necessary for the safety of its track or tracks during the time of construction. maintenance, repair. renewal. modification, relocation, reconstruction or removal of the Pipeline, and, in the event the Licensor provides such support, the Licensee shall pay to the Licensor, within fifteen (15) days after bills shall have been rendered therefor, all excpense incurred by the Licensor in connection therewith, which expense shall include all assignable costs. (d) The Licensee shall keep and maintain the soil over the Pipeline thoroughly compacted and the grade even with the adjacent surface of the ground. Section 3. klOTICE OF COMMENCEMENT OF WORE. If an emergency should arise requiring immediate attention, the Licensee shall provide as much notice as practicable to Licensor before commencing any work. In all other situations, the Licensee shall nobly the Licensor at least ten (10) days (or such other time as the Licensor may allow) in advance of the commencement of my work upon property of the Licensor in connection with the construction, maintenance, repair, renewal, modification. reconstruction. relocation or removal of the Pipeline. All such work shall be prosecuted diligently to completion. Section 4. The Licensee shall bear the entire cost and expense incurred in connection with the construction, maintenance, repair and renewal orad any and all modification, revision, relocation. removal or reconstruction of the Pipeline, including any and all expense which may be incurred by the Licensor in connection therewith for supervision, inspection, flagging, or otherwise. prx.acb Vase I of 4 Exhibit B PL X 960425 ' - Fan Approved, AVP -Law • Section 3. - RE1rJP RGNE1T. RELOCATION OR REMOVAL OF 1NE (a) The license herein granted is subject to the needs and requirements of the Licensor in the operation of its railroad and in the improvement and use of its property, and the Licensee•shall, at the sole expense of the Licensee, reinforce the Pipeline, or move all or any portion of the Pipeline to such new location as the licensor may designate, whenever, in the furtherance of its needs and requirements, the Licensor shall find such action necessary or desirable. (b) AU the terms, conditions and stipukdions herein expressed with reference to the Pipeline on property of the Licensor in the location hereinbefore described shall, so far as the Pipeline remains on the changed or relocated within the contemplation of this section. Section to the Pipeline as modified Section 6. NO INTERFERENCE_WLTH LICENSOR'S OPERATION. The Pipeline and all parts thereof within and outside of the limits of the property of the licensor shall be constructed and at all times„ maintained, repaired, renewed and operated in such manner as to cause no interference whatsoever with the constant, continuous and uninterrupted use of the tracks, property and facilities of the Licensor, and nothing shall be done or suffered to be done by the Licensee at any time that would in any manner impair the satiety thereof. Section 7. PRQTECFION OF FTER OPTIC CABLE SYSTEMS. (a) Fiber optic cable systems may be buried on the Licensor's property. Protection of the fiber optic cable systems is of extreme importance since any break could disrupt service to users resulting in business interruption and loss of revenue and profits. Licensee shall telephone the Licensor at 1-800-336-9193 (a 24-hour number) to determine if fiber optic cable is buried anywhere on the Licensors premises to be used by the Licensee. li it is, Licensee will telephone the telecommunications oompa ny(ies) involved, arrange for a cable locator, math arrangements for relocation or other protection of the fiber optic cable, all at Licensee's expense, and will commence no work on the right of way until all such protection or relocation has been accomplished. Licensee shall indemnify and hold the Licensor harmless from and against all costs, liability and expense whatsoever (including, without limitation, attorneys' fees, court costs and expenses) arising out of or caused in cm way by Licensee's failure to comply with the provisions of this paragraph. (b) In addition to other indemnity provisions in this Agreement, the Licensee shall indemnify and hold the Licensor harmless from and against all costs, liability and expense whatsoever (including, without limitation, attorneys' fees, court costs and expenses) caused by the negligence of the Licensee, its contractor, agents and/or employees, resulting in (1) any damage of any telecommunications system on Licensors property, and/or injury to a' troth of � person (2) to byodestruction employed or on behalf of any telecommunications company, and/or its contractor, agents and/ar employees, on Licensor's property, except to the extent that such costs, liability or expenses are caused by the direct active negligence of the Licensor. Licensee further agrees that it shall not have or seek recourse against Licensor for any maim or cause of action for alleged loss of profits or revenue or loss of service or other consequential damage to a telecarununication company, using Licensors property or a customer ar user of services of the fiber optic cable on licensors property. Section 8. CLAIMS AND LENS FORI.ABOR AND MATERIAL: TAXES. (a) The Licensee shall fully pay for all materials joined ar affixed to and labor performed upon property of the Licensor in connection with the construction, maintenance, repair, renewal. modification or reconstruction of the Pipeline, and shall not permit or suffer any mechanic's or materialmaon's lien of any kind or nature to be enforced against the property for any work done or materials furnished thereon at the instance or request ar an behalf of the Licensee. The Licensee shall indemnify and hold harmless the licensor against and from any and all liens, claims, demands, costs caul expenses of whatsoever nature in any way connected with or growing out of such work done, labor performed or materials furnished. (b) The licensee shall pnxnptlypay or discharge all taxes, charges and assessments levied upon, in respect to ar an account of the Pipeline, to prevent the scone from becoming a charge or hen upon property of the Licensor, and so that the tares, charges and assessments levied upon or in respect to such property shall not be increased because of the location, construction or maintenance of the Pipeline or any improvement, appliance or fixture connected therewith placed upon such property, or on account of the Licensee's interest therein. Where such tar. charge or assessment may not be separately made or assessed to the Licensee but shall be included in the assessment of the property of the licensor, then the Licensee shall pay to the licensor an equitable proportion of such taxes determined by the value of the Licensee's property upon property of the Licensor as compared Owl plx.cxb Page 2 of 4 Extabit B O 1�+ Fr+ PL X 460425 Fano Approved. AVP -Law with the entire value of such property. Section 9. RESTORATION OF LICENSOR'S PROPERLY. In the event the licensor authorizes the Licensee to take down any fence of the Licensor or in any mauler move or disturb arty of the other property of the Licensor in connection with the construction, maintenance, repair, renewal, modification, reconstruction, relocation cc removal of the Pipeline, then in that event the Licensee shall. as soon as possible and at Licensee's sole expense, restore mach fence and other property to the same catditian as the same were in before such fence was taken down or such other property was moved or disturbed and the licensee shall indemnify and hold harmless the Licensor, its officers, agents and employees, against and from any and all liability, loss, damages, claims, demands, costs cad expenses of whatsoever nature, including court costs and attorneys' fees, which may result from injury to or death of persons whomsoever, or damage to or loss or destruction of property whatsoever, when such injury, death, damage, loss or destruction grows out of or arises from the taking down of any fence or the moving or disturbance of any other property of the Licensor. Section 1D. JIMILEa. (a) As used in this Section, 'Licensor* includes other railroad companies using the Licensor's property at or near the location of the Licensee's installation and their officers, agents, and employees; Ross' Includes loss. damage, claims, demands, actions, causes of action. penalties. costs, and expenses d whatsoever nature, including court costs and attorneys' fees, which may result from: (a) injury to or death of persons whomsoever (including the Licensor's officers, agents, and employees, the Licensees officers, agents, and employees, as well as any other person); and/or (b) damage to or loss or destruction of property whatsoever (htchtding Licensee's property, damage to the roadbed tracks, equipment, or other property of the Licensor, or property in its care or custody). (b) As a major inducement and in consideration of the license and permission herein granted the Licensee agrees to indemnify and hold harmless the Licensor from any Loss which is due to or arises from: 1. The prosecution of any work contemplated by this Agreement including the installation, construction, maintenance, repair, renewal, modification, reconstruction, relocation. or removal of the Pipeline or any part thereof; or 2. The presence, operation, or use of the Pipeline or contents escaping therefrom, e except to the extent that the Loss is caused by the sole and direct negligence of the Licensor. to the extent allowed by applicable law. Section 11. 1304,f0VAL OF PIPE UNE UPON TERMINATION OF AGREEMENT. Prior to the termination of this Agreement howsoever, the Licensee shall, at Licensee's sole expense, remove the Pipeline from those portions of the property not occupied by the roadbed and track or tracks of the Licensor and shall restore, to the satisfacticn of the Licensor, such portions of such property to as good a condition as they were in at the time of the construction of the Pipeline. 1f the Licensee fails to do the foregoing, the Licensor may do such work of removal and restoration at the cost and expense of the Licensee. The Licensor may, at its option, upon such termination. at the entire cost and expense of the Licensee, remove the portions of the Plp.Ilne located underneath its roadbed and track or tracks and restore such roadbed to as good a condition as it was in at the time of the construction of the Pipeline, or it may permit the Licensee to do such work of removal and restoration to the satisfaction of the Licensor. In the event of the removal by the Licensor of the property of the Licensee and of the restoration of the roadbed and property as herein provided, the Licensor shall in no manner be liable to the Licensee for any damage sustained by the Licensee for or an account thereof, and such removal and restoration shall in no manner prejudice or impair any right of action for damages, or otherwise, that the Licensor may have against the Licensee. Section 12WIEEIMEBBEEZ The waiver by the Licensor of the breach of any condition. covenant or agreement herein contained to be kept, observed and performed by the Licensee shall in no way impair the right of the Licensor to avail itself of any remedy for any subsequent breach thereof. pix.exb Paye 3 of 4 Exhibit B 073 N Pi X 960425 Fan Approved, AVP-Iry Section 13. 'TERMINATION. (a) If the licensee does not use the right herein granted or the Pipeline for one (1) year, or if the Licensee continues in default in the performance of any covenant or agreement herein contained for a period of thirty (30) days after written notice from the Licensor to the Licensee specifying such default, the Licensor may, at its option, forthwith immediately terminate this Agreement by written notice. (b) In addition to the provisions of subparagraph (a) above, this Agreement may be terminated by written notice given by either party hereto to the other on any date in such notice stated. not less, however, than thirty (30) days subsequent to the date upon which such notice shall be given. (c) Notice of default and notice of termination may be served personally upon the Licensee or by mailing to the last known address d the Licenses. Termination of this Agreement for any reason shall not affect any of the rights or obligations of the parties hereto which may have accrued, or liabilities, accrued or otherwise, which may have arisen prior thereto. Section 14. AGREEMENT NOT TO BE ASSIGNED. The Licensee shall not assign this Agreement in whole or in port, or cmy rights herein granted, without the written consent of the Licensor, and it is agreed that any transfer or assignment or attempted transfer or assignment of this Agreement or any of the rights herein granted, whether voluntary, by operation of law, or otherwise, without such consent in writing, shall be absolutely void and, at the option of the Licensor, shall terminate this Agreement. Section 15. ,SUCCESSORS AND ASSIGNS. Subject to the provisions of Section14 hereof, this Agreement shall be binding upon and inure to the benefit of the parties hereto. their heirs, executors, administrators, successors and assigns. plx.exb Pape 4 of Exhibit II PL X 940206 Form Approved, AVP -Law PIPELINE CROSSING AGREEMENT Mile Post: .95, Austin Subdivision Location: Round Rock, Williamson County, Texas Folder No: 2041-00 THIS AGREEMENT is made and entered into as of November 13, 2001, by and between UNION PACIFIC RAILROAD COMPANY, a Delaware corporation (hereinafter the "Licensor"), and LOWER COLORADO RIVER AUTHORITY, a Texas political subdivision, whose address is P.O. Box 220, Austin, Texas 78767 (hereinafter the "Licensee"). IT IS MUTUALLY AGREED BY AND BETWEEN 110., PARTIES HERETO AS FOLLOWS: Article I. LICENSE FEE Upon execution of this Agreement, the Licensee shall pay to the Licensor a one-time license fee of ONE THOUSAND FIVE HUNDRED DOLLARS ($1,500.00). Article H. LICENSOR GRANTS RIGHT. In consideration of the License Fee to be paid by the Licensee and in further consideration of the covenants and agreements herein contained to be by the Licensee kept, observed and performed, the Licensor hereby grants to the Licensee the right to construct and thereafter, during the term hereof, to maintain and operate only a 84" municipal sanitary sewer pipeline crossing (hereinafter the "Pipeline") in the location shown and in conformity with the dimensions and specifications indicated on the attached print dated October 18, 2001, marked Exhibit A. Under no circumstances shall Licensee modify the use of the Pipeline for a purpose other than the above-mentioned, and said Pipeline shall not be used for any other use, whether such use is currently technologically possible, or whether such use may come into existence during the life of this Agreement. Article III. CONSTRUCTION, MAINTENANCE AND OPERATION. The grant of right herein made to the Licensee is subject to each and all of the terms, provisions, conditions, limitations and covenants set forth herein and in Exhibit B, hereto attached. Article IV. IF WORK IS TO BE PERFORMED BY CONTRACTOR. If a contractor is to do any of the work performed on the Pipeline (including initial construction and subsequent relocation or substantial maintenance and repair work), then the Licensee shall require its contractor to execute the Railroad's form Contractor's Right of Entry Agreement. Licensee acknowledges receipt of a copy of the Contractor's Right of Entry Agreement and understanding of its terms, provisions, and requirements, and will inform its contractor of the need to execute the Agreement. Under no circumstances will Licensee's contractor be allowed onto Licensor's premises without first executing the Contractor's Right of Entry Agreement. Article V. INSURANCE A. The Licensee, at its expense, shall obtain the insurance described in Exhibit B-1, hereto attached. The Licensee will also provide to the Licensor a Certificate of Insurance, identifying Folder No. 2041-00, issued by its insurance carrier confirming the existence of such insurance and that the policy or policies contain the following endorsement: UNION PACIFIC RAILROAD COMPANY is named as an additional insured with respect to all liabilities arising out of the existence, use or any work performed on or associated with the Pipeline' located on Railroad right-of-way at Mile Post .95 on the Austin Subdivision, at or near Round Rock, Williamson County, Texas. B. If the Licensee named in this Agreement is a public entity subject to any applicable statutory tort laws, the limits of insurance described in Exhibit B-1 shall be the limits the Licensee then has in effect or which is required by applicable current or subsequent law, whichever is greater, a portion of which may be self-insured with the consent and approval of the Licensor C. All insurance correspondence shall be directed to: Folder No. 2041-00 Union Pacific Railroad Company Real Estate Department 1800 Famam Street Omaha, NE 68102 Article VI. TERM. This Agreement shall take effect as of the date first herein written and shall continue in full force and effect until terminated as herein provided. Article VII. SPECIAL PROVISIONS Sections 10(b) and 13(b) of the Exhibit B is hereby amended to read as follows: Section 10(b) As a major inducement and in consideration of the license and permission herein granted, to the extent permitted by law, the Licensee agrees to indemnify and hold harmless the Licensor from any Loss which is due to or arises from: 1. The prosecution of any work contemplated by this Agreement including the installation, construction, maintenance, repair, renewal, modification, reconstruction, relocation, or removal of the Pipeline or any part thereof; or 2. The presence, operation, or use of the Pipeline or contents escaping therefrom, Except to the extent that the Loss is caused by the sole and direct negligence of the Licensor. Section 13(b) In addition to the provisions of subparagraph (a) above, this Agreement may be terminated by written notice given by either party hereto to the other on any date in such notice stated, not less, however, than One Hundred Eighty days (180) subsequent to the date upon which such notice shall be given. IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed as of the date first herein written. UNION PACIFIC RAILROAD COMPANY By: Contracts Representative LOWER COLORADO RIVER AUTHORITY By , , ,v,•,. Title 44r. Ave_ - Ake / kh i m,ie I I. .I PLACE ARROW INDICATING NORTH DIRECTION RELATIVE TO CROSSING° -1/ FORM DR -040 REV. 10 -1- •Sk% a APPLICATION FOR ENCASED �n NON-FLAMMABLE PIPELINE CRO ,� /�.SSING A AVAILABLE DIMENSIONS MUST BE TO PROCESS THIS APPLICATION. cr 41r/ L --To ^Cu1.1D QoGIC 1 R NEAREST IL R. UMW A. 4 1 1 1 y a. X at 2: ,,,Fe? +may NO SCALE NOTE: ALL FILLED IN AND as ?77 FT. 54FT. 177 FT. (SEE NOES• 5) 1SET-1 TE 3 5) E 16IN TRUCK OAT 0 • oz. S9 • (ANGLE IN CROSSING) . go. FT. RMS Rn TD Vii/ r1 1 NEMEST 11 R TING RR's 511 I�3i<iRTM R _T EMMANUEL S T (SEE NOTES) (DISTANCE ALONG 1*515 1FINN SECTION LINE CROSSING, LFT. (NOTE; THIS DIMENSION POUt*ED 1N ALL CASES. AT LOCATIONS NOT USING SECTIONS. DISTANCE TOA 42WL SURVEY LINE IS REOUIREO) SFT. F'M f�Zo SCRIBE FIR 00JECT) (SEE NNUTE 5) I £ .FT. I VW. DIST (S« Net. 2) Z7 FT. 37$4 (� sTr w1L) FT. (20 FT. ) G►SR16 RIPE (S.. Net. 4) SEAL CASINO 1 1,_ 1 f I CARRIEA PIPE GPOUNS SURFACE T. (3F T. 1040 s, 15.61. CASON • �5 FT N(, ► q 15 Ft— I ! LEFT. /ORES ' (CASING LENGTH RNEM NENEASLRC0 ALONG PIPELINE.) 1 11 ALL momIzoMrAL DIS TANCEs To BE WEASINEo AT MGRANGLES FROM F OF mum dIibvaf% •5.1g�•i •'E 21 a5INC TO EXTEND BEY010 THEE OF TRACK AT RICHT ANGLES 71E GREATEN of 2D • 20 11.. CAR 30 IT.. 114 7 Cm L$ TUNN:L AND BETON UNIT OF RAILROAD RICHT-or-IAM (F NECESOART r0 PROM PROLENGTH OUTSIDC OF 7RAa. F •. NINNAAA OR S0' MOM TN( ENO OF ANt RAILROAD BR1DGE. D OF ANT CULVERT. OR raw ANT SNITCHING AREA. +. SIGNAL REPOESENTATITE MUST BE PRESET DURING INSTALLATION rF RAILROAD 51ONALs ARE IN THE vtCINITY DF CKOSSING, ALL0O551,E FIRED OBJECFs INCUIDE t14061115 OF tIR IDLE$ • OF ROAD CROSSINGS -B OVEINI5,50 VIADUCTS (G1vE ROAD NAME I, 0111 OA.TEN'S. 61 GAS ANO 510 URRIER PIPE WST BE PLACED • 161016111 DF 2 FEET mew THE 51151/15 '510ER OPTIC CABLE. ANT errAvaric: amino :wimp 5 FEET 0r TUE ER3STI115 FIBER OPTj; CA&LE $IST BE sue DUG. N fki I I F) 1 DRY BORE AND -7--TUNNEL ;OTHER :•G) WILL CONSTRUCTION BE BY AN OUTSIDE CONTRACTOR? X TES; ____140; :H) DISTANCE FROM CENTER LINE OF TRACK TO NEAR FACE OF BOI G ANp 1 j JACKING PITS WHEN MEASURED T RIGHT ANGLES TO TRACK._ a I) APPLICANT HAS CONTACTED N3 (so• r1N.) DF U. P. COMMUNICATION DEPARTMENT AND HAS DETERMINED FIBER OPTIC CABLE DOES ; DOES NOT ; EXIST IN VICINITY OF 1 WORK TO BE PERFORMED . TICKET N0. I0 FT. i STEEL CASING WALL T14 CKNESS CHART MINIMUM TNICANES OISINGGPP11 OVER I2•-1 OVER Ir -2 OVER 22•-2 OVER 2r-3 OVER 5R• -A ER 4r-4 Atter KIST SE PS DT R. R. CO. FO¢CSTMUM M TN Y5,00 rf ) FORMULA TO FIGO. CASING LENGTH /ITN ANGLE OF 'CROSS ING OTHER TNAN S'O• B a Sim C nun 0 MIN. 01 SI IND*E _) IS PIPELINE CROSSING W I TIt, 1 DEDICATED STREET ? YES;_ _N0; 1 EXHIBIT "A" IF YES, NAME OF STREET // DISTRIBUTION LINE OR TRANSMISSION LINE X 1 (65nalReAPnlawn CARRIER PIPE : ` (A$:,4, PACIFIC RAILROAD CO. COMMODITY TO BE CONVEYEDMUN1C".1- 31 sn 'f Sgyy�# a 1 QQ OPERATING PRESS RE SI N 1 /INS%h wALL THICKNESS �8( ;DIAMETER 8 MATERIAL CC,FP G4rJetovl. ..A t.,�„�� CASING PIPE ►+(% 'mime'./ WALL THICKNESS ;DIAMETER ;MATERIAL M. P 4'ts E. S. Y67t PS' r NOTE :CASING MUST HAVE 2" CLEARANCE BETWEEN GREATEST ^• «^ I Se6,le✓ OUTSIDE DIAMETER OF CARRIER PIPE AND INTERIOR DIAMETER OF I ����� $�T..fR.H- CROSSING AT CASING PIPE. WHEN FURNISHING DIMENSIONS, GIVE OUTSIDE OF 1 Kaursmi goat IIAaw►�R•. TX CARRIER PIPE AND INSIDE OF CASING PIPE. j 1/trlarelnl METHOD OF INSTALLING CASING PIPE UNDER TRACK(S): 001" "T•TE' JACK (WET BORE NOT PERMITTED) ; LobIt.- c.iA,,.,Afe 1+uerr. 1gftfile.; f y RR FILE NO. 141II• oO DATE J13-1P2.oe I DARNING IN ALL OCCASIONS, IL P. CbRtMt4T1OMa D67511TICIT NAST BE CQ1tACTED IN ADVANCE OF AM' ROK TO OETEANINE ERISTDICE ARP LOCATION Or FINER OPTIC CABLE. RIME : 1-1106730-3113 PL X 980112 Form Approved, AVP -Law EXHIBIT B Section 1. LIMITATION AND SUBORDINATION OF RIGHTS GRANTED. (a) The foregoing grant of right is subject and subordinate to the prior and continuing right and obligation of the Licensor to use and maintain its entire property including the right and power of the Licensor to construct, maintain, repair, renew, use, operate, change, modify or relocate railroad tracks, signal, communication, fiber optics, or other wirelines, pipelines and other facilities upon, along or across any or all parts of its property, all or any of which may be freely done at any time or times by the Licensor without liability to the Licensee or to any other party for compensation or damages. (b) The foregoing grant is also subject to all outstanding superior rights (including those in favor of licensees and lessees of the Licensor's property, and others) and the right of the Licensor to renew and extend the same, and is made without covenant of title or for quiet enjoyment. Section 2. CONSTRUCTION. MAINTENANCE AND OPERATION. (a) The Pipeline shall be constructed, operated, maintained, repaired, renewed, modified and/or reconstructed by the Licensee in strict conformity with Union Pacific Railroad Co. Common Standard Specification 1029 adopted November 1949, and all amendments thereof and supplements thereto, which by this reference is hereby made a part hereof, except cis may be modified and approved by the Licensor's Vice President -Engineering Services. In the event such Specification conflicts in any respect with the requirements of any federal, state or municipal law or regulation, such requirements shall govern on all points of conflict, but in all other respects the Specification shall apply. (b) All work performed on property of the Licensor in connection with the construction, maintenance, repair, renewal, modification or reconstruction of the Pipeline shall be done to the satisfaction of the Licensor. (c) Prior to the commencement of any work in connection with the construction, maintenance, repair, renewal, modification, relocation, reconstruction or removal of the Pipeline where it passes underneath the roadbed and track or tracks of the Licensor, the Licensee shall submit to the Licensor plans setting out the method and manner of handling the work, including the shoring and cribbing, if any, required to protect the Licensor's operations, and shall not proceed with the work until such plans have been approved by the Vice President -Engineering Services of the Licensor and then the work shall be done to the satisfaction of the Vice President -Engineering Services or his authorized representative. The Licensor shall have the right, if it so elects, to provide such support as it may deem necessary for the safety of its track or tracks during the time of construction, maintenance, repair, renewal, modification, relocation, reconstruction or removal of the Pipeline, and, in the event the Licensor provides such support, the Licensee shall pay to the licensor, within fifteen (15) days after bills shall have been rendered therefor, all expense incurred by the Licensor in connection therewith, which expense shall include all assignable costs. (d) The Licensee shall keep and maintain the soil over the Pipeline thoroughly compacted and the grade even with the adjacent surface of the ground. Section 3. NOTICE OF COMMENCEMENT OF WORK. If an emergency should arise requiring immediate attention, the Licensee shall provide as much notice as practicable to Licensor before commencing any work. In all other situations, the Licensee shall notify the Licensor at least ten (10) days (or such other time as the Licensor may allow) in advance of the commencement of any work upon property of the Licensor in connection with the construction, maintenance, repair, renewal, modification, reconstruction, relocation or removal of the Pipeline. All such work shall be prosecuted diligently to completion. Section 4. LICENSEE TO BEAR ENTIRE EXPENSE. The Licensee shall bear the entire cost and expense incurred in connection with the construction, maintenance, repair and renewal and any and all modification, revision, relocation, removal or reconstruction of the Pipeline, including any and all expense which may be incurred by the Licensor in connection therewith for supervision, inspection, flagging. or otherwise. plx.exb Page 1 of Exhibit B PL X 980112 Form Approved, AVP -Law Section 5. REINFORCEMENT, RELOCATION OR REMOVAL OF PIPELINE. (a) The license herein granted is subject to the needs and requirements of the Licensor in the operation of its railroad and in the improvement and use of its property, and the Licensee shall, at the sole expense of the Licensee, reinforce the Pipeline, or move all or any portion of the Pipeline to such new location as the Licensor may designate, whenever, in the furtherance of its needs and requirements, the Licensor shall find such action -necessary or desirable. (b) All the terms, conditions and stipulations herein expressed with reference to the Pipeline on property of the Licensor in the location hereinbefore described shall, so far as the Pipeline remains on the property, apply to the Pipeline as modified, changed or relocated within the contemplation of this section. Section 6. NO INTERFERENCE WITH LICENSORS OPERATION. The Pipeline and all parts thereof within and outside of the limits of the property of the Licensor shall be constructed and, at all times, maintained, repaired, renewed and operated in such manner as to cause no interference whatsoever with the constant, continuous and uninterrupted use of the tracks, property and facilities of the Licensor, and nothing shall be done or suffered to be done by the Licensee at any time that would in any manner impair the safety thereof. Section 7. PROTECTION OF FIBER OPTIC CABLE SYSTEMS. (a) Fiber optic cable systems may be buried on the Licensor's property. Protection of the fiber optic cable systems is of extreme importance since any break could disrupt service to users resulting in business interruption and loss of revenue and profits. Licensee shall telephone the Licensor at 1-800-336-9193 (a 24-hour number) to determine if fiber optic cable is buried anywhere on the Licensor's premises to be used by the Licensee. If it is, Licensee will telephone the telecommunications company(ies) involved, arrange for a cable locator, make arrangements for relocation or other protection of the fiber optic cable, all at Licensee's expense, and will commence no work on the right of way until all such protection or relocation has been accomplished. Licensee shall indemnify and hold the Licensor harmless from and against all costs, liability and expense whatsoever (including, without limitation, attorneys' fees, court costs and expenses) arising out of or caused in any way by Licensee's failure to comply with the provisions of this paragraph. (b) In addition to other indemnity provisions in this Agreement, the Licensee shall indemnify and hold the Licensor harmless from and against all costs, livability and expense whatsoever (including, without limitation, attorneys' fees, court costs and expenses) caused by the negligence of the Licensee, its contractor, agents and/or employees, resulting in (1) any damage to or destruction of any telecommunications system on Licensor's property, and/or (2) any injury to or death of any person employed by or on behalf of any telecommunications company, and/or its contractor, agents and/or employees, on Licensor's property, except if such costs, liability or expenses are caused solely by the direct active negligence of the Licensor. Licensee further agrees that it shall not have or seek recourse against Licensor for any claim or cause of action for alleged loss of profits or revenue or loss of service or other consequential damage to a telecommunication company using Licensor's property or a customer or user of services of the fiber optic cable on Licensor's property. Section 8. CLAIMS AND LIENS FOR LABOR AND MATERIAL; TAXES. (a) The Licensee shall fully pay for all materials joined or affixed to and labor performed upon property of the Licensor in connection with the construction, maintenance, repair, renewal, modification or reconstruction of the Pipeline, and shall not permit or suffer any mechanic's or materialman's lien of any kind or nature to be enforced against the property for any work done or materials furnished thereon at the instance or request or on behalf of the Licensee. The Licensee shall indemnify and hold harmless the Licensor against and from any and all liens, claims, demands, costs and expenses of whatsoever nature in any way connected with or growing out of such work done, labor performed, or materials furnished. (b) The Licensee shall promptly pay or discharge all taxes, charges and assessments levied upon, in respect to, or on account of the Pipeline, to prevent the same from becoming a charge or lien upon property of the Licensor, and so that the taxes, charges and assessments levied upon or in respect to such property shall not be increased because of the location, construction or maintenance of the Pipeline or any improvement, appliance or fixture connected therewith placed upon such property, or on account of the Licensee's interest therein. Where such tax, charge or assessment may not be separately made or assessed to the Licensee but shall be included in the assessment of the property of the Licensor, then the Licensee shall pay to the Licensor an pliable proportion of such taxes determined by the value of the Licensee's property upon property of the Licensor, as compared plx.exb Page 2 of 4 Exhibit B PL X 980112 Form Approved, AVP -Law with the entire value of such property. Section 9. RESTORATION OF LICENSORS PROPERTY. In the event the Licensor authorizes the Licensee to take down any fence of the Licensor or in any manner move or disturb any of the other property of the Licensor in connection with the construction, maintenance, repair, renewal, modification, reconstruction, relocation or removal of the Pipeline, then in that event the Licensee shall, as soon as possible and at Licensee's sole expense, restore such fence and other property to the same condition as the same were in before such fence was taken down or such other property was moved or disturbed, and the Licensee shall indemnify and hold harmless the Licensor, its officers, agents and employees, against and from any and all liability, loss, damages, claims, demands, costs and expenses of whatsoever nature, including court costs and attorneys' fees, which may result from injury to or death of persons whomsoever, or damage to or loss or destruction of property whatsoever, when such injury, death, damage, loss or destruction grows out of or arises from the taking down of any fence or the moving or disturbance of any other property of the Licensor. Section 10. INDEMNITY. (a) As used in this Section, "Licensor" includes other railroad companies using the Licensor's property at or near the location of the Licensee's installation and their officers, agents, and employees; "Loss" includes loss, damage, claims, demands, actions, causes of action, penalties, costs, and expenses of whatsoever nature, including court costs and attorneys' fees, which may result from: (a) injury to or death of persons whomsoever (including the Licensor's officers, agents, and employees, the Licensee's officers, agents, and employees, as well as any other person); and/or (b) damage to or loss or destruction of property whatsoever (including Licensee's property, damage to the roadbed, tracks, equipment, or other property of the Licensor, or property in its care or custody). • • - SEE ARTICLE . indemnify and hold harmless the Licensor from any Loss which is due to or arises from: 1. The prosecution of any work contemplated by this Agreem maintenance, repair, renewal, modification, reco thereof; or 2. The pre ng the installation, construction, , relocation, or removal of the Pipeline or any part eration, or use of the Pipeline or contents escaping therefrom, Section 11. REMOVAL OF PIPE LINE UPON TERMINATION OF AGREEMENT. Prior to the termination of this Agreement howsoever, the Licensee shall, at Licensee's sole expense, remove the Pipeline from those portions of the property not occupied by the roadbed and track or tracks of the Licensor and shall restore, to the satisfaction of the Licensor, such portions of such property to as good a condition as they were in at the time of the construction of the Pipeline. If the Licensee falls to do the foregoing, the Licensor may do such work of removal and restoration at the cost and expense of the Licensee. The Licensor may, at its option, upon such termination, at the entire cost and expense of the Licensee, remove the portions of the Pipeline located underneath its roadbed and track or tracks and restore such roadbed to as good a condition as it was in at the time of the construction of the Pipeline, or it may permit the Licensee to do such work of removal and restoration to the satisfaction of the Licensor. In the event of the removal by the Licensor of the property of the Licensee and of the restorationof the roadbed and property as herein provided, the Licensor shall in no manner be liable to the Licensee for any damage sustained by the Licensee for or on account thereof, and such removal and restoration shall in no manner prejudice or impair any right of action for damages, or otherwise, that the Licensor may have against the Licensee. Section 12. WAIVER OF BREACH. The waiver by the Licensor of the breach of any condition, covenant or agreement herein contained to be kept, observed and performed by the Licensee shall in no way impair the right of the Licensor to avail itself of any remedy for any subsequent breach thereof. plx.exb Page 3 of 4 Exhibit B 980112 ,rm Approved, AVP -Law Section 13. TERMINATION. wuARTICLE-Y.0. (a) If the Licensee does not use the right herein granted or the Pipeline for one (1) year, or if the Licensee continues in default in the performance of any covenant or agreement herein contained for a period of thirty (30) days after written notice from the Licensor to the Licensee specifying such default, the Licensor may, at its option, forthwith immediately terminate this Agreement by written notice. .,--..-. .... - .. • _. party hereto to the other on any date in such notice stated, not le whit h e date upon (c) Notice of default and notice of termination may be served personally upon the Licensee or by mailing to the last known address of the Licensee. Termination of this Agreement for any reason shall not affect any of the rights or obligations of the parties hereto which may have accrued, or liabilities, accrued or otherwise, which may have arisen prior thereto. Section 14. AGREEMENT NOT TO BE ASSIGNED. The Licensee shall not assign this Agreement, in whole or in part, or any rights herein granted without the written consent of the Licensor, and it is agreed that any transfer or assignment or attempted transfer or assignment of this Agreement or any of the rights herein granted, whether voluntary, by operation of law, or otherwise, without such consent in writing, shall be absolutely void and, at the option of the Licensor, shall terminate this Agreement. Section 15. SUCCESSORS AND ASSIGNS. Subject to the provisions of Section 14 hereof, this Agreement shall be binding upon and inure to the benefit of the parties hereto, their heirs, executors, administrators, successors and assigns. phc.exb Page 4 of Exhibit B • M• ' `AFTER RECORDING, PLEASE RETURN TO: The Lower Colorado River Authority ATTN: WaterCo - Project Services P.O. Box 220 Wustin, TX 78767-0220 a. LICENSE AGREEMENT M 01 O(D 0jL/ rl This License Agreement ("Agreement") is made by and between Capital Metropolitan Transportation Authority, referred to herein as Capital. Metro t17 ("Owner"), a political subdivision of the State of Texas and Lower Colorado River Authority (LCRA), ("Licensee"), a conservation and reclamation district of the State of rI Texas, in Tight of the following recitals, to wit: CJ 0 Recitals: ri 0 n- A. In 1986, the City of Austin in conjunction with Owner and The Federal 0 C$1 (the Administration (the "FTA") pursuant to a federal grant, Project No. TX -05-0130 (the "Grant") purchased from the Southem Pacific Transportation Company approximately 162 miles of railroad right-of-way including the track, track support structures, and the real property in the counties of Bastrop, Burnet, Lee, Llano, Travis, and Williamson, Texas, generally situated at or near AUNW milepost 0.0 near Giddings, Texas and running continuously to a point at or near AUNW milepost 154.07 near Llano, Texas, including the Austin Junction which commences at AUNW milepost 56.5 and runs to downtown Austin, the Marble Falls Branch which commences at AUNW milepost 124.7 near Fairland, Texas and runs to Marble Falls, Texas, the Burnet Spur which runs from AUNW milepost 114.9 to downtown Bumet, Texas, and the Scobee Spur which runs from AUNW milepost 127.67 to the end of the track in Llano, Texas (collectively the "Giddings -Llano Line"). B. The Grant requires, among other things, that the Giddings -Llano Line be used for the provision of mass transportation service. C. On or about May 20, 1998, Owner purchased and acquired from the City of Austin all of the City of Austin's right, title and interest in and to the Giddings -Llano Line. D. Owner contracts with an independent Rail Freight Operator (RFO) for the operation of rail freight service on and over the Giddings -Llano Line. E. Licensee has submitted an application with Owner and paid the $550 application fee prior to execution of this Agreement. F. Licensee has requested the right to install, construct, and maintain a forty- two (42) inch wastewater pipe line ("Line") in a portion of the Giddings -Llano Line at AUNW MP 78.66 in Williamson County, Texas which will cross the Owner's Property. NOW, THEREFORE, for and in consideration of TEN AND NO/100 DOLLARS ($10.00), and other good and valuable consideration, the receipt andsufficiency of which are hereby acknowledged by each party, and the mutual covenants and promises in this Agreement, the parties agree as follows: • 1. Owner, subject to the conditions, limitations, and reservations hereinafter set forth, hereby grants to Licensee the right to use that portion of the Giddings -Llano Line in Williamson County, Texas, more particularly described in Exhibit "A" attached hereto and made a part hereof (the "Licensed Property") for the sole purpose of installing, constructing, maintaining, operating, repairing, a Line referenced above (Section F). 2. Licensee shall, upon the Effective Date hereof and on or before the anniversary date of the Effective Date of each succeeding year thereafter during which this Agreement is in effect, pay to Owner an annual license fee ("Annual Fee") as follows: The Annual Fee shall be three hundred fifty and no/100 dollars 4350.00) for the first two (2) years after the Effective Date hereof and shall be adjusted by Owner every two (2) years thereafter for the first two (2) years after the Effective Date hereof and_ shall be adjusted, such adjustment shall not be unreasonably imposed by Owner every two (2) years thereafter. A change in the Annual. Fee shall never be more than fifty percent (50%) increase in the Annual Fee charged in the year prior to the change. In no event shall the Annual Fee charged be less than the previous year's Annual Fee. 3. Licensee shall install, construct, and maintain the Line over and across the Licensed Property, at AUNW MP 78.66, approximately fifty-five (55) feet north of the Brushy Creek Trestle that crosses Brushy Creek, at its sole expense in a manner and at such times, which are satisfactory to Owner. Licensee will install a forty two (42) inch HOBAS USA Centrifugally Cast Fiberglass Reinforced Polyester Mortar Pipe with a minimum wallthickness of 1.65 inches, O.D. 44.5 inches, I.D. 40.9 inches, by jacking method across the one hundred (100) foot right-of-way. Licensee agrees that the Line being installed will be in accordance with ASTM D 3262, type 1, liner 2, grade 3, which includes compliance with ASTM D 3681 and ASTM D 4161 specifications. Licensee agrees that the installed Line will meet with E80 Railroad Live load specifications of 0.55 psi at a depth of thirty-four (34) feet. Licensee will construct edge of bore pit not Tess than fifty (50) feet from centerline of tracks, as per shoring requirements. The jacking installation of the Line should be limited to a diameter of not more than one inch greater than the outside diameter of the pipe. Any additional voids or spaces that develop will be filled with a pressurized grout after placement of the Line. Licensee shall install the Line at a minimum depth of six (6) feet from the base of railway rail to top of casing at its closest point. Licensee agrees that on other portions of right of way where casing is not directly beneath any track, the depth from ground surface or from bottom of ditches to top of casing shall not be less than three (3) feet at its closest point. Licensee shall not locate or erect any new poles or locate any new ground facilities or subterranean facilities within the Licensed Property. No equipment, vehicles, material or supplies wiU be stored on the Licensed Property or on any portion of the Giddings -Llano Line overnight or on weekends. 4. Licensee, at its expense, shall survey all proposed route(s) for the inspection of a • representative of Owner prior to commencement of construction on the Owner's property. Licensee shall coordinate with Owner to arrange for a representative of 2 Owner to be present at the site prior to location and installation of any equipment or facilities on Owner's property. 5. Licensee shall fumish, install, and maintain at its sole expense, in a manner satisfactory to Owner, such signs as are recommended and approved by the Owner to adequately mark the location of Licensee's use of Owner's property. 6. Licensee shall not perform any construction, reconstruction, maintenance or other work on the Giddings-Uano Line or the property of Owner, without providing Owner seventy-two (72) hours' prior written notice. If an emergency situation arises, Licensee shall immediately notify Owner's Railroad Right-of-Way Department by telephone, and then proceed to take only thoses actions necessary to return Owner's property to a safe condition, unless otherwise directed by Owner. 7. In the event Licensee fails to construct, reconstruct or maintain the Line including all required signage in a good and safe condition satisfactory to Owner and such failure. continues for a period of thirty (30) days following Licensee's receipt of written notice from Owner, Owner reserves the right to perform the required work at Licensee's expense. 8. Licensee shall obtain and maintain any additional necessary governmental. authorization for the location, construction, maintenance, and operation of the Line on the Licensed Property. 9. Licensee hereby agrees to release Owner, and further agrees to indemnify, defend and hold harmless, Owner from and against all liability, cost and expense (including, but not limited to, attorneys' fees, court costs, other costs of litigation and judgments) for loss of or damage to any property and for injuries to or death of any persons (including the property and employees of the parties hereto) caused wholly or partially by Licensee's exercise of the rights granted to Licensee in this Agreement, except to the extent that any such liability, cost, or expense arises from the negligence or the willful misconduct of Owner. 10. Licensee is self-insured, and has provided Owner with evidence of self-insurance as set forth in Exhibit "B", attached hereto and made a part hereof. Licensee shall keep its self-insurance program in full force and effect, at all times during the effective period of this Agreement. 11. Licensee shall pay in full all persons who perform labor. Licensee will not allow any mechanics' or materialmen's liens to be filed or enforced against the Giddings- Llano Line or the property of Owner for work done or materials fumished at Licensee's instance or request. If any such liens are filed thereon, Licensee agrees to immediately remove the same at Licensee's own cost and expense and to pay any judgment which may be entered thereon or thereunder, without regard to the legal enforceability of such • liens. Should Licensee fail, neglect or refuse to do so, Owner shall have the right to pay any amount required to release any such lien or liens, or to defend any action brought 3 thereon, and to pay any judgment entered therein, and Licensee shall be liable to the same for all costs, damages and reasonable attorneys fees, and any amounts expended in defending any proceedings or in the payment of any of said liens or any judgment obtained therefor. 12. a. Licensee shall, at its expense comply with all applicable laws, regulations, rules ordinances, and orders regardless of when they become effective, including, without limitation, those relating to health, safety, noise, environmental protection, waste disposal, and water and air quality, and furnish satisfactory evidence of such compliance upon request to Owner. b. Should any discharge, leakage, spillage, emission or pollution of any type occur upon or arise from the Licensed Property as a result of Licensee's use, presence; operations or exercise of the rights granted hereunder, Licensee shall, at its expense, be obligated to clean all property affected thereby, whether owned or controlled by Owner or any third persons to the satisfaction of Owner and any other governmental body having jurisdiction in the matter. Owner may, at its option, clean the Licensed Property; if either of the aforementioned elects to do so, Licensee shall pay said entity the cost of such cleanup promptly upon receipt of a bill therefor. c. Licensee hereby agrees to release Owner, and further agrees to • investigate, indemnify, defend and hold harmless Owner from and against alt liability, cost and expense (including, without limitation, any fines, penalties, judgments, court costs, other litigation costs, and attorneys, fees) incurred by Owner as a result of Licensee's breach of this Section 12, or as a result of any such discharge, leakage, spillage, emission or pollution, regardless of whether such liability, cost or expense arises during the time this Agreement is in effect or thereafter, except to the extent such liability, cost or expense is the negligence or willful misconduct of Owner or some other third party unrelated to Licensee. 13. This Agreement is subject and subordinate to: a. The interest of the federal govemment and the FTA pursuant to the Grant; b. Existing licenses, leases, easements, restrictions, conditions, covenants, encumbrances, liens, and claims of title affecting the Giddings -Llano line. 14. Owner, and its agents, successors, and assigns, consistent with the rights herein granted, reserve the right to use the Giddings -Llano Line for any and all purposes not inconsistent with the rights granted to Licensee in this Agreement. 15. All notices, statements, demands, requests, consents, approvals, authorizations, offers, agreements, appointments or designations required under this Agreement or by law by either party to the other shall be in writing and may be given or served by • depositing the same in the United States mail, postage paid, registered or certified and addressed to the party to be notified, with return receipt requested; by personally 4 • delivering same to such party, or an agent of such party; or by overnight courier service, postage paid and addressed to the party to be notified. Notice deposited in the U.S. mail in the manner hereinabove described shall be effective upon such deposit. Notice given in any other manner shall be effective only if and when received by the party to be noted. 16. If any provision of this Agreement is held to be illegal, invalid or unenforceable under present or future laws, such provision shall be fully severable; this Agreement shall be construed as if such illegal, invalid or unenforceable provision had never comprised a part of this Agreement shall remain in full force and effect and shall not be affected by such illegal, invalid or unenforceable provision or by its severance from this Agreement. 17. This Agreement may be executed simultaneously in counterparts, each of which shall be deemed an original, but all of which together shall constitute one and the same instrument. 18. This Agreement embodies the entire agreement and understanding between the parties relating to the transaction contemplated hereby and may not be amended, waived or discharged except by an instrument in writing executed by Owner and Licensee. 19. This Agreement shall be govemed by, construed, and enforced in accordance with the laws of the State of Texas, and venue shall be in Travis County. 20. The rights and privileges herein given are personal to the Licensee. This Agreement shall not be assignable by Licensee, in whole or in part, without the prior written consent of Owner. 21. If all or any portion of the Licensed Property, including but not limited to the air ways over and across the Licensed Property is condemned by any authority with condemnation powers, the proceeds of such condemnation shall be the properly of Owner. 22. This Agreement shall terminate upon the occurrence of any of the following events: a. The location, construction, maintenance, and operation of the Line is not commenced within six (6) months from the Effective Date of this Agreement or b. The Line shall be abandoned by Licensee for more than Thirty (30) days; or; c. Licensee shall fail to perform or comply with any of the terms and provisions of this Agreement and such failure shall continue for a period of fifteen (15) days following Licensee's receipt of written notice from Owner; or 5 d. The liability insurance coverage required by this Agreement shall be cancelled, fail or lapse and Licensee shall fail to reinstate or replace it within thirty (30) days of such cancellation, failure or lapse; or e. Upon thirty (30) days' prior written notice from Licensee to Owner, or f. Upon One hundred eighty (180) days' prior written notice from Owner to Licensee. 23. Upon termination of the rights hereby granted, Licensee agrees, upon receipt of a written request from Owner, to remove the Line, to restore the Licensed Property to the same state and condition in which it existed prior to location and construction of the Line, and to bear all expense thereof. Should Licensee in such event fail, neglect or refuse to so remove the Line and restore the Licensed Property, such removal and restoration may be performed by Owner at the expense of Licensee, and Licensee agrees to make full restitution and reimbursement to Owner for such sum immediately upon demand. 24. In the event Owner shall successfully bring suit to compel performance of, or to recover for breach of, any covenant or condition hereunder, Licensee shall pay to • Owner reasonable attorneys' fees in addition to the amount of the judgment and costs. 25. As used in this Agreement, the "Effective Date" of this Agreement shall be the date this Agreement has been executed by Owner and Licensee and finally approved as evidenced by their respective signatures below. 26. Time is of the essence in this Agreement. Unless otherwise specified, all references to "days" shall mean and refer to calendar days. Business days shall exclude all Saturdays, Sundays, and Texas legal banking holiday, then such obligation shall be performed on the next following regular business day. 27. Each of the signatories to this Agreement represents and warrants that he is duly authorized to sign this in the capacity indicated. • 6 Executed on various dates to be effective as of the Effective Date: OWNER: CAPITAL METROPOLITAN TRANSPORTATION AUTHORITY Date: tie Sia. By: Date: _-3 2-00 • aren J. Ra ,. General Manager Approved as to form: LICENSEE: Lower Colorado River Authority Name: o ...rt..- ro►-s k ev Title: Dopler, tiowiw.wr.IT £rvice.s J J 7 • STATE OF TEXAS § COUNTY OF TRAVIS § This instrument was acknowledged before me on this the As" day , 2001, by Karen J. Rae, General Manager of CAPITAL MrROPOLITAN TRANSPORTATION AUTHORITY, a political subdivision of the State of Texas, on behalf of said public body. STATE OF TEXAS § COUNTY OF TRAVIS § This instrument was ackn of M , 2001, by LC(L ' ,a a said ol . A I1 J Notary Public, State of Te* s Commission Expires: /-/D -D 3 owjedged b re re on this the 3 I day o hv,ow. rashes- of of the State of Texas, on behalf rit4L Notaubli State of Texas Commission ires:6-2.�.-�uu3 s • Exhibit A A strip of land being fifty (50) feet in width measured from the centerline of the wastewater line as shown on Licensee's as built, plan and profile. The centerline of said strip of land crosses the Giddings -Llano Line at AUNW milepost 78.66, Engineering Station 1174+32, Map V9/5, in Williamson County, Texas, approximately sixteen hundred (1600) feet south of Gracy Farms Road. The width of the Giddings -Llano right of way at this location is one hundred (100) feet, being fifty (50) feet east of centerline of tracks and fifty (50) feet west of centerline of tracks. 9 • • Exhibit 8 (Insurance Coverage} 10 • • ipik E POWER TO MAKE A DIFFERENCE. • February 15, 2001 Ms. Darlene Jones Capital Metro Railroad Right of Way Department 2910 East Fifth Street Austin, Texas 78702 • Dear Ms. Jones: Please be advised that the Lower Colorado River Authority is self- insured for General and Automobile liability, with excess -coverage through AEGIS up to $25 million. In addition, the LCRA is self- insured for Worker's Compensation, with excess statutory limit coverage through American Home Assurance Company. Sincerely, 921111.0,thiC Neil Haverlah Risk Manager NH:bI • - par power Isdist ibrledtopatbrou bourpartneriblpadtbarfhorigeitiesandradclectrkcoopediver roc. CIO' of8asnya • Baadna Eine* Cogedlse lot• BkrebMetric Metric Cooperative, lac. • Cttyeaarner • CrtyofBelhtae • Citi ((Boerne • Ciq ((Bonbon • anal Texas £kn *Coope"ae • City of Corn • DeWitt Adria Coopera ire Inc. • Fayette Electric Cooperative, Inc • aI of Raton" • ate offredertcksbrug • City of Cargerose • City of Giddings • City 2fecnitberarte • City yfCowaales • Caadarape Av1eyElectric Caooperalin Inc • CityQfHdkltseille • lknnitoa County Eknbrc Cooperative, Inc. • City nfitempstwd • roma genie cooperative Inc. • Kerma ?Mlle Uilityegad•CByofleaner •aryiftempt= •Cityafiesirgeo*•aiearn •Cityoflaebbeer•Cityolearrng•aty.yf a•lamCanedEkcMccooperatrre.rue. • City a 'Mord:on • dee Braunfels Riffles • Adernates Ekctrrcgee • Ci San Saba • San Bonnard �cnrc CoopemIIve.. Inc. • City ofSebskabo4 • City of Seguin • city of jhenrr Cooperafl tyt f Weimar • Ci roabarn • son JWraosEkctnci'tility•atyefSmttborBe•CiryofWaelde►•Cilyyf ty91 Form i3 (Additional insured) • Certific: `-' Number: 075017 ASSOCIATED ELECTRIC & GAS INSURANCE SERVICES LiMiTED Hamilton, Bermuda CERTIFICATE OF INSURANCE (Excess Liability) This Certificate is furnished to the Certificate Holder named below as a matter of information only. Neither this Certificate nor the issuance hereof modifies the policy of insurance identified below (the "Policy") in any manner. The Policy terms are solely as stated in the Policy or in any endorsement thereto. Any amendment, change or extension of the Policy can only be effected by a specific endorse- ment issued by the Company and attached to the Policy. The undersigned hereby certifies that the Policy has been issued by Associated Electric & Gas Insurance Services Limited (the "Company") to the Named insured identified below for the coverage described and for the policy period specified; Notwithstanding any requirements, terms or conditions of any contract or other document with respect to which this Certificate may be issued or to which it may pertain, the insurance afforded by the Policy is subject to all of the terms of the Policy. NAME OF INSURED: Lower Colorado River Authority PRINCIPAL ADDRESS: 3700 Lake Austin Blvd . , Austin, TX 78703 POLICY POLICY From: 12/31/00 NUMBER: X0345A1A00 PERIOD: To: 12/31/01 RETROACTIVE DATE: 10/01/C6 DESCRIPTION Claims -First -Made Excess Liability Policy covering claims for Bodily Injury, Property OF COVERAGE: Damage and Personal Injury arising from the operations described below. LIMiT OF $ 25, 000, 000 per occurrence and in the aggregate, where applicable. LIABILITY: ADDITIONAL The Certificate Holder is an additional Insured under the Policybut only (1) to such INSURED: extent and for such Limits of Liability (subject always to the terms and Limits of Liability of the Policy) as the Named insured has agreed to provide insurancefor the Certificate Holder under the following contract BrushyOreek Regional Wastewater System Contract No. 1 and (ii) with respect to the following operations: Vehicular crossing of railroad property during temporary construction phase Should the Policy be cancelled,.assigned or changed in a manner that is materially adverse to the Insured(s) under the Policy, the undersigned will endeavor to give days advance written notice thereof to the Certificate Holder, but failure to give such notice will impose no obligation or liability of any kind upon the Company, the undersigned or any agent or representative of either. DATE: 2/15/01 ISSUED TO: Cap Metro Railroad Right -of -Way Dept ("Certificate Holder") • ADDRESS: Attn: Hrs. Darlene Jones 2910 E. 5th Street Austin, TX 78702 AEGIS INSURANCE SERVICES, INC. RECORDERS MEMORANDUM All or pans of die tat on this ptge was not BY: Ad.41,6(.4A. 944-46-4, clearly legible for satisfactory recordation. soca (lam At Jersey City, New Jersey en.•d.•nn 1w1.• • Dial.—..Ino,.rort. t nMon,nv$•—FYmker • 1 AFTER RECORDING, PLEASE RETURN TO; The Lower Colorado River Authorit Attn: Wateho - Project Services(. P.O. Box 220 Nipustin, TX 78767-0220 a LICENSE AGREEMENT 1-4 Dioto ohs' tta This License Agreement (the "Agreement") is made by and between Capital T"l Metropolitan Transportation Authority, referred to herein as Capital Metro ("Owner"), a political subdivision of the State of Texas and Lower Colorado River Authority, (LCRA), ("Licensee"), a conservation and reclamation district of the State of rI Texas, in Tight of the following recitals, to wit: Recitals: O rl o A. In 1986, the City of Austin in conjunction with Owner and The Federal Transit Administration (the "FTA") pursuant to a federal grant, Project No. TX -05-0130 N (the "Grant") purchased from the Southem Pacific , Transportation Company approximately 162 miles of railroad right-of-way including the track, track support structures, and the real property in the counties of Bastrop, Burnet, Lee, Llano, Travis, and Williamson, Texas, generally situated at or near AUNW milepost 0.0 near Giddings, Texas and running continuously to a point at or near AUNW milepost 154.07 near Llano, Texas, including the Austin Junction which commences at AUNW milepost.56.5 and runs to downtown Austin, the Marble Falls Branch which commences at AUNW milepost 124.7 near Fairland, Texas and runs to Marble. Falls, Texas, the Bumet Spur which runs from AUNW milepost 114.9 to downtown Burnet, Texas, and the Scobee • Spur which runs from AUNW milepost 127.67 to the end of the track in Llano, Texas (collectively the "Giddings -Llano Line"). B. The Grant requires, among other things, that the Giddings -Llano Line be used for the provision of mass transportation service. C. On or about May 20, 1998, Owner purchased and acquired from the City of Austin all of the City of Austin's right, title and interest in and to the Giddings -Llano Line. D. Owner contracts with an independent Rail Freight Operator (RFO) for the operation of rail freight service on and over the Giddings -Llano Line. E. Licensee has submitted an application with Owner and paid the $550 application fee prior to execution of this Agreement. F. Licensee has requested the right to construct and maintain a temporary private at -grade crossing ("Crossing) in a portion of the Giddings -Llano Line at AUNW MP 78.92 in Williamson County, Texas, which will cross the Owner's Property. NOW, THEREFORE, for and in consideration of TEN AND NO/100 DOLLARS ($10.00), and other good and valuable consideration, the receipt and sufficiency of • which are hereby acknowledged by each party, and the mutual covenants and promises in this Agreement, the parties agree as follows: 1 1. Owner, subject to the conditions, limitations, and reservations hereinafter set forth, hereby grants to Licensee the right to use that portion of the Giddings-Llano Line in Williamson County, Texas, more particularly described in Exhibit "A" attached hereto and made a part hereof (the "Licensed Property") for the sole purpose of constructing and maintaining the Crossing referenced above (Section F). 2. Licensee shall, upon the Effective Date hereof, pay to Owner a one-time license fee ("License Fee") in the amount of three hundred fifty and no/100 dollars ($350.00). 3. Licensee shall construct and maintain the Crossingover and across the Licensed Property, at AUNW MP 78.92, south of Brushy Creek Road, at its sole expense in a manner and at such times, which are satisfactory to Owner. Licensee will construct a temporary private at-grade crossing with a maximum width of thirty (30) feet across the one hundred (100) foot Giddings-Llano right of way. Licensee agrees that crossing surface materials should abide by Owner's specifications and plans. Licensee agrees that the profile and alignment of crossing and approaches to the top of rails for all tracks shall be brought to the same plane where practicable. The surface of the crossing shall be in the same plane as the top of rails for a distance of two (2) feet outside of rails for the crossing. The top of rail plane shall be connected with the grade line of the roadway each way by vertical curves of each length as is required to provide riding conditions and sight distances normally applied to the crossing under consideration: Licensee agrees that the surface of the roadway will not be more than three (3) inches higher nor six (6) inches lower than the top of nearest rail at a point thirty (30) feet from the rail, measured at right angle thereto, unless track superelevation dictates otherwise. Licensee agrees that roadway alignment should be such as to_ intersect the railroad track at or nearly at right angles. Licensee shall not locate or erect any new poles or locate any new ground facilities or subterranean facilities within the Licensed Property. No equipment, vehicles, material or supplies will be stored on the Licensed Property or. on any portion of the Giddings-Llano Line overnight or on weekends. 4. Licensee, at its expense, shall maintain the Licensed Property by mowing grass and weeds, trimming trees and brush and not allowing materials or trash dumped or stored on the Licensed Property to remain thereon. Licensee shall maintain an unobstructed sight distance of two hundred fifty (250) feet in either direction from the center of Crossing. 5. Licensee is granted temporary access to the fifty (50) foot Giddings-Llano right- of-way located between MP 78.98 and MP 78.92 to construct said Crossing for a period of not Tess than one (1) day and no more than five (5) days. Licensee agrees that all vehicles and equipment will remain a distance of at least fourteen (14) feet south of the edge of ties during construction. 6. Licensee, at its expense, upon completion of installing a wastewater line at AUNW MP 78.66, Licensee agrees to remove and abandon said Crossing located at MP 78.92 and restore railroad right-of-way to Owners specifications. 2 7. Licensee, at its expense, shall survey all proposed route(s) for the inspection of a representative of Owner prior to commencement of construction on the Owner's property. Licensee shall coordinate with Owner to arrange for a representative of Owner to be present at the site prior to location and installation of any equipment or facilities on Owner's property. 8. Licensee shall furnish, install, and maintain at its sole expense, in a manner satisfactory to Owner, such signs as are recommended and approved by the Owner to adequately mark the location of Licensee's use of Owner's property. 9. Licensee shall not perform any installation, construction, reconstruction, maintenance or other work on the Giddings -Llano Line or the property of Owner, without providing Owner seventy-two (72) hours' prior written notice. If an emergency situation arises, Licensee shall immediately notify Owner's Railroad Right -of -Way Department by telephone, and then proceed to take only those actions necessary to retum Owner's property to a safe condition, unless otherwise directed by Owner. 10. In the event Licensee fails to construct and maintain the Crossing, including all required signage Exhibit "B" in a good and safe condition satisfactory to Owner and such failure continues for a period of thirty (30) days following Licensee's receipt of written notice from Owner, Owner reserves the right to perform the required work at Licensee's expense. 11. Licensee shall obtain and maintain any additional necessary governmental authorization for the location, construction, maintenance, and opgration of the Crossing on the Licensed Property. 12. Licensee hereby agrees to release Owner, and further agrees to indemnify, defend and hold harmless, Owner from and against all liability, cost and expense (including, but not limited to, attorneys' fees, court costs, other costs of litigation and judgments) for loss of or damage to any property and for injuries to or death of any persons (including the property and employees of the parties hereto) caused wholly or partially by Licensee's exercise of the rights granted to Licensee in this Agreement, except to the extent that any such liability, cost, or expense arises from the negligence or the willful misconduct of Owner. 13. Licensee is self-insured, and has provided Owner with evidence of self-insurance as set forth in Exhibit "C", attached hereto and made a part hereof. Licensee shall keep its self-insurance program in full force and effect, at all times during the effective period of this Agreement. 14. Licensee shall pay in full all persons who perform labor. Licensee will not allow any mechanics' or materialmen's liens to be filed or enforced against the Giddings - Llano Line or the property of Owner for work done or materials famished at Licensee's instance or request. If any such liens are filed thereon, Licensee agrees to immediately • remove the same at Licensee's own cost and expense and to pay any judgment which may be entered thereon or thereunder, without regard to the legal enforceability of such liens. Should Licensee fail, neglect or refuse to do so, Owner shall have the right to pay any amount required to release any such lien or liens, or to defend anyaction brought thereon, and to pay any judgment entered therein, and Licensee shall be liable to the same for all costs, damages and reasonable attorneys fees, and any amounts expended in defending any proceedings or in the payment of any of said liens or any judgment obtained therefor. 15. a. Licensee shall, at its expense comply with all applicable laws, regulations, rules, ordinances, and orders regardless of when they become effective, including, without limitation, those relating to health, safety, noise, environmental protection, waste disposal, and water and air quality, and fumish satisfactory evidence of such compliance upon request to Owner. b. Should any discharge, leakage, spillage, emission or pollution of any type occur upon or arise from the Licensed Property as a result of Licensee's use, presence, operations or exercise of the rights granted hereunder, Licensee shall, at its expense, be obligated to clean all property affected thereby, whether owned or controlled by Owner or any third persons to the satisfaction of Owner and any other governmental body having jurisdiction in the matter. Owner may, at its option, clean the Licensed Property; if either of the aforementioned elects to do so, Licensee shall pay saidentity the cost of such cleanup promptly upon receipt of a bill therefor. c. Licensee hereby agrees to release Owner, and further agrees to investigate, indemnify, defend and hold harmless Owner from end against all liability, cost and expense (including, without limitation, any fines, penalties, judgments, court costs, other litigation costs, and attomeys, fees) incurred by Owner as a result of Licensee's breach of this Section 15, or as a result of any such discharge, leakage, spillage, emission or pollution, regardless of whether such liability, cost or expense arises during the time this Agreement is in effect or thereafter, except to the extent such liability, cost or expense is the negligence or willful misconduct of Owner or some other third party unrelated to Licensee. 16. This Agreement is subject and subordinate to:. a. The interest of the federal govemment and the FTA pursuant to the Grant; b. Existing licenses, leases, easements, restrictions, conditions, covenants, encumbrances, liens, and claims of title affecting the Giddings -Llano Line. 17. Owner, and its agents, successors, and assigns, consistent with the rights herein granted, reserve the right to use the Giddings -Llano Line for any and all purposes not inconsistent with the rights granted to Licensee in this Agreement. 4 • 18. All notices, statements, demands, requests, consents, approvals; authorizations, offers, agreements, appointments or designations required under this Agreement or by law by either party to the other shall be in writing and may be given or served by depositing the same in the United States mail, postage paid, registered or certified and addressed to the party to be notified, with return receipt requested; by personally delivering same to such party, or an agent of such party; or by ovemight courier service, postage paid and addressed to the party to be notified. Notice deposited in the U.S. mail in the manner hereinabove described shall be effective upon such deposit. Notice given in any other manner shall be effective only if and when received by the party to be notified. • 19. If any provision of this Agreement is held to be illegal, invalid or unenforceable under present or future laws, such provision shall be fully severable; this Agreement shall be construed as if such illegal, invalid or unenforceable provision had never comprised a part of this Agreement shall remain in full force and effect and shall not be affected by such illegal, invalid or unenforceable provision or by its severance from this Agreement. 20. This Agreement may be executed simultaneously in counterparts, each of which shall be deemed an original, but all of which together shall constitute one and the same instrument. 21. This Agreement embodies the entire agreement and understanding between the parties relating to the transaction contemplated hereby and may not be amended, waived or discharged except by an instrument in writing executed by Owner and Licensee. 22. This Agreement shall be governed by, construed, and enforced in accordance with the laws of the State of Texas, and venue shall be in Travis County. 23. The rights and privileges herein given are personal to the Licensee. This Agreement shall not be assignable by Licensee, in whole or in part, without the prior written consent of Owner. 24. If all or any portion of the Licensed Property, including but not limited to the air ways over and across the Licensed Property is- condemned by any authority with condemnation powers, the proceeds of such condemnation shall be the property of Owner. 25. This Agreement shall terminate upon the occurrence of any of the following events: a. The location, installation, construction, maintenance, and operation of the Crossing is not commenced within six (6) months from the Effective Date of this Agreement; or 5 • • b. The Crossing shall be abandoned by Licensee for more than Thirty (30) days; or; c. Licensee shall fail to perform or comply with any of the terms and provisions of this Agreement and such failure shall continue for a period of fifteen (15) days following Licensee's receipt of written notice from Owner; or d. The liability insurance coverage required by this Agreement shall be cancelled, fail or lapse and Licensee shall fail to reinstate or replace it within thirty (30)- days of such cancellation, failure or lapse; or e. Upon thirty (30) days' prior written notice from Licensee to Owner; or f. Upon One hundred eighty (180) days' prior written notice from Owner to Licensee. 26. Upon termination of the rights hereby granted, Licensee agrees, upon receipt of a written request from Owner, to remove the Crossing, to restore the Licensed Property to the same state and condition in which it existed prior to location and construction of the Crossing, and to bear all expense thereof. Should Licensee in such event fail, neglect or refuse to so remove the Crossing and restore the Licensed Property, such removal and restoration may be performed by Owner at the expense of Licensee; and Licensee agrees to make full restitution and reimbursement to Owner for such sum immediately upon demand. 27. In the event Owner shall successfully bring suit to compel_ performance of, or to recover for breach of, any covenant or condition hereunder, Licensee shalt pay to Owner reasonable attorneys' fees in addition to the amount of the judgment and costs. 28. As used in this Agreement, the "Effective Date" of this Agreement shall be the date this Agreement has been executed by Owner and Licensee and finally approved as evidenced by their respective signatures below. 29. Time is of the essence in this Agreement. Unless otherwise specified, all references to "days" shall mean and refer to calendar days. Business days shall exclude all Saturdays, Sundays, and Texas legal banking holiday, then such obligation shall be performed on the next following regular business day. 30. Each of the signatories to this Agreement represents and warrants that he is duly authorized to sign this in the capacity indicated. 6 Executed on various dates to be effective as of the Effective Date: CAPITAL METRO: CAPITAL METROPOLITAN TRANSPORTATION AUTHORITY Date: 1OI ILIO► By: Date: 5 '31- 4)-‘)t) Karen J. ae, General Manager Approved as to form: LICENSEE: Lower Colorado River Authority (LCRA) Title: 7 W� e0hnnnlo.r.% CrVtt43 • • • STATE OF TEXAS § COUNTY OF TRAVIS § This instrument was acknowledged before me on this the /S day of , 2001, by Karen J, Rae, General Manager of CAPITAL METROPOLITAN NSPORTATION AUTHORITY, a political subdivision of the State of Texas, on ehalf of said public body. STATE OF TEXAS § COUNTY OF TRAVIS § ;tem otary Public, State of T6hkas Commission Expires: /-/d -03 his instrument was acknowledged be remf on this the 3 151 day of , 2001, by J)o "v„� Bras her of LC Pk , a aq e..c 1 of the State of Texas, on behalf of said cle. ci J M. P. NOACK Nagy Pubic, ibis at Teas iticcarmineou JUNE 22, 2003 8 rP Y \rL Notary blic, State of Texas Commission Expires: 6 -17. z o03 "Exhibit A" A strip of land being thirty (30) feet in width measured from the centerline of the Crossing as shown on Licensee's as built, plan and profile. The centerline of said strip of land crosses the Giddings -Llano Line at AUNW milepost 78.92, Engineering Station 1174+32, Map V9/6, in Williamson County, Texas. The width of the Giddings -Llano right of way at this location is one hundred (100) feet, being fifty (50) feet north of centerline of tracks and fifty (50) feet south of centerline of tracks. 9 • • Exhibit "B" (Required Signage) . C - SO 11,11)1"U 410111111 II .11614111813 = <-1% w NM gradedisp go 31:11 app Wain NV 5 I1��N. • 1Zi jc�z �� Wna Qw�llts � NO N14 �W Wia W Y. <i. �N ns uJIzN�<Ir �ia•~C=i N .X ti m0 <tWJ4`<�5J ...van o ¢ul-=, �i+- an66 ..� 2Y >N1- «fa 1J m<{yNW6} .11 . 1...� E Nm I� s � it JK VJ5ZJ<M<!a 0 W pp<VW W=ZW_ 1a Woo�ZZ< Vi Kp� N>� i Z VO JI< mGJf �NUW NI- lx -- m NtD 1W -d w°" -la �11�1OS�K �ON�NW V 1 ¢WC-+ 8.71°W11 z JI I-V J{�yy-##2W2�N JLKCOoI1i. i/Saa <21- Jti¢ NJW WWWF_ NOO *an <WUUSlIC1:pE: ;Ear 8 a N DETA W m d • W_►'. ▪ .- E .- y O N it• -I K .- IA O 5 1► -SEE •X" DETAIL 1_ 0 O 00 00 NN if 1 J SS I 1 gig N••o" STD PAGE 053 Z 0 >- t• o 00 z oVi cc 0 W - 0 W r 0 IS Oa AA .n 0 0pp WZ W 'd I I 3I _ I PI � n 0 I N° ROADWAY LEVEL 1 Oa wN 1 i WC; 0 `�mN IV HN 0..1Ta V de Kt -.t)N N W Al;l J A 1n 01 0 n A n V 0 N 3 1- STO. DWG 0531 • • • Exhibit "C" (Insurance Coverage) 11 POWER TO MAKE A. DIFFERENCE. • s February 15, 2001 Ms. Darlene Jones Capital Metro Railroad Right of Way Department 2910 East Fifth Street Austin, Texas 78702 • Dear Ms. Jones: Please be advised that the Lower Colorado River Authority is self- insured for General and Automobile liability, with excess -coverage through AEGIS up to $25 million. In addition, the LCRA is self- insured for Worker's Compensation, with excess statutory limit coverage through American Home Assurance Company. Sincerely, Neil Haverlah Risk Manager NH:bt • DarPort r k diUdb,t,d loyal thuoigb carp*?tnn' l rid: thelodoeriq[eider and laud electriceaapaatl uK /+K' CIty gnats* • Sondem Elc/dcCogenMt�kr. •e►as6onaHFketdrroojera[la,lnc•CiIySOU, d•C+7oIBe r• City of Boerne a K•al,tprbsas•antralremr9 ie to • City afCuero• DOM ElecricCenperatike. Inc. • Fayette EkeMcCooperatltr.Inc •City9/ conia•Cityaffe,dnkkrben•ayofGnige n•Cit°1C� • of •Giiof •CSW Rag Electric Cooperafite.MC. • City endlessel%•/fmaltPonComity Electric[aapaa68RInc. •Citigikaveleal•lG EltdricCropend •Ini. • tensile PaMkLYdity$oard• Oily o/IaCrane •Cleyoflaa:paras•Gryof[esdnloa•Mil limo • City elac*bars•CttyofInhng•Ctry:paea•ftcCallocbEledrkCat aa j'6ine+ • ay elk:dton • t e, Bmnnfele Mies • Pedernales Elecric Ca peratin • Cdy eSan Saba • SanderaadEk drCoopnat4u.Inc. • Oq afscba enk' • coy jSegain • CM' °f • San arca /Writ DOW • City pfSaitber% • City it Weeder • ay of Maar • Go•rilbabee: Form 8(Additional insured) Certific ' Number: 075017 ASSOCIATED ELECTRIC & GAS INSURANCE SERVICES LIMITED • Hamilton, Bermuda CERTIFICATE OF INSURANCE (Excess Liability) This Certificate is furnished to the Certificate Holder named below as a matter of information only. Neither this Certificate nor the issuance hereof modifies the policy of Insurance Identified below (the "Policy") in any manner. The Policy terms are solely as stated in the Policy or in any endorsement thereto Any amendment, change or extension of the Policy can only be effected by a specific endorse- ment issued by the Company and attached to the Policy. The undersigned hereby certifies that the Policy has been issued by Associated Electric & Gas Insurance Services Limited (the "Company") to the Named insured identified below for the coverage described and for the policy period specified. Notwithstanding any requirements, terms or conditions of any contract or other document with respell to which this Certificate may be issued or to which it may pertain, the insurance afforded by the Policy is subject to ail of the terms of the Policy. NAME OF INSURED: Lower Colorado River Authority PRINCIPAL ADDRESS: 3700 Lake Austin Blvd., Austin, TX 78703 POLICY POLICY From: 12/31/00 NUMBER: X0345A1A00 PERIOD: To: 12/31/01 RETROACTIVE DATE: 10/01/36 . DESCRIPTION ms -First Made Excess Liability Policy covering claims for Bodty 1r jury, OF COVERAGE: Damage and Personal injury arising from the operations described below. MUT OF UABIU1Y ADDITIONAL INSURED: a- $ 25,000, 000 per occurrence and in the aggregate, where applicable. The Certificate Holder is an additional Insured under the Policy but only (i)'to such extent and for such Limits of Liability (subject sways to the terms and Limits of Liability of the Policy) as the Named Insured has agreed to provide insurance f the Certificate Holder under the following contrast: Brusl:yyCreek Regional Wastewater System Contract No. 1 and dnrrespecto the following respect railroad property during temporary construction phase Should the Policy be cancefed,•assigned or changed in a manner that is materially adverse to the Insured(s) under the Polley, the undersigned will endeavor to give days advance written notice thereof to the Certificate Holder, but failure to give such notice will impose no obligation or liability of any kind upon the Company, the undersigned or any agent or representative of either. DATE: 2/15/01 ISSUED TO: Cap Metro Railroad Right -of -Way Dept (`Certificate Holdee) ADDRESS: Attn: Mrs. Darlene Jones 2910 E. 5th Street Austin, TX 78702 AEGIS INSURANCE SERVICES INC. RECORDERS MEMORANDUM AU or mu of dK tat on this peke wos not deorly legible for retiefaaory recordation. 9002 (8187) BY: A &GAL. ?. At Jersey City, New Jersey FILED AND REM D OFFICIAL PUNIC RECORDS Jk.) e-•-tak" 07-19-20003:03 PM 2001052134 JACKIE $37.00 NANCYLLIAMSON COUN 'COUNTY • • AFTER RECORDING, PLEASE RETURN TOS The Lower Colorado River Authority Attn: WaterCo - Project Services • P.O. LICENSE AGREEMENT X 78767-0220 a ,43 This License Agreement (the "Agreement") is made by and between Capital rl Metropolitan Transportation Authority, referred to herein as Capital Metro ("Owner"), a political subdivision of the State of Texas and Lower Colorado River Authority, (LCRA), ("Licensee"), a conservation and reclamation district of the State of Texas, and Terry Lamar Robinson ("Property Owner"), in Tight of the following recitals, ri N to wit: 117 Q Recitals: Q A. In 1986, the City of Austin in conjunction with Owner and The Federal Transit Administration (the FTA � "Grant") "FTA") pursuant to a federal grant, Project No. TX -05-0130 (the purchased from the Southern Pacific Transportation. Company approximately 162 miles of railroad right-of-way including the track, track support structures, and the real property in the counties of Bastrop, Burnet, Lee, Llano, Travis, and Williamson, Texas, generally situated at or near AUNW milepost 0.0 near Giddings, Texas and running continuously to a point at or near AUNW milepost 154.07 near Llano, Texas, including the Austin Junction which commences at AUNW milepost 56.5 and runs to downtown Austin, the Marble Falls Branch which commences at AUNW milepost 124.7 near Fairland, Texas and runs to Marble Falls, Texas, the Burnet Spur • which runs from AUNW milepost 114.9 to downtown Bumet, Texas, and the Scobee Spur which runs from AUNW milepost 127.67 to the end of the track in Llano, Texas (collectively the "Giddings -Llano Line"). B. The Grant requires, among other things, that the Giddings -Llano Line be used for the provision of mass transportation service. C. On or about May 20, 1998, Owner purchased and acquired from the City of Austin all of the City of Austin's right, title and interest in and to the Giddings -Llano { Line. M 010(,0(9 • D. Owner contracts with an independent Rail Freight Operator (RFO) for the operation of rail freight service on and over the Giddings -Llano Line. E. Licensee has submitted an application with Owner and paid the $550 application fee prior to execution of this Agreement. F. Licensee has requested the right to construct and maintain a private at- grade crossing ("Crossing") in a portion of the Giddings -Llano Line at AUNW MP 79.38 in Williamson County, Texas, which will cross the Owner's Property. NOW, THEREFORE, for and in consideration of TEN AND NO/100 DOLLARS ($10.00), and other good and valuable consideration, the receipt and sufficiency of 1 which are hereby acknowledged by each party, and the mutual covenants and promises • in this Agreement, the parties agree as follows: 1. Owner, subject to the conditions, limitations, and reservations hereinafter set forth, hereby grants to Licensee the right to use that portion of the Giddings -Llano Line in Williamson County, Texas, more particularly described in Exhibit "A" attached hereto and made a part hereof (the "Licensed Property") for the sole purpose of constructing and maintaining the Crossing referenced above (Section F). 2. Licensee shall, upon the Effective Date hereof and on or before the anniversary date of the Effective Date of each succeeding year thereafter during which this Agreement is in effect, pay to Owner an annual license fee ("Annual Fee") as follows: The Annual Fee shall be three hundred fifty and no/100 dollars ($350.00) for the first two (2) years after the Effective Date hereof and shall be adjusted, such : adjustment shall not be unreasonably imposed by Owner every two (2) years thereafter. A change in the Annual Fee shall never be more than fifty percent (50%) increase in the Annual Fee charged in the year prior to the change. In no event shall the Annual Fee charged be less than the previous year's Annual Fee. 3. Licensee shall construct and maintain the Crossing over and across the Licensed Property, at AUNW MP 79.38, approximately two hundred (200) feet south of Brushy Creek Road, at its sole expense in a manner and at such times, which are satisfactory to Owner. Licensee will construct a private at -grade crossing, a maximum of forty (40) • feet across the one hundred (100) foot Giddings -Llano right of way. Licensee agrees that crossing surface materials should abide by Owner's specifications and plans. Licensee agrees that the profile and alignment of crossing and approaches to the top of rails for all tracks shall be brought to the same plane where practicable. The surface of the crossing shall be in the same plane as the top of rails for a distance of two (2) feet outside of rails for the crossing. The top of rail plane shall be connected with the grade line of the roadway each way by vertical curves of each length as is required to provide riding conditions and sight distances normally applied to the crossing under consideration. Licensee agrees that the surface of the roadway will not be more than three (3) inches higher nor six (6) inches lower than the top of nearest rail at a point thirty (30) feet from the rail, measured at right angle thereto, unless track superelevation dictates otherwise. Licensee agrees that roadway alignment should be such as to intersect the railroad track at or nearly at right angles. Licensee shall not locate or erect any new poles or locate any new ground facilities or subterranean facilities within the Licensed Property. No equipment, vehicles, material or supplies will be stored on the Licensed Property or on any portion of the Giddings -Llano Line ovemight or on weekends. 4. Licensee, at its expense, shall maintain the Licensed Property by mowing grass and weeds, trimming trees and brush and not allowing materials or trash dumped or stored on the Licensed Property to remain thereon. Licensee shall maintain an unobstructed sight distance of two hundred fifty (250) feet in either direction from the center of Crossing. 2 5. Licensee shall grant use and access at any time pe Cr9sst9199ated at MP 79.38 to Property Owner and Property Owner's AsailtviVricalsaMPity Owner's property, which is adjacent to the Giddings -Llano right-of-way. ; ,OP 6. Licensee is granted temporary access to the fifty (50) foot Giddings -Llano right- of-way located between MP 79.48 and MP 79.38 to construct said Crossing for a period of not less than one (1) day and no more than five (5) days. Licensee agrees that all vehicles and equipment will remain a distance of at least fourteen (14) feet south of the edge of ties during construction. 7. Licensee, at its expense, upon completion of said Crossing will remove and abandon existing at -grade crossing located at MP 79.48 and restore railroad right-of- way to Owners specifications. 8. Licensee, at its expense, shall survey alt proposed route(s) for the inspection of a representative of Owner prior to commencement of construction on the Owner's property. Licensee shall coordinate with Owner to arrange for a representative of Owner to be present at the site prior to location and installation of any equipment or facilities on Owner's property. 9. Licensee shall fumish, install, and maintain at its sole expense, in a manner satisfactory to Owner, such signs as are recommended and approved by the Owner to 411 adequately mark the location of Licensee's use of Owner's property. 10. Licensee shall not perform any installation, construction, reconstruction,. maintenance or other work on the Giddings -Llano Line or the property of Owner, without providing Owner seventy-two (72) hours' prior written notice. If an emergency situation arises, Licensee shall immediately notify Owner's Railroad Right -of -Way Department by telephone, and then proceed to take only those actions necessary to retum Owner's property to a safe condition, unless Otherwise directed by Owner. 11. In the event Licensee fails to construct and maintain the Crossing, including all required signage Exhibit "B" in a good and safe condition satisfactory to Owner and such failure continues for a period of thirty (30) days following Licensee's receipt of written notice from Owner, Owner reserves the right to perform the required work at Licensee's expense. 12. Licensee shall obtain and maintain any additional necessary governmental authorization for the location, construction, maintenance, and operation of the Crossing on the Licensed Property. 13. Licensee hereby agrees to release Owner, and further agrees to indemnify, defend and hold harmless, Owner from and against all liability, cost and expense (including, but not limited to, attomeys' fees, court costs, other costs of litigation and • judgments) for loss of or damage to any property and for injuries to or death of any. 3 i • persons (including the property and employees of the parties hereto) caused wholly or partially by Licensee's exercise of the rights granted to Licensee in this Agreement, except to the extent that any such liability, cost, or expense arises from the negligence or the willful misconduct of Owner.. 14. Licensee is self-insured, and has provided Owner with evidence of self-insurance as set forth in Exhibit "C", attached hereto and made a part hereof. Licensee shall keep its self-insurance program in full force and effect, at all times during the effective period of this Agreement. 15. Licensee shall pay in full all persons who perform labor. Licensee will not allow any mechanics' or materialmen's liens to be filed or enforced against the Giddings- Llano Line or the property of Owner for work done or materials fumished at Licensee's instance or request. If any such liens are filed thereon, Licensee agrees to immediately remove the same at Licensee's own cost and expense and to pay any judgment which may be entered thereon or thereunder, without regard to the legal enforceability of such liens. Should Licensee fail, neglect or refuse to do so, Owner shall have the right to pay any amountrequired to release any such lien or liens, or to defend any action brought thereon, and to pay any judgment entered therein, and Licensee shall be liable to the same for all costs, damages and reasonable attorneys fees, and any amounts expended in defending any proceedings or in the payment of any of said liens or any judgment obtained therefor. 16. a. Licensee shall, at its expense comply with all applicable laws, regulations, rules, ordinances, and orders regardless of when they become effective, including, without limitation, those relating to health, safety, noise, environmental protection, waste disposal, and water and air quality, and fumish satisfactory evidence of such compliance upon request to Owner. b. Should any discharge, leakage, spillage, emission or pollution of any, type occur upon or arise from the Licensed Property as a result of Licensee's use, presence, operations or exercise of the rights granted hereunder, Licensee shall, at its expense, be obligated to clean all property affected thereby, whether owned or controlled by Owner or any third persons to the satisfaction of Owner and any other governmental body having jurisdiction in the matter. Owner may, at its option, clean the Licensed Property; if either of the aforementioned elects to do so, Licensee shall pay said entity the cost of such cleanup promptly upon receipt of a bill therefor. c. Licensee hereby agrees to release Owner, and further agrees to investigate, indemnify, defend and hold harmless Owner from and against all liability, cost and expense (including, without limitation, any fines, penalties, judgments, court costs, other litigation costs, and attorneys, fees) incurred by Owner as a result of Licensee's breach of this Section 16, or as a result of any such discharge, leakage, spillage, emission or pollution, regardless of whether such liability, cost or expense. arises during the time this Agreement is in effect or thereafter, except to the extent such 4 liability, cost or expense is the negligence or willful misconduct of Owner or some other third party unrelated to Licensee. 17. This Agreement is subject and subordinate to: a. The interest of the federal government and the FTA pursuant to the Grant; b. Existing licenses, leases, easements, restrictions, conditions, covenants, encumbrances, liens, and claims of title affecting the Giddings -Llano Line. 18. Owner, and its agents, successors, and assigns, consistent with the rights herein granted, reserve the right to use the Giddings -Llano Line for any and all purposes not. inconsistent with the rights granted to Licensee in this Agreement. 19. All notices, statements, demands, requests, consents, approvals, authorizations,. offers, agreements, appointments or designations required under this Agreement or by law by either party to the other shall be in writing and may be given or served by depositing the same in the United States mail, postage paid, registered or certified and addressed to the party to be notified, with retum receipt requested; by personally delivering same to such party, or an agent of such party; or by overnight courier service, postage paid and addressed to the party to be notified. Notice deposited in the U.S. mail in the manner hereinabove described shall be effective upon such deposit. Notice given in any other manner shall be effective only if and when received by the party to be notified. 20. If any provision of this Agreement is held to be illegal, invalid or unenforceable under present or future laws, such provision shall be fully severable; this Agreement shall be construed as if such illegal, invalid or unenforceable provision had never comprised a part of this Agreement shall remain in full force and effect and shall not be affected by such illegal, invalid or unenforceable provision or by its severance from this Agreement. 21. This Agreement may be executed simultaneously in counterparts, each of which shall be deemed an original, but all of which together shall constitute one and the same instrument. 22. This Agreement embodies the entire agreement and understanding between the parties relating to the transaction contemplated hereby and may not be amended, waived or discharged except by an instrument in writing executed by Owner and Licensee. 23. This Agreement shall be governed by, construed, and enforced in accordance with the laws of the State of Texas, and venue shall be in Travis County. 5 24. The rights and privileges herein given are personal to the Licensee. This • Agreement shall not be assignable by Licensee, in whole or in part, without the prior written consent of Owner. • 25. If all or any portion of the Licensed Property, including but not limited to the air ways over and across the Licensed Property is condemned by any authority with condemnation powers, the proceeds of such condemnation shall be the property of Owner. 26. This Agreement shall terminate upon the occurrence of any of the following events: a. The location, installation, construction, maintenance, and operation of the Crossing is not commenced within six (6) months from the Effective Date of this Agreement; or b. The Crossing shall be abandoned by Licensee for more than Thirty (30) days; or; c. Licensee shall fail to perform or comply with any of the terms and provisions of this Agreement and such failure shall continue for a period of fifteen (15) days following Licensee's receipt of written notice from Owner; or d. The liability insurance coverage required by this Agreement shall be. cancelled, fail or lapse and Licensee shall fail to reinstate or replace it within thirty (30) days of such cancellation, failure or lapse; or e. Upon thirty (30) days' prior written notice from Licensee to Owner; or f. Upon One hundred eighty (180) days' prior written notice from Owner to Licensee. 27. Upon termination of the rights hereby granted, Licensee agrees, upon receipt of a written request from Owner, to remove the Crossing, to restore the Licensed Property to the same state and condition in which it existed prior to location and construction of the Crossing, and to bear all expense thereof. Should Licensee in such event fail, neglect or refuse to so remove the Crossing and restore the Licensed Property, such removal and restoration may be performed by Owner at the expense of Licensee, and Licensee agrees to make full restitution and reimbursement to Owner for such sum immediately upon demand. 28. In the event Owner shall successfully bring suit to compel performance of, or to recover for breach of, any covenant or condition hereunder, Licensee shall pay to Owner reasonable attorneys' fees in addition to the amount of the judgment and costs. 6 29. As used in this Agreement, the "Effective Date" of this Agreement shall be the date this Agreement has been executed by Owner and Licensee and finally approved as evidenced by their respective signatures below. 30. Time is of the essence in this Agreement. Unless otherwise specified, all references to "days" shall mean and refer to calendar days. Business days shall exclude all Saturdays, Sundays, and Texas legal banking holiday, then such obligation shall be performed on the next following regular business day. 31. Each of the signatories to this Agreement represents and warrants that he is duly authorized to sign this in the capacity indicated. Executed on various dates to be effective as of the Effective Date: CAPITAL METRO: CAPITAL METROPOLITAN TRANSPORTATION AUTHORITY Date: o -026 -of Date: 5- 31-.1o0t • By: aren Rae, General Manager Approved as to form: LICENSEE: Lower Colorado River Authority (LCRA) Name: Doha ritS Lev - Title: ititamal ,e Title:,Mal T wlNvAuutt-7 ErViL Date: —l-0 —o/ STATE OF TEXAS § § COUNTY OF TRAVIS § PROPERTY OWNER: Terry Lamar Robinson //J� Name: 7e,-,-7 /a•sta.^ Arkfe l ro. i Title: This instrument was acknowledged before me on this the o2 day of , 2001, by Karen J. Rae, General Manager of CAPITAL METROPOLITAN T NSPORTATION AUTHORITY, a political subdivision of the State of Texas, on behalf of said public body. • 8 N • �'ry Public, State of Twcas Commission Expires:7'3/'a1 STATE OF TEXAS § COUNTY OF TRAVIS § This instrument was acknowledged before�jme on this the 3151: day of M a , 2001, by �a N, .iS ras k42, of L R A , a a 5 e.. of the State of Texas, on behalf of said aq a r.a,� • STATE OF TEXAS § COUNTY OF TRAVIS § • Notary ubli State of Texas Commission Expires: b-2). 3.0o3 This instrument was acknowledged before me o this the q2O day of hQ , 2001, by 1-;\-A-1.1 LOOrNt r-bay.so t of a of the State of Texas, on behalf of said AMBER TORRES Notary SON � My CommissionExpires: FEBR9AF1/ Z ` 9 ry ublic, tate of exas Commission Expires: • • "Exhibit A" A strip of land being forty (40) feet in width measured from the centerline of the Crossing as shown on Licensee's as built, plan and profile. The centerline of said strip of land crosses the Giddings -Llano Line at AUNW milepost 79.38, Engineering Station 1212+31, Map V9/6, in Williamson County, Texas. The width of the Giddings -Llano right of way at this location is one hundred (100) feet, being fifty (50) feet north of centerline of tracks and fifty (50) feet south of centerline of tracks. 10 • • Exhibit "B" (Required Signage) • • Nw DETAIL "X" d to N Zto-m. JI N —I a. ttl 5 1H W W < J mi-WO40 1- Jt ZC<��0�1- 4.2 N <A 4.11 >WW U.O. _I-4 W ,Q,O NQN 1=-f7KJ �i4 yym�� < r.az .M .01. Z4.W . .3C 4X 00: N NZ1/1�'J ..4010 V NN O Wog WJI``-ZOO O �L' 4p04 OO y, 1 m 41JJKZ0Z 0J .O� K Z 0e. ` 0 F� 51-LUK pQm. , NWW ��M•rrrrW.Z4 aqqpo 4 G —< C ;ZSWVIJW 0. 4408 OWWW>0< 1-1-. N 0 W 044 0VW. "CWJ •+- W WZ1Z low Z S NN - to-W0U.0 _�� P& � C. 0.. NZ >J�>SWV11..W MO0ILZI- .Z.Z g OW < 1.100..W 1+W 01-' {Y -. O 'W., CLUI ° WO (E0�o0 Z a N 1W--1?< JW ZWZ•+<N JC¢¢0�1L W 0. VI. <Z� JO= -•Z- 0ww W.WW1• J W >1YW < WZI- N.. 1- Z1�11jy�•-; 12,...,- W. FSM4000pS2f< OWWZOW.._.80 W M0 <1-001-ZVNJ1 0V Fd>. li4 0 3 - SEE "X" DETAIL ▪ 2- (5. I Cm) 2" f 5. I cm) � v 5 a , 3 C 0 1 M 0 4 3 1- 01 N etb h 0 N 01 a M N N 0 N 8 N I ... Ilqu I.1 - 1. v —" N 1 1 41) Y. 111 —M —N1 64. N N3- ti ZY► ' <.aa ;OCG -4 _a RECORDERS MEMORANDUM 'all < Morpwofdietacoathirptrimme t 200Aesmt W�/p1 STD DWG. 0531 J.• • .Exhibit "C" (Insurance Coverage) POWER TO MAKE A DIFFERENCE. • February 15, 2001 Ms. Darlene Jones Capital Metro Railroad Right of Way Department 2910 East Fifth Street Austin, Texas 78702 Dear Ms. Jones: Please be advised that the Lower Colorado River Authority is self- insured for General and Automobile liability, with excess coverage through AEGIS up to $25 million. In addition, the LCRA is self- insured for Worker's Compensation, with excess statutory limit coverage through American Home Assurance Company. Sincerely, Neil Haverlah Risk Manager NH:bI • Oarpp risdistibutetoforIMausbourparnunbjowitbPrefabs:intdoesand/rreldnafcmgDcretket Cooperative, inc. City oftiasimp•Barden, Electric Coopenrk; Inc • Bluebonnet Electric Cooperative. Inc •CityofHernd •cityulmcee•CityofBoenre• Omaha* CewirdTexas Ektbk • City of Cuero • Hen l Recede Cogpd fkk Inc. • Fayette Metric Cooperative. Inc • City rpatorria • eM' ofl kseg • City nfCeoriaawn • City ofGiddiI5 • City o1 e • City ofCon;ales • Cwsddape WsreJ Electric Cooperative, Inc • Cil ofllaretLJ'* • Hamilton Canary Ekctric Cooperate, lac • City ofllenpsteed • Kim* Electric Cotperelks Inc • km* "Hie Vilify Board • avails, Grave • City 9flu°Paster•City o/Lnteon•City afilarso• City ofiarklad•City (poling • City °Oman•akt ,cbIke**Cooperator.Inc • City pion/ton • Herr Braunfels Mines • Pedernales Electric Cooperative • City ofSan Sabo • Son Bernard HectricCooperati+te, Inc • co 11Scide+org b • City ofSessin • CUy ofsbsn•T • Son Memos ikctrikCtiliil • city of ntilba k • City of Raelder • coo, of reinar • Ciy of Yoakum Form B (Additional Insured) Certific. Number: 075017 • • ASSOCIATED ELECTRIC & GAS INSURANCE SERVICES LIMITED Hamilton, Bermuda CERTIFICATE OF INSURANCE (Excess Liability) This Certificate is furnished to the Certificate Holder named below as a matter of information only. Neither this Certificate nor the issuance hereof modifies the policy of insurance identified below (the "Policy") in any manner. The Policy terms are solely as stated in the Policy or in any endorsement thereto. Any amendment, change or extension of the Policy can only be effected by a specific endorse- ment issued by the Company and attached to the Policy. The undersigned hereby certifies that the Policy has been issued by Associated Electric & Gas. Insurance Services Limited (the "Company") to the Named Insured identified below for the coverage described and for the policy period specified. Notwithstanding any requirements, terms or conditions of any contract or other document with respect to which this Certificate may be Issued or to which it may pertain, the insurance afforded by the Policy is subject to all of the terms of the Policy. NAME OF INSURED: Lower Colorado River, Authority PRINCIPAL ADDRESS: 3700 Lake Austin Blvd., Austin, TX 78703 POLICY POLICY From: 12/31/00 NUMBER: X0345A]-A00 PERIOD: To: 12/ 31/01 RETROACTIVE DATE: 10/01/36 DESCRIPTION Claims -First -Made Excess Liability Policy covering claims for Bodily injury, Property OF COVERAGE: Damage and Personal Injury arising from the operations described below. LIMIT OF LIABILITY ADDITIONAL INSURED: $ 25,000, 000 per occurrence and in the aggregate, where applicable. The Certificate Holder is an additional insured under the Policy but only (i) to such extent and for such Limits of Liability (subject always to the terms and Limits of Liability of the Policy) as the Named Insured has agreed to provide Insurance for the Certificate Holder under the following contract: Brus1>yCreek Regional Wastewater System Contract No.1 and (ii) with reaped to the following operations: Vehicular crossing of railroad property during temporary construction phase Should the Policy be cancelled,' assigned or changed in a manner that is materially adverse to the Insured(s) under the Policy, the undersigned will endeavor to give days advance written notice thereof to the Certificate Holder, but failure to give such notice will impose no obligation or liability of any kind upon the Company, the undersigned or any agent or representative of either. DATE: 2/15/01 ISSUED TO: ADDRESS: SANDERS MEMORANDU1 ' tin, TX 78702 All orpeu tithe tat oa drapt iewas act dimly hylk for satidertary aoottildoa. Cap Metro Railroad Right -of -Way Dept Attn: Mrs. Darlene Jones 2910 E. 5th Street BY: ("Certificate Holder") AEGIS INSURANCE SERVICES, INC. At Jersey City, New Jersey 9002 t • ‘An.a,ranfrprp Helder: Canary—Aegis Insurance Services, Inc.; Pink—Insured; Goldenrod --Broker • �P kd. PIPE LINE LICENSE., THIS INSTRUMENT. executed in duplicate, The undersigned Carrier hereby grants, but on solely the herein expressed terns and conditions, and the undersigned Licensee ( City of Round Rock ). to be addressed at tshew whether an individual..v,-partners. or corporation and 'tate wherein incorporated) an i ncorporated city , hereby accepts, permission to install,4keep, maintain, repair, renew and use for conveying the Licensee's own one . .certain proposed continuous line of (number) (pronged ptexistina) 36 inch diameter steel poly vinyl chloride hh(V) pipe . 27 inches in diameter, and appurtenances, including casing pipe 0.469" t heC in called 1'ipe Line, nn the Carrier's property, herein called Premises. Pipe Line will be used as a sanitary sewer line. Fuxst 200.1 May 2 , 19 84 , Witnesseth: main track (track Or right Of way) . �wc ,m at Kerr, Texas Williamson County, Texai (county or parish) Approximate location of Pipe Line is indicated by red . Pipe Line shall intersect Carrier's existing dl]lafdUM , , at or near Eng Sta 403+84 mato Ohm) line on Exhibit A attached hereto as part hereof. 1. Licensee shall at all times keep Pipe Line in good state of repair. All work by Licensee hereunder shall be performed in a safe and workmanlike manner. Licensee shall furnish or do at Licensee's own cost and responsibility any and all things and when and as from time to time required to accomplish whatsoever the Licensee attempts or is bound to do at any time hereunder. Licensee shall adjust Pipe Line to any physical change as mace at any time in any .of Carrier's property; at all times keeping upper surface of Pipe Line at least four and one-half feet below bottom of rail thereover. K iiiitY41fOQ)(00111 ifiltfix9Ublli60ANKI )1116O)W000 141Rd(1: IMlllt ,IKtxj(I 90f i01Qh9( xj0i()(X/fttjtlibiK 9i9CIAX ! KKKt oat Said things, including the time and manner of doing any work, each shall conform to the requirements of Card ) Carrier as well as of any State, Federal or Municipal authority. Carrier may acting for Licenser furnish or do, and licensee shall pay and bear t he cosi of, anything which, herein required of Licensee at any time, either shall not Iii furnished or done within ten days following C'arrier's written request therefor or shall be undertaken by Carrier at Licensee's request: and Licensee on request shall in advance deposit with Carrier the estimated cost thereof. If deposit be lets than actual cost Licensee shall pa?, the difference: if more, Carrier shall repay difference. Kith)til4XXIIIfd6xdk)4)EiCt POISdiXtiii► (Xe1 6id�(woupi xxxkamiX9tifjK11�7�ThX maymXooka. Any other payment shall be made within twenty days following receipt of bill. icensee shall pay cost to Carrier for all labor, including wages of foremen, plus 10'%. to cover supervision and accounting, plus vacation allowances, paid holidays and health and welfare benefit payments applicable to said labor, Carrier's cost price of all materials f. o. b. Carrier's rails; plus 10% to cover handling and accounting, plus freight at tariff to point of use, and excise taxes applicable to said labor and materials. Carrier may connect with and dis- charge sewage into I'ipe Line while serving as sewer. 2. Licensee agrees to (a) indemnify and save harmless the Carrier from and against all claims, suits, damages, costs (including attorneys' fees), losses and expenses, in any manner resulting from or arising out of or in connection withthe laying, maintenance, renewal, repair, use, existence or removal of Pipe Line, including the breaking of the same or any leakage therefrom, and (b) assume all risk of loss or damage to Pipe Line and the contents thereof regardless of how caused. 3. Term hereof shall begin with May 2, , 19 84, and continue thereafter until concluded (1st) by expiration of thirty days following serving, by 1.icensee on Carrier, or vice versa, of written notice of intention to end terns hereof or (2nd), at Carrier's election without further notice by expiration of six months without the Pipe Line having been installed or by Licensee failing (a-1) to cure any default or (a-2) to show statutory right to install Pipe Line within thirty days following Carrier's written request therefor. Any notice of Carrier shall be deemed served when posted conspicuously on Pipe Line or when deposited postage prepaid in U. S. mail addressed as aforesaid. Not later than last day of term hereof Licensee shall remove Pipe Line and restore Premises. Any of Pipe Line not so removed shall at Carrier's election without notice be deemed abandoned. Covenants herein shall inure to or bind each party's heirs, legal representatives, successors and assigns; provided: no right of Licensee shall be trans- ferred or assigned, either voluntanly, or involuntarily, except by express agreement acceptable to Carrier. Carrier or Licensee may waive any default at any time of the other without affecting, or impairing any right arising from, any subsequent default. GEORGETOWN RAILROAD COMPANY WITNESSES: A'1TEsr: ` ;13y ti : ( FRP' SEnl.Y , seats -rum ie ,441.1444(--- Re4,1;44- CITY OF ROUN As Canter. ant party herein. (Seal) As Licensee. sera rty herein. t • • m cj M re t— • SCALE I RNCEI = 10 `034,99 a-" PVC se were w/ W c.451i44 40511p7c ¢c s. 30" Re P GEORGETOWN RAILROAD COMPANY P.O. 80X 529 GEORGETOWN, TEXAS 73S ?S C.0 CC ogtb OL \/ -: k _g'_.' t� mr..r,fr e Va4 r f�rt'3' ' t?'r�1.z..�'} r a5K'7. n'r><r.- �,, � �r�t.r,�vel�d.-��+ i -'� � `n�• cg sous*5,'�:.". t \ �\ A 3n a r�:s � 73ab H N zv 8 0 r [° x3� y rnW1 • • • s sw4 i a 1 tlynte• allttistt 2115 t4. rsys .zn::nd i ock, TX 78664 A P PROVA L • Form 1087 (2-11) Contts*1t tio. 12-2,446ction Hwy. No. 46_.._._.... M_ !starch 5, 1984 The State Department of Highways and Public transportation offers no abjection to the lecation on the right-of-way of your proposed line as shown by accompanying drawings and notice dated an" Tenn ytya____�__ _ except as noted below. Your attention is directed to governing laws, especially to Article 'i67667-1, Vernon's .1^.nota' •d Civil Statutes of Texas, pertaining to Control of Access. Access for se•rvtc,-:ng this installation shal' be liotited to access via (a) frrntage roads where nr'vtd:d (h) nearby or adjacent public road:; or streets, or (c) trails along or noir te hi.;h::ly right-of-way lines, connecting only to 3n intersecting- road;. from any on r All .::rich entry moo be made to the outer portion of the highway right-of-way tee t:t'.r^"3i :iervic4 and 'aintenance operations. The Utility Owner's rights of access to the• tL•rca:4h-traffic roadways and ramps shall be subject to the sane rues and re:!Suta- i.i n.3 :!5 Apply to the general public except, however, if an e"'ergenCy situation 3CC;:rs .:::d '.i -7;i1 ...,1ns of locos for normal service operations will: not permit the i;'7"'..':ilato r. ;u.red by the rtitity Owner in making emergency repairs as- required for they :=a:.to and welfare of the public, the Utility Owner shall hove a temporary right of frcn the through -traffic roadways and ramps as necessary- to accomplish t? r_ie.ired omet.w!ecv repairs, provided the :hate De arti..cti% epi iii-_ .iy9 .and Public ..... ! ,_r :_lt. n Is .:•re•diately notified by the :"tilt y t,;'a^.er when s_.... ..Fairs are initi.lted and adequate provision is trade by the Utility Owner for convenience and safety of highway traffic. It is expressly understood that the State Department of Highways and Public Transporta- tion does not purport, hereby, to grunt any right, claim, title, or easement in or open this highway; and it is further understoud that the State Department of Highways and Public Transportation may require the owner to relocate this line, subject to provisions of governing laws, by giving thirty (30) days written notice. All work on the highway right-of-way shall be performed in accordance with State Depart - rent of Highways and Public Transportation instructions. The installation 01811 not damage any part of the highway and adequate provisions must be made to cause minimum inconvenience to traffic and adjacent property owners. In the event the Owner tails to comply with the requirements as set forth herein, the State may take such actior as it deems appropriate to compel compliance. :AAae. see aLtarheti_ferm with particular attention called to .tear 2. 9. 11. 16j 49, 22 and 73. Also. cleats eontiict :fir. Carl Suadbeck at 512/836-8640, ext. 542 prior to cooatructioo. Please notiiy forty-eight (48) hours prior to starting construction of iinghP%094Bbfscr that we may have a representative present. STATE DEPARTMENT OF HIGHWAYS AND PUBLIC TRANSPORTATION 117: lea, B ofi-r,.nv District Engineer - Ai tiO RV 14. ;to. ,4 - ta3 MINTY LINE ON CONTROLLED ACCESS 111WAY Date rebrtaarY VP..4 TO THE STATE HIGHWAY AND PUBLIC TRANSPORTATION COMMISSION c/o DISTRICT ENGINEER STATE DEPARTMENT OF HIGHWAYS AND PUBLIC TRANSPORTATION Georgetown . TEXAS Formal notice is hereby given that The City of Round Rock Odidefalr* proposes to place a 30" ductile iron o i T line within the right-of-way of _Interstate Highway No. 35 in Round Rock, Williamson . County. Texas as follows: (give location, length, general design, etc.) The line will be a 30' ductile iron at I1435 st..a 1283+64.20.* The line wi with 20' separation between pipes. ductile iron pipe installed. Total gravity sewer line to be installed 11 parallel the Lone Star gas line Core to be pressure grouted after length of bore to be 296 LFI The line will be constructed and maintained on the highway right-of-way as di- rected by the State Department' of Highways and Public Transportation in accor- dance with governing laws. Our Firm further understands that the State considers proper traffic control measures as those complying with applicable portions of, the Texas Manual of Uniform Traffic Control Devices required for adoption by the "Uniform Act Regulating Traffic on Highways" (V.C.S. 6701d). The location and description of the proposed line and appurtenances is more ful- ly shown by 3 copies of drawings attached °.o this notice. Construction of this line will begin on or after the 15th day of March . 19 84 • Round Rock,.. Texas UND ROCK TE WATER LINE E. MENTS fliC NO DR kve.4 DATE fje.:7;:.- CH-t 0,E'D Er( f , , gI't Haynie & Kali/man Inc. EA4G,Nfr. , • "'„,' • . • • rm, •-• crle. ).1 .116 IN%$, :Y. . : io' °°...'..."-....... f . oPb 4f/ s.f rote 1" . 4.4` • '•'; 4......c.e7 ' I ..4., . t• ' • ... i .. '1.,.‘ .4 1 ...AL. frA4P .$ "•74 ' %; ',..... 7 ..,.'e:. ! 't It;4r,.. v'S' ..1 , .,.., . . . 4 '7-, ......C6 .,..- . 'V .., '7 ... . . a• IS.,._ ....:1, 'C. . .., , 7e f / . a , t‘it. t • v; `;0/itt4 • ; ok.if If 4 .S74/42.1 4f„ ,e,4 h.. 5; i -1.7.4e e LONE 5T4R' GAS O. GAS LINE 551•4r cont7;4c7- Game rAE GA5 Co e4.7' L.CCA770/v -ro ; ..1:t4.•+ • • ,• • , ; , 4 ' t'id • -; i; 1.• 7 ;t1Yij :‘ IA . Contrac r, • ,•4-; A ••• FEB 184 !•!,7-!:tr r - r.•• 296, e .1. 132tF 30 cc. So It er-e*,gez GarX/r - cot" 7-4c ((1. 7f,5ZCi r -or c-r,-Tezer/ex! • • • 6 • Fs ten • QUYJ 4r�?29 G40 -,VW V --7,,,.. _ sl y �3lam� uktw, ,.M/ dM A1.IN/:;IlA Itio tAo a / r 7 wS.frc-'iv�4 tom+ - �,�-• "ry��01 a�if0�diL�/M "7*'?'"• t • OfrO ile641C 4-,v4 f - 33- Et 5r /44P ft • w.e.r4ez. gee dal, 40 ;07 .S .4 z PC2to lieJe1:7 1,;.• VT- ...'. Off • l'''''..- -. 1441".eAte. i. -t • A -.1 . .4 - „.--.. A ! -------77'.. z i1,y,' -, - i ,-;----- — t"- -• • 001( ,..-- 1 , . I I, , r 4 I _-•• , 1 I '.. I r410 / / / .-- f '..10k.i ."..'.!*•..%. ,„......-- % 5 I 1 • A L.? 1J i. z i/feeeN•ieeeseeeeieNu#e smug eefueiemasse 111 i ANN=NN.-f--r- i�iitl SNO11/e /N1liUellINIu.ee1 $ XY14, .t' . ! GO • 14; g4 IN 1066 IS- Or ; 5/ 1.� 8/ w ; 1 0W AI ; ,r"; "ws haraiMengelertmor]..deilerilirifl:14.19,--, 1 t t ? + F" j f • ,. ,. , .r..-...: •...•,..r�•. �,.,•..: ..�...♦ • �:...•....a.. .•-.... • w-. a..• w •-O ♦�..,�.K * -�-•�.-a••.,{..a.�.w...•v_ _�.♦ . II '. j - s( t t 4 j 011 t I �7 .. ,'• � t. r f i s " i S t E 5 t � t j f 1 � E { j • t 1 it 1 � E � � � � � � � 1I � � � S t r. ' � 9 i ' � • � i E � �. t E ' ; t t I ' '• r i t � 1 I meati. . •-ctrl £ Aoi 2� II gl 1,4_ gesulm11111111“10110 MOM IN= tiMillar4 • =ti 1 imixinei SIWIII Mmetsarmr1 ow. : 'ATV ■ IIIPMENEN spermr, 7 ..5,4" , 1'. P 1>- . • IMIINIMII.M6 ____ _ 1 r61 RI1 :6.0064C7 R� 1 :v. :75 "3C nar}�r f s5 1'1'1 4K.• trim mo IVllL. POIMMImir IMM ONION CREEK INTERCEPTOR AT IK. 35 i Tk.)• • o1M feo.Neetk 2115 N. Meys Rti d kocv Texoma 78664 APPROVAL 10 . 2:71-414 Control Section_ Maintenance Section No.._....µ _3 Hwy. No. US 0079 you_ County Date The State Department of Highways and Publics .Transportation offers no objec- tion tc the location on the richt-ot-way of your proposed _,_, _ lines an shown by accompanying drawin<.s and notic<date0 1984_` except as noted below. 1; •viunderoil thiy!. the `;.,'•'.e' r'" .T`.:".'''r'i of 1120: hki3y!:a"f!'f! Pali, ,J.:i. ,.,.,.1.. ,r"'. .. puri ;I -t, 1,J:.:,:1,-.• ...., "!'i:'t any riie-,t, claim -r t:ti(, ' . • - ♦ ►- • . :0 - .:• t iia .� r _, i t t' . * 1 •,•.. tt• tt i .::i!-'••11-•":( i . c . ra lay.. ., by vi,:,:.,- ('C) t: • .•wr itt..; ni', si'on r(.•u.zc'ted t.:_ .r,♦ f, th r pf *:; r- • T r.� f ' ' .:.. c _ ..r � : o. Le. rczr�-:t�:7ce..e..�. c�_ any ret: r.. periOdic maintenance which Pte:vires F_runing cf trees Within the highway right-of-way, so that we may prc:t'ide f ecific tion::' for the extent and meth— ods to govern in trim —:inC2, toppinc, tree balance, type of cuts, painting Cuts and clean-up. These spez i f ica`ior.r are intended to preserve. our cc'r-- '.i Je:rable iz::•crtr.►ent in highway nla:iti:,4 an:: beautification, by reducin :1,-:::a,,L• due tc trimrirrl. The installation shall not dr_.:a.c any part of the highway and adequate pro- visions must be made to cause minimum inconveniences to traffic and adjacent property owners. In the event the Owner fails to comply with any or all of the requirements as set forth herein, the State may take such action as it deems appropriate to compel compliance. Minimum clearances above the roadway for aerial utilities shall be 22' for power lines and 18' for communications lines. SPECIAL PROVISIONS: Please see attached form with particular attention called to items 2, 9, 10, 11, 12, 18 and 23. Please notify LLu e= Q ata telephone ism� at least forty-eightp >� 48) hours prior to starting construction of the line in order that we may have a representative present. STATE DEPARTMENT OF HIGHWAYS AND PUBLIC TRANSPORTATION 1)0 / GO By: �.ta cry►. !p - S �� CO District Engineer - District Number 11' Co J • NOTICE OF PROPOSED INSTALL.ATIou UTILITY LINE ON NON -CONTROLLED ACCESS HIGHWAY Date _2_ TO THE STATE HIGHWAY AND PUBLIC TRANSPORTATION COM.ISSION c/o DISTRICT ENGINEER SWURGETWN TATE �DIEPARTMENT OF HIGHWAYS AND PUBLIC TRANSPORTATION , TEXAS Formal notice is hereby given that aclibli line within the right-of-way of in ''mond ko0 (give oca t,, 11 .a" .�r, tion, engt cin* proposes to place a 21-' Wastewate►. u.,. , genera esign, etc. 'he line will be d 21" gr-avwastewater 1 • . 5 . 1ti' y .� Wa S � t'W� There will , a l r. i' t �. 79 dt Station E� •:>w the bridge columns an the sewer is not sufficient cover. 1,q• n,. Form 1023 (2-77) Highway No. •u County, Texas as-�O�'j—ows installed and the dg lire. The ;ire Will be concrete,,ms`s•"dik r �r•tWF'f•t: capped where there The line will be constructed and maintained on the highway right-of-way shown on the attached drawings and as directed by the State Department Highways and Public Transportation in accordance with as P of governing laws. Our Firm further understands that the State considersro measures as those complying with applicablePer traffcontrollf o portions of the Texas MManual of Uniform Traffic Control Devices rer;uired for adoption by the Unj orm A Ma Regulating Traf is on Hig wa (V.C.S. 6701d). ct ys The location and description of the proposed line and appurtenances is more fully shown by notice. complete sets of drawings attached to this Construction of this line will begin on or after the 3 ,t 1`'`'v 19 84 • Firm By Title O• ►�•ll�.tU Ki•�L,C Haynie 8 Kaltman. Inc. day of teven D. Kallman ,ice President Address 2115 N. Mays Round Rock. Texas 78664 7£ 3 239743 rr'Of t�i�a trr `yam �' 1 e-v r SO Vol 009 I c.Stir N47S4N. GSA' NOT7 4J 08- -- c, , ¢•GSA M.�/- a 40 ccr4gr ¢'Q/A. M H. Wig I `;�i 1V`f L �� zs..�.�• �• BarEC� covE�" doo S 7;le r,AIS GAS J i• - FC'R'. t,r t_<- L�� t./� -..}t .i�` v`I .. ML ` 1 f. �';n�n f✓ \ ' X40 v Y �•. �.� t_ �P a•orA. M� N. W , A N. 777, ZZ r: f 3 r_..M._ - —� •6 7�i.%' 222 AG6 n.i 241" TV tj4 t ! y Y I ra••• 'aur�» �. 1 i � t � , 1 f 1 i ! i 1 f 1 111111zp. 2N024134 4424134 MEMORANDUM OF LEASE This Memorandum of Lease is filed to give notice of a written lease entered into between LOWER COLORADO RIVER AUTHORITY, a Texas conservation and reclamation district ("Lessor"), having offices at 3700 Lake Austin Boulevard, Austin, Texas 78703, and Grace Telander, Independent Executor of the Estate of Arnold Telander, Deceased .("Lessee', whose principal address is c/o Rick Akins, Akins & Nowlin, L.L.P.,1516 E. Paim Valley BLCRA lvd, B-2,2, Round Rock, Texas 78664, covering that certain 21.191 acre tract of land conveyed to deed recorded as Document No. 2003107982, Official Public Records of Williamson County, Texas, and that certain portion of the 37.150 tract of land conveyed to LCRA in deed recorded as Document No. 2000072244, Official Public Records of Williamson County, Texas, located north of the maintenance building and west of the existing chain link fence. The term of the lease is five (5) years commencing on /02-- , 2004 with two (2) additional five (5) year renewal terms. EXECUTED as of 1. -CL .=;14 • 2004. LESSOR LOWER COLORADO RIVER AUTHORITY a Texas conservation and reclamation district By; 'Neal, Project Manager Real Estate Operations, Water & Wastewater Services LESSEE: The Estate of Arnold Telander, Deceased STATE OF TEXAS § COUNTY OF TRAVIS § This instrument was acknowledged before me on/ CUnM � j , 2004, by Larry O'Neal, Project Manager, Real Estate Operati Water and Wastewater Services of the LOWER COLORADO RIVER AUTHORITY, a Texas conservation and reclamation district, on behalf of said district. • Notary Public, State of Texas STATE OF TEXAS COUNTY OF 11 ___ § This instilment was acknowledged before me on " C.4 ._,3 , 2004, by Grace Telander, Independent Executor of the Estate of Arnold Telander, Deceased, on behalf of said Estate. ,AFTER RECORDING RETURN TO:, Lower Colorado River Authority P.O. Box 220 Austin, Texas 78767 Attn: Connie Real 2 FILED AND RECORDED OFFICIAL PUBLIC AEONS 2014024134 03/31/2004 01:22 PM CARRILLO $18.00 NANCY E. RISTER, COUNTY CLERK WILLIAMSON COUNTY, TEXAS STATE OF TEXAS COUNTY OF WILLIAMSON LEASE AGREEMENT § The LOWER COLORADO RIVER AUTHORITY, a Texas conservation and reclamation district, LESSOR, hereinafter styled LCRA, and Grace Telander, Independent Executor oftheEstate of Arnold Telander, Deceased, hereinafter styled LESSEE, have this day contracted and agreed as follows: ARTICLE L DESCRIPTION OF LEASED PEENIISES For and in consideration of the performance by LESSEE of the covenants and conditions contained herein, LCRA does hereby lease and demise unto LESSEE, that certain 21.191 acre tract of land conveyed to LCRA in deed recorded as Document No. 2003107982, Official Public Records of Williamson County, Texas, and that certain portion ofthe 37.150 tract of land conveyed to LORA in deed recorded as Document No. 2000072244, Official Public Records of Williamson County, Texas, located north of the maintenance building and west of the existing chain link fence (hereinafter the "Leased Premises"). ARTICLE II. LEASE TERM The term of this Lease shall be five (5) years, commencing on Fe. brtca v y, /&, 2004, and tern±lating on Fr io rtta I ! .. , 2009 (the "Lease Period"), unless terminated at an earlier date in accordance with the terms and provisions herein. LESSEE shall have the option to renew this Lease two (2) additional five (5) year terns. ARTICLE 111. NOTICES All notices pursuant to this Lease shall be addressed as set forth below or as either party may hereafter designate by written notice and shall be sent through the United States mail, certified mail, 1eurn receipt requested postage prepaid, and shall be deemed effective on the date so mailed. TO• LESSEE c/o Rick Akins Akins & Nowliu, L.L.P. 1516 B. Palm Valley Blvd., B-2 Round Rock, Texas 78664 1 TO: LESSOR LCRA P.O. Box 220 Austin, Texas 78767 Attn: Connie Real ARTICLE IV. LEASE CONSB,ERATION LESSEE agrees to accept this Lease subject to the terns and conditions set out herein. LESSEE shall have the right to farm all or any portion of the Leased Premises, provided, however that any portion of the Leased Premises not farmed shall be shredded no less than four (4) times each year. ARTICLE V. DUTIES AND OBLIGATIONS OF LE' 'EE AND LESSOR A. LESSEE agrees that LCRA, LCRA's successors, contractors, agents, employees, representatives and assigns shall have the right at any time during the term of this Lease to go upon the Leased Premises to inspect and observe the conditions thereof or for any other purpose LCRA. B. LESSEE shall not assign this Lease or anypart of the Leased Premises without prior written consent of LCRA; provided, however, LESSEE shall have the right to assign this Lease and any part of the Leased Premises to the named beneficiaries of the Estate of Arnold Telander, Deceased when the estate administration is complete. Said assignment shall be to Keith Keret.," Lisa Meredith and Mark Meredith, the estate beneficiaries, at such time as the administration of the estate is complete. LESSEE shall inform LESSOR when said assigmnent is made. LESSOR acknowledges that LESSEE also shall have the right to sublease the Leased Promises to a tenant for agricultural purposes only. LESSEE anticipates at this time that the Leased Premises will be subleased to Mr. Emery Stromberg, the current tenant of the balance of LESSEE's property. The sublease of the Leased Premises for such purposes shall not be considered an event of default hereunder. LESSEE shall inform LESSOR in writing at least annually of the name of such subtenant. C. LESSEE agrees that the Leased Premises shall be used for agricultural purposes only. Use of the Leased Premises for_any other purpose or violation of any law thereon by LESSEE or LESSEE'S guests or invitees shall be cause for immediate mon of this Lease by LCRA. D. It is agreed that in the use of the Leased Premises, LESSEE is acting independently and not as an agent, employee, or representative of LCRA. LESSEE shall indemnify and save LCRA, its directors, officers, agents and employees harmless from and against any and all claims, demands, damages, actions, loss or liability of any kind or nature, cost add charges which LCRA may become subject to and which LCRA maybe required to pay by reason of any injury to any person or property, or loss of life or property resulting from, or in any way connected with, the condition or use of the Leased Premises, except injury or loss resulting solely from acts of gross negligence of LCRA. LESSEE shall, at its own expense, assume the defense of all such claims and actions for damages arising out of any such injury or loss which may be brought against LCRA by third persons, and shall pay all judgments that may be rendered in such action. E. LESSEE shall not reside on the Leased Premises or permit any other person(s) to reside thereon. LESSEE shall not place any structure on the Leased Premises or allow anyone to place any structure on the Leased Premises without prior written approval of LCRA. 2 F. LESSEE shall not perform any vehicle or equipment maintenance or fueling on the Leased Premises. G. LESSEE shall not fence off any portion of the Leased Premises or allow anyone else, except LCRA, to fence off any portion of the Leased Premises. H. LESSEE shall at all times observe and comply with all Federal, Stalocalte laws,t maces and regulations and save LCRA harmless against any claim, penalty, o arising from the violation of any such laws, ordinances or regulations on the Leased Premises by LESSEE. I. LESSEE shallnot dump or allow dumping of any gmbage,trash, or other waste on the Leased Premises. LESSEE shall indenmify LCRA forany costs associated with the cleanup of any pollution caused by LBSSEE's use of Leased Premises. J. LCRA represents and LESSEE acknowledges that the Leased Premises is free of any "Hazardous Wastes" or "Solid Wastes" as those terms are defined bytheResource Conservation and Recovery Act, as amended by the Hazardous and Solid Waste Act, (42 U.S.C. §§ 6901 et seq.) and the Texas Solid Waste Disposal Act (Tex. Health and Safety Code Ann. §§ 361.001 et seq.) and the regulations promulgatedunder such acts. LESSEE agrees not to dump, discard, or otherwise dispose of or to permit any other person to dump, discard or otherwise dispose of any hazardous or solid wastes onto the Leased Premises. If LCRA discovers that LESSEE has dumped, discarded, or otherwise disposed of or permitted any other person to conduct such activities on the Leased Premises, LCRA shall cause such waste to be disposed of or removed and LESSEE shall reimburse URA for costs incurred in removing and disposing of the wastes and LCRA maypursue any of the Remedies provided for herein or at law. LESSEE hereby indemnifies LCRA for any costs (including attorneys' fees) and/or penalties associated with violation of any environmental or health environmentalsafety laws and/or regulations,. including all civil and criminal penalties instituted by any agency for violation of any regulation or improper waste disposal, and for injury or death to any person or property damage arising out of such violation. K. LESSEE shall not use or apply any fertilizer or pesticide on the Leased Premises unless specifically authorized in writing by LORA. L. LESSEE understands and agrees that LORA shall not be liable to LESSEE for any loss of or damage to property of LESSEE on the Leased Premises arising out of any cause whatsoever, includingnegligence. LESSEE understands and agrees that LESSEE shall be liable for any damage caused to the water lines running through or under the Leased Premises arising out of LESSEE's use. M. Transportation, possession, use of firearms or any other type of weapon, or any type of hunting onthe Leased Premises is PROHlBIThD by law. Obsernedviolation of such law shall be reported to a State game warden or other law enforcement officer. Further, LESSEE shall not place, or allow anyone to place, cyanide guns (coyote getters), arsenic, or any other poisons, or mechanical 3 devices, such u traps or snares, to control predators or other forms of wildlife on the Leased Premises without having obtained prior written approval of LORA. N. It is agreed that this Lease is made and accepted subject to any and all reservations, easements and rights-of-way on, over, or across the Leased Premises which have heretofore or which may hereafter be granted by LORA. O. LCRA reserves the right to remove from this Lease, without LESSEE'S consent, such amount of acreage as LCRA may determine to be necessary to conduct its business; provided, however, said removal shall be subject to the six-month written notice provided in Article VI.B. below. P. LESSEE understands that the rights grantedhereinare surface rights only and that this Lease and the Leased Premises are taken subject to the rights of the mineral estate owner, mineral lessees, permitees or assigns. LESSEE may not charge or recover from the mineral estate owner, mineral lessees, per mitees or assigns surface damages resulting from development of the mineral estate. Q. LESSEE accepts the Leased Premises in its present condition and shall maintain the Leased Premises and all improvements thereon, including fences, in a clean, sightly and safe condition at all times. LESSEE shall not apply chemicals to control weeds or brush or other vegetation without prior written approval of LCRA. It is understood and agreed that LCRA is not under any obligation to make any repairs or improvements to the Leased Premises during the term of this Lease. R. LESSEE shall pay for water and electricity at the Leased Premises which is used in connection with this Lease. ARTICLE VL LEASE EXPIRATION, CAIITCELLATION.& TERVIINATION A. Within sixty (60) days from the date of expiration or termination of this Lease, LESSEE shall remove all of LESSEE's personal property from the Leased Premises. LESSEE shall deliver the Leased Premises to LCRA in as good a condition as the same was delivered to LESSEE. Any property not removed from the Leased Premises in such time shall become the property of LCRA. LCRA may dispose of any such property, and LESSEE shall reimburse LCRA for the cost incurred by LCRA in such disposal. B. LCRA reserves the right to cancel this Lease oranyportion of this Lease upon six (6) months written notice to LESSEE of such intention in the event LCRA determines it would bemore appropriate to use the Leased Premises for other purposes. C. Any violation of any of the terms and conditions of this Lease, as set forth in Articles IV or V, by LESSEE shall be grounds for termination at LCRA's sole discretion; however, LCRA's failure to exercise said option to terminate this Lease shall not be construed as a waiver of LCRA's 4 rights to terminate this Lease for any subsequent violation of any of the terms and conditions herein. LCRA shall notify LESSEE in writing of any violation of the terms and conditions herein. Unless otherwise specified, LESSEE shall have a reasonable time inwhich to correct such violation, not to exceed thirty (30) days after such notification has been placed in the mail so addressed to LESSEE at the address shown in Article III. Upon failure to correct such violation, LCRA shall have the right, at its sole option, to terminate this Lease; however, LESSEE shall rennin liable following such termination for any damages occurring as a result of any breach or violation of the terms and conditions contained herein. ARTICLE VII. AD VALOREM TAXES LESSEE acknowledges that the lands of LCRA are not subject to assessi ennt for payment of ad valorem taxes. LESSEE agrees that if ad valorem taxes become assessable and payable due to LESSEE'S use of the land pursuant to this Lease, LESSEE shall pay said ad valorem taxes when due and shall not allow any such taxes to become delinquent. Payment of ad valorem taxes shall be made directly to the taxing authority. LESSEE shall provide a copy of the paid receipt to LCRA. IN WITNESS WHEREOF this Lease has been executed to be effective as of,; /4. 2004. LESSOR: Lower Colorado River Authority By:Larry O'Neal, Project Manager Real Estate Operations, Water & Wastewater Services LESSEE: The Estate of Arnold Telander, Deceased By: Adair (]UL.e i Telae ler, Independent Executor 5 AGREEMENT FOR BORING OF WASTEWATER LINE UNDER FM 3406 This "Agreement for Boring of Wastewater Line Under FM 3406" (the "Agreement") is entered into between the Lower Colorado River Authority, a conservation and reclamation district of the State of Texas ("LCRA") and Merion 100, L.P. ("Merion"). WHEREAS, LCRA has entered into a Wastewater Disposal Contract with the City of Round Rock, the City of Cedar Park, the City of Austin and the Brazos River Authority for the acquisition, construction, operation and maintenance of the Brushy Creek Regional Wastewater System; WHEREAS, pursuant to the Wastewater Disposal Contract, LCRA has entered into a construction contract with Lewis Contractors, Inc. (the "Contractor") for the construction of the Onion Branch 24" Relief Main and 15" Replacement (the "Construction Contract") as part of the Brushy Creek Regional Wastewater System; WHEREAS, Merion has now requested that LCRA enter into a change order to the Construction Contract with the Contractor, a copy of which is attached hereto as Exhibit A, to provide for the boring of a wastewater line under FM 3406 in the vicinity of Wyoming Springs Road and connection to the Construction Contract to serve the Walsh Ranch development in the City of Round Rock, Texas (the "Change Order'); WHEREAS, LCRA is agreeable to authorizing the Change Order subject to the terms and conditions provided in the Agreement; NOW, THEREFORE, It is hereby agreed between LCRA and Merion as follows: 1. LCRA agrees to execute the Change Order upon payment to LCRA by Merion of $95,000, said sum being the actual cost of the Change Order and other direct costs to LCRA including but not limited to inspection, project management, and general and administrative overhead costs. 2. Merion shall have a period of time ending ten (10) days after execution of this Agreement by LCRA in which to deliver to LCRA a cashier's check or other source of funds acceptable to LCRA in the amount of $95,000 as full payment of Merton's obligations under this Agreement. Upon receipt of such funds, LCRA shall approve and execute the Change Order. Thereafter, LCRA shall cause the Contractor to construct the boring of the wastewater line under FM 3406 and connection to the Construction Contact, subject to Merlon's timely delivery all all permits and easements necessary for completion of the work included in the Change Order, in accordance with the plans prepared by Merton's consulting engineer and approved by LCRA. LCRA shall be L1 C11 LD responsible for payment of all costs under the Construction Contract and the Change Order. 3. Merlon's consulting engineer shall verify the installation of the work included in the Change Order prior to LCRA issuing a certificate of substantial completion for the work or making final payment and release of retainage to the Contractor. Merton's consulting engineer will provide its verification or written notice of any deficiencies in the work included in the Change Order within 10 business days of request by LCRA. 4. Merion shall obtain permits, easements and other approvals required, as determined by LCRA, from Williamson County and the Texas Department of Transportation for the Change Order. 5. This Agreement shall terminate, and become null and void, If Merton does not: a. pay $95,000 to LCRA in accordance with this Agreement within ten (10) days after execution of this Agreement by LCRA; or, b. provide to LCRA all permits, easements and other approvals required by this Agreement not later than the close of business on Thursday, December 15, 2005. This Agreement is effective as of the date of execution of same by both parties hereto. The last party to sign shall promptly deliver an executed copy to each party. Lower Colorado River Authority Date: III 1411 0 S By: Date: Scott Ahlstrom, P.E., PMP Manager of Water and Wastewater Utility Services Merlon 100, L.P. A Texas Limited Partnership /0 S By: its General Partner RR/Bandon Dunes Company, L.L.C. By: 2 //J -A- Robert D. Wunsch, President 61111w Dab: Nuid Change Order September 27, 2006 Changs ander 002 Prsprst Orlon Stanch 24' refl./ and 15" R.pl.csm.n1 No. 5503 OwnerLower Colorado River Authority Confront= Levu Construction, Inc. Prreht . &dire OWOWMP.O. Amount 91 ,428,1369.00 Approved Chagas Orders 0001 593.685.69 6002 (mel Charge Order) $162,358.34 0003 0004 Taal Chang Orders To Dale: 3165.954.03 Revised Connie( Anteu t: 31,514,643.03 Nadas rePromdowed: Julys, 2005 Volarda►dgrsler Substantial Canysuran: Y40 None & andel Comphden Orb: Muth 2, 2005 *Calendar deysfor Mel ComphOon: 30 ambled Mnel Campeten Date: Apr111. 2006 Number ofDope Added to Coronet 0001 0002 (11ds Changs Order) 0003 0 0004 0 Toad Wender Days Added To Conbaer Redeeddu6sten021Comp11s0an Dab: Redeed Find Ccoydetkn Dab: 37737 Wort Omar* 0 0 Nam Marek 2.2006 AAAI 1, 2005 Change Order Duscrlptlon, Cast, and Time Ealenslon 347122 DssCrip5as UnM Additional Amount Of I Prim unite Qusa I3Iy Drmels Chew Chug. Revised eteva5ons for -700 if of 2.4" pipe behest STA 2+60 and STA 9.50 Request 03 and ravisad.tevaUarw (+3.5') for Medrol.02. the Rowell 04 Tree 1641, Insialadon °MI5 rook at Chow roedwsyaeakteaosulr =830.30, and iOadallorW W bore far 16' pipe due to 1Rof $4,431yo 5475 per 11.64. (Add 3171.14 bondsM OO MH 0 7 sap corms on Request65 r 0000 plge, naNate.nd bore for Watentens D.vdopmed de -in per 2J approved plane. Request 06 ▪ Additional 70 (severe duly) nock berm et auk doming. -STA 1+60. Chinas Remove and replace 60.60 if of edging 15' day W W line (et 5285.0901) and Request 07 meow deed Live Oak from Lot 17 on LlneIP, In madam wllh (Rev 11 emumsnl aprmnr.nte (34,402.50). (Add $263.35 bonds and bnsance). Chang. Adjust (rams) manhole No.152 arid abandon misting uremia (from 15' day Raqumss 06 WW Ora abov.). Consent emu mpe% curbing repels. end mbalaneous dakag. Charge enpovs,n.m on 08. Pearl Cove drWnp. strums. to kmdude leveling of the Ruud 09 aids slops, kWWOon bsrrloa& rang, sloping of 6e channel, and Indalialonofcocretedman.l. O►tisalennead Amonti Onion Branch page Order 0002 1 of 2 Seder holed Manager 515,030.00 511,580.55 361,871.00 15 1 0 315,930.00 1 o 311,o0.51 LS 1 0 381,871.00 $2,94&.e0 Ls 1 0 32,94540 310173.42 Ls 1 0 310.173.42 $4.61&.25 LS 1 0 *4.615Z5 N 316,278.29 LS 1 0 115,275.29 Col 01 $1A25,059.00 Prepared By David E. smith, PMP Change Order Total dinette far this Change Order: Mel Change Onions Revised Contract Amoret: $152.3118.34 81e 5,084.01 51.814,843.03 Execution d rib Change Order by the Oiwrw end the Corrtodor constitutes the peones' apeemern to any and an Oranges in the Scoped Work. The Connect Time and the Contract Price Indicated above. Execution d erns Clangs Order 8sther constitutes a waiver and relieve of all possible dims by the Connector measured in sear time or moray for direct, Indirect, amus aures! or special eats, expenses or other damages on amount of Me utak hereby longed. MKJudIng efts, acceleration. and a0 Impede. Coreiseter: fp By flq-f'fkQuJ Lew+ s Two Viet PACS ;4 gtpf Chine Order Recommended By. Change Order Reeam dsdIApprosed By. Funding Appovsd BY Clings OrdsvApp►ovsd By. David E. Smith, PMP Emp. LD. d 788 Anthony Skeen. P.E. Tim Hammond Emp. LD. 02279 Dar: Onion Bench Cteage Order 11002 D er: D ein. Date: Date: 713Lcofr Pepmsd BY Davld E. SmithPMP 2 of 2 Senior Piled Manager EXHIBIT A WASTEWATER SYSTEM ASSETS SCHEDULE 3 — PROPERTY Tracts: Brushy Creek Regional Wastewater Treatment Plant - Lot 1, Block "A", 95.511 acres, Final Plat of Brushy Creek Regional Wastewater Treatment Plant, Document No. 2007067173 in the Official Public Records of Williamson County, Texas. West Plant Site - Property described as: that certain tract of land consisting of 9.637 acres, more or less, out of the P.A. Holder Survey, Abstract No. 297, Williamson County, TX. Easements: See attached list. f i i J i J i i i 600021263 Document ID Nastewater Treatl 6000212643 6000212646 6000212647 2071200039 2071200044 2070710001 6000212634 8000007966 2 WWU-06-01 87896 W W U-06-01 87896 cG G C CP w C N to V 00 O Shelf Location ent plant site W NWU-06-01 87896 W W U-06-03-02 87906 TELANDER, GRACE TELANDER ARNOLD ESTATE Names The following documents labeled item 1 are all related TELANDER, GRACE TELANDER ARNOLD ESTATE TELANDER, GRACE TELANDER, ARNOLD ESTATE TELANDER, GRACE TELANDER, ARNOLD ESTATE City of Austin Telander, Arnold City of Austin Scruggs, Hollis Scruggs, Helen City of Austin Futrell,Toby Hammett TELANDER, GRACE TELANDER ARNOLD ESTATE Grace Telander Arnold Telander Brushy Creek Water Wastewater System REAL ESTATE CONTRACT PROPERTY PURCHASE ACQUISITION & ADDITIONS (INCLUDES LAND FILES) ACCESS EASEMENT RECORDED IN VOL DOCUMENT NO. 2003106169 ACQUISITION & ADDITIONS (INCLUDES LAND FILES) LEASE AGREEMENT FARM PURPOSES NON- PERMANENT CONTRACTS -AGREEMENTS MEMORANDUM OF LEASE AGREEMENT RECORDED IN VOL DOCUMENT NO. 2004024134 NON -PERMANENT CONTRACTS - AGREEMENTS Warranty Deed Warranty Deed Special Warranty Deed GENERAL PROPERTY WARRANTY DEED RECORDED IN VOL DOCUMENT 2003107982 ACQUISITION & ADDITIONS (INCLUDES LAND FILES) General Warranty Deed Grace Telander Arnold Telander Brushy Creek Water Wastewater System 2003 Document Title BRUSHY CREEK REGIONAL WASTEWATER TREATMENT PLANT WILLIAMSON COUNTY BRUSHY CREEK REGIONAL WASTEWATER TREATMENT PLANT WILLIAMSON COUNTY BRUSHY CREEK REGIONAL WASTEWATER SYSTEM WILLIAMSON COUNTY BRUSHY CREEK REGIONAL WASTEWATER SYSTEM WILLIAMSON COUNTY Brushy Creek Wastewater System Williamson County Brushy Creek Wastewater System Williamson County Brushy Creek Wastewater System Williamson County BRUSHY CREEK REGIONAL WASTEWATER TREATMENT PLANT WILLIAMSON COUNTY Williamson County Location 21.191 ACRES IN THE JOSEPn nn I -i I1HLL SURVEY ABSTRACT NO. 409 BRUSHY CREEK WASTEWATER TREAMENT PLANT EXPANSION ALAMO TITLE COMPANY 0.1060 ACRES IN THE JOSEPH MARSHALL SURVEY, ABSTRACT NO. 409 & THE P.A. HOLDER SURVEY, ABSTRACT NO. 297 US HIGHWAY 79 BRUSHY CREEK WASTEWATER TREAMENT PLANT EXPANSION 21.191 ACRES CONVEYED TO LCRA BY DOCUMENT NO. 2003107982 37.150 ACRES CONVEYED TO LCRA BY DOCUMENT NO. 2000072244 BRUSHY CREEK WASTEWATER TREAMENT PLANT EXPANSION AKINS, RICK AKINS & NOWLIN, LLP 21.191 ACRES CONVEYED TO LCRA BY DOCUMENT NO. 2003107982 37.150 ACRES CONVEYED TO LCRA BY DOCUMENT NO. 2000072244 BRUSHY CREEK WASTEWATER TREAMENT PLANT EXPANSION Tract No. 1 0.394 & Tract 2 37.150 acres Joseph Marshall Survey Abstract No. 409 Vol 849 Page 807 Vol 849 Page 813 Vol 2129 Page 744 Joinder & Consent Moerbe, Clint 3.637 acres Joseph Marshall Survey Abstract No. 409 deed conveyed to Scrugs, Hollis Vol 672 Page 415 Propery fee simple title to 37.544 acres transferred to Grantor by Arnold Telander Vol 2657, Page 71 3.637 acres transferred to Grantor by Hollis & Helen Scruggs Vol 2715 Page 443 ATKINS & NOWLIN, LLP 21.191 ACRES IN THE JOSEPH MARSHALL SURVEY ABSTRACT NO. 409 BRUSHY CREEK WASTEWATER TREAMENT PLANT EXPANSION Reservations and Exceptions to Conveyance and Warranty 21.191 Acre Tract Grace Telander, Independent Executor of the Estate of Arnold Telander, Deceased Detailed Description 0 153 Easement CO wCT a com j .-. Ldf1U UCCU Land Deed CD easement IPACP Document Type not recorded LUUUU/4444 2003107982 2003107982 2003106169 2003107982, 2000072244 2004024134 2000072244 2000072244 recording s n m m J O 1 6000221564 WWU-06-01 91963 35/45 LAFRONTERA LIMITED PARTNERSHIP SMALLING WILLIAM S 600022906 600022158 600013422 6000238245 N Qom^ i (T Co of co 6000239804 6000239743 §o0 N N N N 6000158657 8 2 WWU-06-01 91978 3 i Co b co CO 03 b 0 1%3 0) WWU-06-01 102359 WWU-06-01 20226 WWU-06-01 102332 WWU-06-01 56331 RUTLEDGE MARY FRANCES GERARD BEVERLY E ROBINSON TERRY LAMAR ROBINSON EDITH JUNE RIDGE HILL INVESTMENTS INCORPORATED KEITH GAIL TRUST ROUND ROCK CITY OF MAXWELL NYLE ROUND ROCK CITY OF BRAZOS RIVER AUTHORITY ROUND ROCK WASTEWATER SYSTEM ROUND ROCK CITY OF BRAZOS RIVER AUTHORITY ROUND ROCK WASTEWATER SYSTEM ROUND ROCK CITY OF MAXWELL NYLE Round Rock City of Maxwell Nyle AUSTIN CITY OF EASEMENT PURCHASE CONTRACT FOR WASTEWATER LINE EASEMENT & RIGHT OF EASEMENT PURCHASE CONTRACT ACQUISITION & ADDITIONS (INCLUDES LAND EASEMENT ASSIGNMENT ACQUISITION & ADDITIONS (INCLUDES LAND FILES) COPY OF GENERAL WARRANTY DEED VOL DOCUMENT NO. 9715525 ACQUISITION & ASSIGNMENT OF EASEMENTS & PERMITS VOL DOCUMENT NO. 2002048881 ACQUISITION & ADDITIONS (INCLUDES LAND FILES) BILL OF SALE & ASSIGNMENT DOCUMENT NO 9655284 ACQUISITION & ADDITIONS (INCLUDES LAND FILES) WASTEWATER SYSTEM ASSETS ACQUISITION PURCHASE ACQUISITION & ADDITIONS (INCLUDES LAND FILES) ASSIGNMENT OF EASEMENTS & PERMITS VOL DOCUMENT NO. 2002048883 ACQUISITION & ADDITIONS (INCLUDES LAND FILES) Assignment of Easements & Permits ASSIGNMENT OF CONTRACT INTERESTS ACQUISITION & ADDITIONS (INCLUDES LAND FILES) CONVEYANCE OF EXISTING FACILITIES ACQUISITION & ADDITIONS (INCLUDES LAND FILES) BRUSHY CREEK WASTEWATER SYSTEM WILLIAMSON COUNTY BRUSHY CREEK WASTEWATER SYSTEM WILLIAMSON COUNTY BRUSHY CREEK REGIONAL WASTEWATER SYSTEM BRUSHY CREEK WASTEWATER SYSTEM SOUTHWEST INTERCEPTOR LINE BRUSHY CREEK WASTEWATER SYSTEM WILLIAMSON COUNTY BRUSHY CREEK REGIONAL WASTEWATER SYSTEM ROUND ROCK BRUSHY CREEK REGIONAL WASTEWATER SYSTEM ROUND ROCK BRUSHY CREEK WASTEWATER SYSTEM WILLIAMSON COUNTY Brushy Creek Wastewater System Williamson County BRUSHY CREEK WASTEWATER SYSTEM WILLIAMSON COUNTY BRUSHY CREEK WASTEWATER SYSTEM WILLIAMSON COUNTY 0.023 ACRES DAVID CURRY SURVEY ABSTRACT NO. 130 0.015 & 0.008 ACRE WASTEWATER EASEMENT 0.05 AURES IN THE ELISHA MCDANIEL SURVEY ABSTRACT CEDAR PARK CITY OF VOL DOCUMENT 2001006978 LOT 1 BLOCK B CHISHOLM VALLEY SECTION 1 A SUBDIVISION TRACT NO. 1018.04 SOUTHWEST INTERCEPTOR BRUSHY CREEK WASTEWATER SYSTEM PROJECT PUBLIC UTILITY EASEMENTS GRANTED TO THE CITY OF ROUND ROCK BY STELLA EGGER VOL 1266 PAGE 303 RON SANFORD & JACK PFUNTER VOL 1286 PAGE 642 CLARENCE EARL VOL 1266 PAGE 309 VOL 936 PAGE 756 TEXAS NATURAL RESOURCE CONSERVATION COMMISSION ENVIRONMENTAL PROTECTION AGENCY MISSOURI PACIFIC RAILROAD UNION PACIFIC RAILROAD WILLIAMSON COUNTY EAST PLANT SITE 31.372 ACRE TRACT DESCRIBED IN DEED RECORDED IN VOL 768 PAGE 648 OUT OF THE JOSEPH MARSHA GEORGETOWN TITLE COMPANY INCORPORATED BRAZOS RIVER AUTHORITY ROSSOW AUGUST GENE ROSSOW ELIZABETH MARSHALL JOSEPH SURVEY ABSTRACT NO 409 WEST PLANT SITE EAST PLANT SITE WILLIAMSON COUNTY WARRANTY DEED ASSIGNMENT VOL 768 PAGE 648 31.372 ACRES ROAD ONION BRANCH BRUSHY CREEK WASTEWATER SYSTEM PROJECT PUBLIC UTILITY EASEMENTS GRANTED TO THE CITY OF ROUND ROCK BY LYDIA FULKES VOL 1093 PAGE 868, BY 55 CHISOLM TRAIL VOL 1050 PAGE 340 BY N.G. WHITLOW VOL 1304 PAGE 500, BY JAMES N. MEWHORT VOL 1304 PAGE SOUTHWEST INTERCEPTOR BRUSHY CREEK WASTEWATER SYSTEM PROJECT PUBLIC UTILITY EASEMENTS BY ROYSTON GROUP, LTD VOL 1318 PAGE 715 GERALD BROWN TRUSTEEE VOL 1162 PAGE 397 LESLIE M. FORSMAN VOL 1123 PAGE 325 SOCRATES RETAIL JOINT VENTURE DOCUMENT NO. 9711 BRUSHY CREEK WATER CONTROL & IMPROVEMENT DISTRICT NO 1 AVERY C N JR ROBINSON TERRY LAMAR ROBINSON JUNE ESPENSEN MICHAEL CONDON JOHN K ZIMMERMAN JULIAN H KASH JOHN CLARK ROBERT E ESTATE CLARK LOUIS S DAVIS BILLY C DAVIS RIS J MEISKE ERWIN W M CITY OF ROUND ROCK 35/45 GENPAR LLC 16 INCH SOUTHWEST ROUND ROCK WASTEWATER INTERCEPTOR GENERALLY LOCATED FROM STATION 52 + 15.33 TO STATION 56 + 00 IN THE HESTERmS CROSSING RIGHT OF WAY COUNTY ROAD 172 RIGHT OF WAY WITHIN LOT 6 BLOCK B OF THAT CERTAIN R E asement E asement Easement I 0 m CD a 0 0 0 a Easement assignment Assignment Easement assignment Assignment Assignment Conveyance O N O W CT O J O W O co W CO (0 O Oi O 00) J CO CO s (T N 01 o_ J m 03 GO O co -. (0 00) O O OND A O N O al CO0 i O N O W OW0 co O N O ((71 01 W co O O O N N O O N O COC 000 O N A N CO N N N -. N) 0 O CO J 0) 01 A CO N 6000225317 Op O O V (0 N i i O O i Nl CD0) Nr.) t0 a) 6000236228 O Ni W N m O W V O) V co 60001272871 6000126594 6000229422 6000229423 6000200315 6000200314 6000229067 WWU-06-01 92833 WWU-06-01 34311 c O% OO i 0) O) W W U-06-01 101406 1WWU-06-01 101406 c O% (a W A • 0) <o W W U-06-03-01 37469 WWU-06-03-01 37469 W W U-06-01 100123 s cc 0) b i o O W W W U-06-01 85056 W W U-06-01 85056 W W U-06-01 99924 JOHNSON BLANCHE V PETERSON LAMBERT ROUND ROCK CITY OF (same as record above) ROUND ROCK CITY OF ACQUIPORT STEEPLECHASE DOWNS INCORPORATED ALAMO TITLE COMPANY ACQUIPORT STEEPLECHASE DOWNS INCORPORATED ALAMO TITLE COMPANY TEXAS WATER DEVELOPMENT BOARD BRAZOS RIVER AUTHORITY TEXAS WATER DEVELOPMENT BOARD BRAZOS RIVER AUTHORITY TEXAS WATER DEVELOPMENT BOARD BRAZOS RIVER AUTHORITY KRAFVE RICHARD KRAFVE LESLIE KRAFVE RICHARD KRAFVE LESLIE SAULS CLARENCE LORENZE SAULS MILDRED SAULS CLARENCE LORENZA SAULS MILDRED RUTLEDGE MARY FRANCES WASTEWATER EASEMENT & RIGHT OF WAY VOL DOCUMENT 2001053434 ACQUISITION & ADDITIONS (INCLUDES LAND FILES) WARRANTY DEED EASEMENT ASSIGNMENT ACQUISITION & ADDITIONS (INCLUDES LAND FILES) SPECIAL PROPERTY WARRANTY DEED FROM THE CITY OF ROUND ROCK TO LCRA CONTRACT NO 6 DOCUMENT NO 9664742 ACQUISITION & ADDITIONS (INCLUDES LAND FILES) TUNNEL WASTEWATER EASEMENT & RIGHT OF WAY WITH TEMPORARY SURFACE & ACCESS RIGHTS RECORDED IN VOL 2002032201 ACQUISITION & ADDITIONS (INCLUDES LAND FILES) POST -CLOSING DOCUMENTS TUNNEL WASTEWATER EASEMENT ACQUISITION & ADDITIONS (INCLUDES LAND FILES) LOWER BRUSHY CREEK REGIONAL WASTEWATER FACILITY PLAN PERMANENT CONTRACTS -AGREEMENTS LOWER BRUSHY CREEK REGIONAL WASTEWATER FACILITY PLAN PERMANENT CONTRACTS -AGREEMENTS LOWER BRUSHY CREEK REGIONAL WASTEWATER FACILITY PLAN PERMANENT CONTRACTS -AGREEMENTS WASTEWATER EASEMENT & RIGHT OF WAY VOL DOCUMENT NO. 2003003442 CONSENT & EASEMENT PURCHASE CONTRACT WASTEWATER LINE EASEMENT & WASTEWATER LINE EASEMENT & RIGHT OF WAY RECORDED IN VOL DOCUMENT EASEMENT PURCHASE CONTRACT NO. 20 WASTEWATER LINE & TEMPORARY WASTEWATER LINE EASEMENT & RIGHT OF WAY VOL DOCUMENT NO. 20030300440 ROUND ROCK SOUTHWEST INTERCEPTOR PHASE B TRACT B2 BRUSHY CREEK WASTEWATER SYSTEM BRUSHY CREEK WILLIAMSON COUNTY BRUSHY CREEK WASTEWATER SYSTEM WILLIAMSON COUNTY BRUSHY CREEK WASTEWATER SYSTEM WILLIAMSON COUNTY BRUSHY CREEK WASTEWATER SYSTEM WILLIAMSON COUNTY LOWER BRUSHY CREEK REGIONAL WASTEWATER SYSTEM WILLIAMSON COUNTY LOWER BRUSHY CREEK REGIONAL WASTEWATER SYSTEM WILLIAMSON COUNTY LOWER BRUSHY CREEK REGIONAL WASTEWATER SYSTEM WILLIAMSON COUNTY BRUSHY CREEK WASTEWATER SYSTEM WILLIAMSON COUNTY BRUSHY CREEK WASTEWATER SYSTEM WILLIAMSON COUNTY BRUSHY CREEK WASTEWATER SYSTEM WILLIAMSON COUNTY BRUSHY CREEK WASTEWATER SYSTEM WILLIAMSON COUNTY BRUSHY CREEK WASTEWATER SYSTEM WILLIAMSON COUNTY 0.276 ACRES IN THE P.A. HOLDER SURVEY ABSTRACT NO. 297 PARCEL NO. 1018.06 WASTEWATER MAINS MAY INCLUDE COMMUNICATION LINES NATIONS BILL BRUSHY CREEK APARTMENTS LIMITED PARTNERSHIP FRANKLIN SAVINGS ASSOCIATION CONDON JOHN K ZIMMERMAN JULIAN H KASH JOHN CLARK ROBERT E ESTATE DAVIS BILLY C DAVIS IRIS J FIRST GIBRALTAR BANK FSB MEISKE ERWIN W MEISKE GERTRUDE S KN NATIONS BILL TRUSTEE BRUSHY CREEK APARTMENTS LIMITED FRANKLIN SAVINGS ASSOCIATION CONDON JOHN K ZIMMERMAN JULIAN H KASH JOHN CLARK ROBERT E DAVIS BILLY C DAVIS IRIS J FIRST GIBRALTAR BANK FSB MEISKE ERWIN W MEISKE GERTRUDE S KNOX J D HIGHLAN TRACK NO. 5 0.24 ACRES IN THE WILEY HARRIS SURVEY ABSTRACT NO. 298 PART OF LOT 5A OF STEEPLECHASE DOWNS AMENDING PLAT OF HERITAGE CENTER REPLAT OF LOTS 5, 6, 7, & 8 RECORDED IN CABINET N, SLIDE 136 SENTIENEL REAL ESTATE SKEEN ANTHONY TRACK NO. 5 0.24 ACRES IN THE WILEY HARRIS SURVEY ABSTRACT NO. 298 PART OF LOT 5A OF STEEPLECHASE DOWNS AMENDING PLAT OF HERITAGE CENTER REPLAT OF LOTS 5, 6, 7, & 8 RECORDED IN CABINET N, SLIDE 136 OWNER POLICY OF TIT BRAZOS COLORADO WATER ALLIANCE HUTTO CITY OF ROUND ROCK CITY OF HARDIN DREW KNOWLES TOMMY APPLICATION WATER & WASTEWATER PLANNING GRANT TEXAS WATER DEVELOPMENT BOARD CONTRACT 2001-483- 368 AMENDMENT TIME EXTENSION FINAL REPORT BRAZOS COLORADO WATER ALLIANCE HUTTO CITY OF ROUND ROCK CITY OF APPLICATION WATER & WASTEWATER PLANNING GRANT TEXAS WATER DEVELOPMENT BOARD CONTRACT 2001-483- 368 BRAZOS COLORADO WATER ALLIANCE HUTTO CITY OF ROUND ROCK CITY OF APPLICATION WATER & WASTEWATER PLANNING GRANT TEXAS WATER DEVELOPMENT BOARD CONTRACT 2001-483- 368 SEE DOCUMENT 128152 PRINCIPAL RESIDENTIAL MORTGAGE INCORPORATED WASTEWATER EASEMENT WASTEWATER EASEMENT 0.08 ACRES BEING 20 FEET IN WIDTH IN THE JACOB WASTEWATER LINE EASEMENT 1.69 ACRES IN THE DAVID CURRY SURVEY, ABSTRACT WASTEWATER LINE EASEMENT 1.69 ACRES IN THE DAVID CURRY SURVEY, ABSTRACT 0.023 ACRES DAVID CURRY SURVEY ABSTRACT NO. 130 0.015 & 0.008 ACRE Easement 0 0 0 a 0 0 0 a Easement m 0 a) co 3 0 Master Agreement Master Agreement Master Agreement EASEMENT Easement EASEMENT Easement EASEMENT 2001053434 c O N WO m N 2002032201 0 N O CO z 0 0 0 a o _ not recorded not recorded 2003003442 2003003442 2003048598 2003048598 2003030440 C alnpagoS - V 3!q!4x3 A Ul A A A W A N 1 A O W c0 W Oo W V W O) W (T W A W W W N W W O N c0 N Oo N V N O) N 01 6000082993 6000082785 6000078874 6000079006 6000236135 6000236132 O! 0 N W OI W V 6000236154 6000236155, 6000236156 6000236157 6000221577 6000233749 6000233748 6000229070 6000229072 6000229069 6000214713 6000214716 600021471 6000214718 WWU-06-01 34166 b A1 ..� T o O Off WWU-06-01 34230 b J N WWU-06-01 101395 WWU-06-01 101395 WWU-06-01 101397 WWU-06-01 101397 WWU-06-01 101404 W WU-06-01 101404 os o cri WWU-06-01 100873 WWU-06-01 100872 b co tO ONE WWU-06-01 99926 b O t0 ONE WWU-06-01 89975 b OD !O i 9 b O W HF2M INCORPORATED ROUND ROCK HF2M INCORPORATED NATIONS BILL HF2M INCORPORATED HF2M INCORPORATED BRUSHY CREEK WASTEWATER SYSTEM HF2M INCORPORATED DRINKARD JEFFREY N HF2M INCORPORATED GROCE TOM HF2M INCORPORATED MSP INCORPORATED 'FAITH MISSIONARY BAPTIST CHURCH OF ROUND ROCK FAITH MISSIONARY BAPTIST CHURCH OF ROUND ROCK PREFERRED STAMPINGS OF TEXAS INCORPORATED RHODES WILLIAM B PREFERRED STAMPINGS OF TEXAS INCORPORATED RHODES WILLIAM B BRUSHY CREEK REGIONAL WASTEWATER SYSTEM SAGEN MARY REGINA PROTESTANT EPISCOPAL CHURCH COUNCIL OF THE DIOCESE OF TEXAS, A ABILA CARMEN PENA RICARDO ALBERTO ABILA CARMEN PENA RICARDO ALBERTO ABILA CARMEN PENA RICARDO ALBERTO FERN BLUFF MUNICIPAL UTILITY DISTRICT BRAZOS RIVER AUTHORITY RSRF FERN BLUFF LP MAGEE BLAKE J ROUND ROCK CITY OF ROUND ROCK CITY OF WATER WASTEWATER LINE EASEMENT ACQUISITION & ADDITIONS (INCLUDES LAND FILES) WATER WASTEWATER LINE EASEMENT ACQUISITION & ADDITIONS (INCLUDES LAND FILES) WATER WASTEWATER LINE EASEMENT ACQUISITION & ADDITIONS (INCLUDES LAND FILES) WATER WASTEWATER EASEMENT ACQUISITION & ADDITIONS (INCLUDES LAND TUNNEL WASTEWATER LINE EASEMENT WITH TEMPORARY SURFACE & ACCESS WASTEWATER LINE EASEMENT VOL DOCUMENT 2002044982 ACQUISITION & CLOSING DOCUMENTS WASTEWATER LINE EASEMENT ACQUISITION & ADDITIONS WASTEWATER LINE EASEMENT VOL DOCUMENT NO. 2002079788 ACQUISITION & CLOSING DOCUMENTS WASTEWATER LINE EASEMENT ACQUISITION & ADDITIONS TUNNEL WASTEWATER EASEMENT VOL DOCUMENT NO. 2002062561 ACQUISITION & CLOSING DOCUMENT TUNNEL WASTEWATER EASEMENT ACQUISITION & BRUSHY CREEK WASTEWATER SYSTEM EASEMENT ASSIGNMENTS DOCUMENT NO. 2002070604 ACQUISITION & ADDITIONS (INCLUDES LAND FILES) ALAMO TITLE COMPANY POST -CLOSING DOCUMENTS BRUSHY CREEK CONTRACTS ALAMO TITLE COMPANY POST -CLOSING DOCUMENTS BRUSHY CREEK CONTRACTS EASEMENT PURCHASE CONTRACT ACQUISITION & ADDITIONS (INCLUDES LAND CLOSING DOCUMENT ACCESS EASEMENT ACQUISITION & ADDITIONS (INCLUDES LAND ACCESS EASEMENT & TEMPORARY CONSTRUCTION EASEMENT VOL DOCUMENT 20 FOOT WIDE WASTEWATER EASEMENT VOL DOCUMENT 2001033018 ACQUISITION & 15 FOOT WIDE WASTEWATER EASEMENT VOL DOCUMENT NO. 2001064790 15 FOOT WIDE PUBLIC UTILITY EASEMENT VOL 1318 PAGE 741 WATER LINE SEWER 15 FOOT WIDE PUBLIC UTILITY EASEMENT VOL 1318 PAGE 728 WATER LINE SEWER BRUSHY CREEK WILLIAMSON COUNTY BRUSHY CREEK WILLIAMSON COUNTY BRUSHY CREEK WILLIAMSON COUNTY BRUSHY CREEK WILLIAMSON COUNTY BRUSHY CREEK WASTEWATER SYSTEM WILLIAMSON COUNTY BRUSHY CREEK WASTEWATER SYSTEM WILLIAMSON COUNTY BRUSHY CREEK WASTEWATER SYSTEM WILLIAMSON COUNTY BRUSHY CREEK WASTEWATER SYSTEM WILLIAMSON COUNTY BRUSHY CREEK WASTEWATER SYSTEM WILLIAMSON COUNTY BRUSHY CREEK WASTEWATER SYSTEM WILLIAMSON COUNTY BRUSHY CREEK WASTEWATER SYSTEM WILLIAMSON COUNTY WILLIAMSON COUNTY ROUND ROCK CITY OF BRUSHY CREEK WASTEWATER SYSTEM WILLIAMSON COUNTY BRUSHY CREEK WASTEWATER SYSTEM WILLIAMSON COUNTY BRUSHY CREEK WASTEWATER SYSTEM WILLIAMSON COUNTY BRUSHY CREEK WASTEWATER SYSTEM WILLIAMSON COUNTY BRUSHY CREEK WASTEWATER SYSTEM WILLIAMSON COUNTY BRUSHY CREEK WASTEWATER SYSTEM WILLIAMSON COUNTY BRUSHY CREEK WASTEWATER SYSTEM WILLIAMSON COUNTY BRUSHY CREEK WASTEWATER SYSTEM WILLIAMSON COUNTY BRUSHY CREEK WASTEWATER SYSTEM WILLIAMSON COUNTY BRUSHY CREEK WATER CONTROL & IMPROVEMENT DISTRICT LUTHERAN SOCIAL SERVICE OF TEXAS ROUND ROCK WEST LAKE CREEK INTERCEPTOR CONSTRUCTION WASTEWATER TREATMENT PLANT SYSTEM DOCUMENT 9916893 RELEASE VOL 890 PAGE 439 BRUSHY CREEK WATER CONTROL & IMPROVEMENT DISTRICT ROUND ROCK AUSTIN ROUND ROCK WEST LAKE CREEK INTERCEPTOR CONSTRUCTION WASTEWATER TREATMENT PLANT SYSTEM DOCUMENT 9740871 RELEASE BCK 6 PARCEL 19 ROUND ROCK WEST LAKE CREEK 72" INTERCEPTOR CONSTRUCTION WASTEWATER TREATMENT PLANT SYSTEM DOCUMENT 9740340 EASEMENT 19 WWS DOCUMENT 9916894 CONTRACT 6 REGIONS BANK TEXAS HERITAGE BANK ARMOUR RAY BRANTLEY SUE B TRACT NO. COASTAL BANC COTNER DOUGLAS TRACT NO. 6 ROUND ROCK SOUTHWEST TRACT NO. 6 0.197 & 0.367 ACRES WILEY HARRIS SURVEY ABSTRACT NO. 298 OWNER HAMMER BILL BROTHER BEELER JASON BROTHER ROGERS DONNIE BROTHER HAMMER BILL BROTHER BEELER JASON BROTHER ROGERS DONNIE BROTHER TRACT NO. 2 0.12 ACRES WILEY HARRIS SURVEY ABSTRACT NO. 298 20 FOOT WIDE TRACT NO. 2 0.12 ACRES WILEY HARRIS SURVEY ABSTRACT NO. 298 20 FOOT WIDE WILLIAMSON COUNTY MUNICIPAL UTILITY DISTRICT NO. 9 ECO RESOURCES CITY OF ROUND ROCK PROPERTY SANITARY LINE EASEMENT DATED FEBRUARY 27, 1989 FROM ONIE LOREE BEHRENS RECORDED IN VOL 1762 PAGE 437 AND SANITARY SEWER LINE EASEMENT DATED 6/27/88 FROM HY ALAMO TITLE COMPANY TRACK NO. 20 0.05 ACRES BEING 20 FOOT WIDE WILEY HARRIS ALAMO TITLE COMPANY COMMUNITY NATIONAL BANK TRACK NO. 3 0.09 ACRES 0.01 ACRE TRACT JACOB M HARRELL SURVEY ABSTRACT NO. 284 LCRA ALAMO TITLE COMPANY 0.01 ACRE TRACT JACOB M HARRELL SURVEY ABSTRACT NO. 0.01 ACRE TRACT JACOB M HARRELL SURVEY ABSTRACT NO. 284 LCRA LCRA PORTION OF 32.709 ACRES CONVEYED TO FERN BLUFF DEED RECORDED IN BLAKE MAGEE COMPANY BRAZOS RIVER AUTHORITY PORTION OF 337.375 ACRES JENNINGS RUTH LAKE CREEK INTERCEPTOR SEE FOLDER ID 56318 LEGAL TOWN & COUNTRY ESTATES INCORPORATED KITTS WILLIAM PRESIDENT EASEMENT Release EASEMENT Release EASEMENT EASEMENT EASEMENT EASEMENT EASEMENT EASEMENT EASEMENT EASEMENT EASEMENT EASEMENT EASEMENT EASEMENT EASEMENT EASEMENT EASEMENT EASEMENT EASEMENT EASEMENT EASEMENT O � W 1997040781 1997040340 p O W A 20020449831 2002044982 2002044981 2002079788 2002079788 2002062561 2002062561 2002070604 2002026178 2002028183 2002036209 2002036209 2002036209 2001033018 2001064790 Vol 1318 page 741 Vol 1318 page 728 53 b00023b231 WWU-06-01 101407 BLUEBONNET TRAILS COMMUNITY MENTAL HEALTH & MENTAL RETARDATION CENTER ) 01 0 (0 CO CD CD CO 8 0 4 � Of 8 0 co co CO cn 01 0 00 N 8 41 01 01 0 0 A01 0 0 8 N 00 OV 0 8 N Wcn b 0 8 N 0) W C 0) b V C 0) b T C 00) b A C pp01 o (0 A 1 WWU-06-01 101376 WWU-06-01 101376 Ryon, Ben Mcllvain, William S. Summerlin, Robyn Inverson XI 0 Z CO M z 3 n 1 k z F 1- > D 3 N SAULS CLARENCE LORENZE SAULS MILDRED KURTZ FAMILY TRUST BOGDANY, LADONNA LOIS KURTZ FAMILY TRUST BOGDANY, LADONNA LOIS 60/40 PARTNERSHIP 60/40 PARTNERSHIP JOHNSON MARY ANN POST -CLOSING DOCUMENTS TEMPORARY CONSTRUCTION EASEMENT ACQUISITION & ADDITIONS (INCLUDES LAND FILES) Permanent Wastewater Easement PERMANENT ACCESS EASEMENT WASTEWATER LINE ACQUISITION & ADDITIONS (INCLUDES LAND FILES) EASEMENT WITHOUT WARRANTY WASTEWATER LINE & TEMPORARY CONSTRUCTION RECORDED IN VOL DOCUMENT 2003048597 ACQUISITION & ADDITIONS (INCLUDES LAND FILES) WASTEWATER EASEMENT RECORDED IN VOL DOCUMENT NO. 2002098696 ACQUISITION & ADDITIONS (INCLUDES LAND FILES) EASEMENT PURCHASE CONTRACT PROPERTY ACQUISITION ACQUISITION & ADDITIONS (INCLUDES LAND FILES) WASTEWATER EASEMENT & RIGHT OF WAY VOL DOCUMENT NO. 2002083420 ACQUISITION & ADDITIONS (INCLUDES LAND FILES) CLOSING DOCUMENTS WASTEWATER EASEMENT ACQUISITION & ADDITIONS (INCLUDES LAND FILES) BRUSHY CREEK WASTEWATER SYSTEM WILLIAMSON COUNTY Brushy Creek Wastewater System Williamson County BRUSHY CREEK REGIONAL WASTEWATER SYSTEM WILLIAMSON COUNTY BRUSHY CREEK WASTEWATER SYSTEM WILLIAMSON COUNTY BRUSHY CREEK REGIONAL WASTEWATER SYSTEM WILLIAMSON COUNTY BRUSHY CREEK REGIONAL WASTEWATER SYSTEM WILLIAMSON COUNTY BRUSHY CREEK WASTEWATER SYSTEM WILLIAMSON COUNY BRUSHY CREEK WASTEWATER SYSTEM TRACT NO. 43B TRACT NO. 1: 0.01 ACRES EASEMENT 2002083420 WILLIAMSON COUNY TRACT NO. 2: 0.15 ACRES 20 FEET WIDE IN THE JACOB M HARRELL SURVEY ABSTRACT NO. 284 & 0.021, 0.007, 0.24 & 0.076 ACRES TEMPORARY CONSTRUCTION EASEMENTS RIGHT OF CONSTRUCTION DATED 08/21/2002 EASEMENT PURCHASE CONTR TRACK NO. 1 4.02 ACRES WILEY HARRIS SURVEY ABSTRACT NO. 289 BEING PART OF LOT 4 OF GEORGETOWN AVENUE COMMERCIAL SUBDIVISION SECTION TWO OWNER POLICY OF TITLE INSURANCE ISSUED BY ALAMO TITLE COMPANY POLICY NO. 33-43-93-5741 FILE NO. 01-7012999 CLOSING S Summerlin, M. I. Summerlin, Dorothy Spring, Gary P. McMullen, Julie K. Spring Permanent Pipeline Easement 0.41 acres 20 foot wide wastewater easement Samuel Damon League, Abstract No. 170 SUMMERLIN ROBYN IVERSON TRUSTEE UNDER THE WILL OF SUMMERLIN M I SUMMERLIN DOROTHY SPRING GARY P MCMULLEN JULIE K SPRING DAMON SAMUEL LEAGUE ABSTRACT 170 TRACT NO 1 05 BRUSHY CREEK K-1 UNDERGROUND COMMUNICATION LINE EASEMENT VOL 2001091897 SEE FOLDE WASTEWATER LINE EASEMENT 1.04 ACRES CONSISTING OF A STRIP OF LAND TWENTY (20m) FEET WIDE IN THE DAVID CURRY SURVEY, ABSTRACT NO. 130 & THE ELISHA MCDANIEL SURVEY, ABSTRACT NO. 441 TEMPORARY CONSTRUCTION EASEMENT 1.29 ACRES DAVID CURRY SURVEY, ABSTRACT N HEATON, LADONNA LOIS KURTZ, LOE ECHOL LAVONN WASTEWATER LINE EASEMENT 0.25 ACRES 20m FEET IN WIDTH TEMPORARY CONSTRUCTION EASEMENT 0.35 & 0.13 ACRES IN THE DAVID CURRY SURVEY, ABSTRACT NO. 130 & IN THE JACOB M. HARRELL SURVEY, ABSTRACT NO. 284 PART OF 1 HEATON, LADONNA LOIS KURTZ, LOE ECHOL LAVONN 0.25 ACRES 20m FEET IN WIDTH IN THE DAVID CURRY SURVEY, ABSTRACT NO. 130 & IN THE JACOB M. HARRELL SURVEY, ABSTRACT NO. 284 PART OF 10.87 ACRES CONVEYED TO KURTZ IN VOL 1545 PAGE 262 BRUSHY CREEK CONTRACT NO. TRACT NO. 43B TRACT NO. 1: 0.01 ACRES TRACT NO. 2: 0.15 ACRES 20 FEET WIDE IN THE JACOB M HARRELL SURVEY ABSTRACT NO. 284 & 0.021, 0.007, 0.24 & 0.076 ACRES TEMPORARY CONSTRUCTION EASEMENTS BRUSHY CREEK CONTRACTS 20/21 - 451802/A77975 EASEMENT Easement EASEMENT EASEMENT EASEMENT EASEMENT EASEMENT N N N3 O) J 0 0 0 0 00) COO0) 0 CO 0 CCD 0 N -I _ 0 0 OfOO) CO0 O CO 0O0 0 0 0) co CO 0 0 co 0) N 0 00 ON co 0) 2002083420 U -O6-01 100846 OAK SPRINGS PROPERTY OWNERS WASTEWATER EASEMENT & RIGHT OF WAY ASSOCIATION INCORPORATED SMITH RECORDED IN VOL DOCUMENT NO. U-06-01 oyyou RSRF FERN BLUFF LP MAGEE BLAKE J WASTEWATER EASEMENT VOL DOCUMENT NO. 2001064789 ACQUISITION & ADDITIONS (INCLUDES LAND FILES) 74 8000000126 *same as next record Walker, Helen W. Wastewater Easement & Right of Way 75 6000225240 WWU-06-01 92830 WALKER HELEN W WASTEWATER EASEMENT & RIGHT OF WAY 76 cnnno��cc� WW ACQUISITION & ADDITIONS (INCLUDES LAND 8 Galloway Katherine M Wiseman Sue M Wastewater Easement McCann Joe Edgar City of Cedar Park 72 6000134187 WWU-06-01 43966 R & R JOINT VENTURE LIMITED WASTEWATER EASEMENT VOL DOCUMENT PARTNERSHIP 2000001345 ACQUISITION & ADDITIONS (INCLUDES LAND FILES) 73 6nnn'iA715 WW 000015387 Borho John M City of Cedar Park Wastewater Easement 71 800001538 ',unison .pane city of Cedar Park Wastewater Easement 70 8 o C CCP 15389 mime Ltd Brown Gary F City of Cedar Park Wastewater Easement RA onnnniceow . ... . - . - - _ - 015381 Aline Ltd City of Cedar Park Wastewater Easement 67 80000 Pfluger mice M Weiss Mary E Anderson Wastewater Easement Thomas W City of Cedar Park 66 8000 0015370 Dennis Richard A Dennis Cynthia L City of Wastewater Easement Cedar Park 65 800001C.3 -C3 • C IUQoy Costa Family Trust Costa Jack City of Wastewater Easement Cedar Park 64 800 r.) �' o coo oho v rn �' D CCc i G 0 QjIV D ± A 1 CC C C 6VVLJ/VVVV 6000241324 QMM1 r9c1 N OpD p V 0 i Cif N 0) C $ C C V 21471 600021472C iuvxil1Anne 4 600023623 6000 W W U-06-01 102488 1. C Cn oC J e C a _ C Q 7 WWU-06-01 aUUMa WWU-06-01 90033 0 WWU-06-01 101407 1 O a n `G O0 n 1 d 1 Walsh Christopher Lynn City of Cedar Park Brushy Creek venture LLC BRUSHY CREEK VENTURE LLC ATKINS RICHARD A. McConico, Petrenella J. LENNAR HOMES OF TEXAS LAND & CONSTRUCTION LIMITED PARTNERSHIP LENNAR HOMES OF TEXAS LAND & CONSTRUCTION LIMITED PARTNERSHIP ROUND ROCK CITY OF ROUND ROCK CITY OF BLUEBONNET TRAILS COMMUNITY TEMPORARY CONSTRUCTION EASEMENT BRUSHY CREEK WASTEWATER SYSTEM MENTAL HEALTH & MENTAL VOL DOCUMENT NO. 2002086177 WILLIAMSON COUNTY RETARDATION CENTER ACQUISITION & ADDITIONS (INCLUDES LAND FILES) w m m f w EI m m 1n m 3 m z Wastewater Easement Tunnel Wastewater Easement TUNNEL WASTEWATER EASEMENT VOL DOCUMENT NO. 2002072725 ACQUISITION & Temporary Construction Easement WATER & WASTEWATER EASEMENT VOL DOCUMENT NO. 2000011042 ACQUISITION & RELEASE OF EASEMENT VOL DOCUMENT NO. 2000069321 TO LCRA DATED 02-22-2000 PUBLIC UTILITY EASEMENT VOL 1257 PAGE 573 WATER LINE EASEMENT SEWER LINE EASEMENT ACQUISITION & ADDITIONS (INCLUDES LAND FILES) PUBLIC UTILITY EASEMENT VOL 1250 PAGE 734 WATER LINE SEWER LINE 50 FOOT WIDE TEMPORARY CONSTRUCTION EASEMENT ACQUISITION & ADDITIONS (INCLUDES LAND FILES) BRUSHY CREEK WASTEWATER SYSTEM WILLIAMSON COUNTY ROUND ROCK SOUTHWEST INTERCEPTOR PHASE B, TRACT B1 BRUSHY CREEK Brushy Creek Wastewater System Williamson County BRUSHY CREEK WASTEWATER SYSTEM WILLIAMSON COUNTY BRUSHY CREEK REGIONAL WASTEWATER SYSTEM SOUTHWEST INTERCEPTOR Brushy Creek Regional Wastewater System Lower Brushy Creek Regional Wastewater Interceptor Brushy Creek Regional Wastewater System Lower Brushy Creek Regional Wastewater Interceptor Williamson County Brushy Creek Regional Wastewater System Lower Brushy Creek Regional Wastewater Interceptor Brushy Creek Regional Wastewater System Lower Brushy Creek Regional Wastewater Interceptor Brushy Creek Regional Wastewater System Lower Brushy Creek Regional Wastewater Interceptor Brushy Creek Regional Wastewater System Lower Brushy Creek Regional Wastewater Interceptor Brushy Creek Regional Wastewater System Lower Brushy Creek Regional Wastewater Interceptor 'Brushy Creek Regional Wastewater System Lower Brushy Creek Regional Wastewater Interceptor Brushy Creek Regional Wastewater System Lower Brushy Creek Regional Wastewater Interceptor Brushy Creek Regional Wastewater System Lower Brushy Creek Regional Wastewater Interceptor BRUSHY CREEK WASTEWATER SYSTEM WILLIAMSON COUNTY Brushy Creek Wastewater System Travis County Round Rock Southwest Interceptor Wastewater Line Williamson County BRUSHY CREEK WILLIAMSON COUNTY BRUSHY CREEK WILLIAMSON COUNTY BRUSHY CREEK WASTEWATER SYSTEM WILLIAMSON COUNTY BRUSHY CREEK WASTEWATER SYSTEM WILLIAMSON COUNTY ALAMO TITLE COMPANY 0.07 ACRES DAVID CURRY SURVEY ABSTRACT NO. 130 BEING A 0.087 ACRES P. A. HOLDER SURVEY, ABSTRACT NO 297 Wil 1 IAM SON COUNTY 0.087 acres 3,811 square feet tract P.A. Holder Survey Abstract Nn 297 BLAKE MAGEE COMPANY BRAZOS RIVER AUTHORITY 0.150 ACRES PORTION OF LAND CONVEYED TO RSRF FERN BLUFF BY DEED RECORDED IN VOL 2657 PAGE 657 LEGAL FILE NO. 20.0012.02 LEWIS R KIP HARRELL JACOB M SURVEY ABSTRACT 284 WILLIAMSON COUNTY COMMUNICATION LINES EASEMENT 1.297 ACRES 0.0096 acres tract John H Dillard Survey Abstract No 179 30 font wide wastewater easement 0.4927 acres tract John H Dillard Survey Abstract No 179 30 foot wide wastewater easement Borho Tract Parcel 10 0.0935 acres tract John H Dillard Survey Abstract Nn 179 30 font wide wastewater easement e 0.1616 acres tract John H Dillard Survey Abstract No 179 30 font wide wastewater easement 0.6778 acres tract John H Dillard Survey Abstract No 179 30 foot wide wastewater easement Alin 0.7182 acres tract John H Dillard Survey Abstract No 179 30 foot wide wastewater easement Alin 0.5709 acres tract John H Dillard Survey Abstract Nn 179 30 foot wide wastewater easement W B os a 1.4010 acres tract John H Dillard Survey Abstract No 170 30 fnnt wide wastewater easement Denni 0.5467 acres John H Dillard Survey Abstract No 170 30 font wide wastewater easement C t 2..2380 acres John H Dillard Survey Abstract No 179 20 font wide wastewater easement Walsh MAZZETTI ROBERT F. COMPASS BANK TRACT NO 21A n n5 ACRES BEING TWENTY Tract 21 A 0.05 acres 20 foot wide tract of land Wiley Harris Survey Abstract No. 298 portion of 0.103 acres 4,490.04 square foot tract Wiley Harris Survey Abstract No. 298 Limited Title Certificate 0.353 ACREWS 15,386 SQUARE FOOT TRACT OF LAND P A HOLDER SURVEY ABSTRACT HOLDER P A SURVEY ABSTRACT 297 JENNINGS RUTH JENNINGS SAM LAKE CREEK INTERCEPTOR SEE FOLDER ID 56318 LEGAL FILE NO. 20.0012.02 TOWN & COUNTRY ESTATES v V INCORPORATED KITTS WILLIAM R PRESIDENT LAKE CREEK INTERCEPTOR CONSTRUCTION PLAN MAP FOR WASTEWATER IMPROVEMENTS LAKE CREE INTERCEPTOR SEE FOLDER ID 56318 LEGAL FILE NO. 20.0012.02 EASEMENT EASEMENT Easement EASEMENT EASEMENT Easement Easement Easement Easement Easement Easement Easement Easement Easement Easement EASEMENT Easement Easement EASEMENT EASEMENT EASEMENT EASEMENT 2002026177 EASEMENT Vol 1257 page 573 K 2002089378 2001063998 2001063998 2001064789 2000001345 1999424041 199942405 199942406 9925091 9925093 9925092 199942409 Co Co V 9917147 199942399 2002072725 2002072725 2001063999 2000011042 2000069321 Vol 1250 pg 753 ROBINSON LAND LIMITED PARTNERSHIP WASTEWATER LINE EASEMENT BRUSHY CREEK REGIONAL WASTEWATER ROBINSON 1992 LAND LIMITED ACQUISITION & ADDITIONS (INCLUDES LAND SYSTEM SOUTHWEST INTERCEPTOR PARTNERSHIP FILES) 89 2062610026 City of Round Rock Maxwell Nyle Wastewater Line Easement Document No. Brushy Creek Wastewater System Williamson 2003054035 City of Round Rock County 90 sonnn7o9an wwi lsa_n, 4A4•]A WARNER PHILLIP W WARNER GRACE WASTEWATER LINE EASEMENT BRUSHY CREEK WILLIAMSON COUNTY ALIENN ACQUISITION & ADDITIONS (INCLUDES LAND FILES) 88 6000127045 WWI -06-01 37602 The City of Round Rock Texas stiuKa Wastewater Line and Right of Way and Access Brushy Creek Wastewater System Williamson Robert A Jr Easement Document No. 2002019503 County 87 snnnn79210 WWU-O6-01 Q")^4 Cny of Round Rock Stluka, Robert A. Jr. Wastewater Line & Right of Way Access Brushy Creek Wastewater System Williamson Easement County 86 2nA9R9nnns Transom George 111 Transom Theresa G Wastewater Line & Right of Way & Access Brushy Creek Wastewater System Williamson 85 207naannnz Easement & Closing Documents Vol Document County Corona Nora C Individually and as Wastewater Easement and Right of Way - Closing Brushy Creek Wastewater System Williamson Independent Executrix of the Estate of Documents County 84 2063110027 Corona Johnny 11 Corona irene ABN Wastewater Easement and Right of Way - Closing Brushy Creek Wastewater System Williamson AMRO Mortgage Group Incorporated Documents 83 snnnn15672 County . •• •••+-vvv acwa VVILLIAM UN cuuN I Y, TRUSTEE ROUND WASTEWATER EASEMENT & RIGHT OF WAY ROCK CITY OF VOL DOCUMENT NO. 2001053433 81 6000225322 WWU-06-01 92836 ROUND ROCK CITY OF STLUKA ROBERT WASTEWATER EASEMENT & RIGHT OF WAY A JR VOL DOCUMENT NO. 2002001426 ACQUISITION & ADDITIONS (INCLUDES LAND FILES) 82 snnnn15667 o CO a 1/41 ry n a 10 cn 0 N ul ma i V J 8 8 0 W N J O7 N -. J a W N C N -•43 W 42 1 1 0 0 V 00 BRUSHY t..nCcn APARTMENTS LIMITED WASTEWATER LINE EASEMENT DONATION BRUSHY CREEK WILLIAMSON COUNTY PARTNERSHIP DEED ACQUISITION & ADDITIONS (INCLUDES LAND FILES) D 33 O - C ' o 1 o c 0 7C - —I i r 031 CO m 33 -I 2 c C C C a s T m r r Z -< r m WASTEWATER EASEMENT & RIGHT OF WAY VOL DOCUMENT NO. 2001053432 ACQUISITION & ADDITIONS (INCLUDES LAND FILES) WASTEWATER EASEMENT & RIGHT OF WAY VOL DOCUMENT 2002048882 ACQUISITION & ADDITIONS (INCLUDES LAND FILES) 1-vvn CIl CI+o CIVICIV 1 6. r11tUr11 ur wAY IiKUSITY CREEK WASTEWATER SYSTEM ALAMO TITLE INSURANCE WASTEWATER EASEMENT 2003034239 RECORDED IN VOL DOCUMENT 2003034239 WILLIAMSON COUNTY EASEMENT 0.05 ACRES IN THE ELISHA ACQUISITION & ADDITIONS (INCLUDES LAND MCDANIEL SURVEY ABSTRACT NO. 441 FILES) TEMPORARY CONSTRUCTION EASEMENT 0.003 & 0.006 ACRES PARCEL NO. 20-21 TRACT 48 WASTEWATER LINE EASEMENT & TEMPORARY CONSTRUCTION EASEMENT SOUTHWEST INTERCEPTOR BRUSHY CREEK WASTEWATER SYSTEM BRUSHY CREEK WASTEWATER SYSTEM WILLIAMSON COUNTY TEMPORARY CONSTRUCTION EASEMENT VOL 1619 PAGE 342 ROBINSON RANCH GER 1999 LIMITED PARTNERSHIP WILLIAMSON COUNTY DOCUMENT VOL 199985501 Tract 58 A 0.12 Acres Wastewater Line Easement & 0.001 Acres Wastewater Line Easement 0.38 Acres 0.03 0.01 Acres Temporary Construction Easement David Curry Survey Abstract No 130 Portion of Lot 61 Block B called 10.089 Acres and Labeled Park Land BRUSHY CREEK WATER CONTROL & IMPROVEMENT DISTRICT 1 MILAM COUNTY VOL 1878 PAGE 870 ACCESS EASEMENT CONTRACT6 Brushy Creek 20 - 21 Tract 24 A 0.17 Acres 20m feet wide Wastewater Line Easement 0.23 Acres Access Easement Jacob M Harrell Survey Abstract No. 284 Austin Title Company Closing Documents Ownerms Policy of Title Insurance Lawyers Title Insurance Corp acresVII Wastewater Line 0.05 Acres Temporary Construction Easement 1.21 Acres Access Easemetn 0.41 Acres Wiley Harris Survey Abstract 289 p cal oIOUr1.11,1.1../1 asement Brushy Creek 20 - 21 Tract 41 A 0.15 Temporary Construction Easement 0 66 1 • p ry o100ruc ion asement 0.05 acres 20 foot wide Wastewater Easement 0 08 acres Tem ora C E 0.04 acres 20 foot wide Wastewater Easement 0 OR acres Tem ora C t' E ROBERT NASSO 0.017 ACRES WILEY HARRIS SURVEY ABSTRACT NO. 298 WILLIAMSON COUNTY PARCEL NO. 1018.05A WASTEWATER MAINS MAY INCLUDE COMMUNICATION LINES ROUND ROCK INDEPENDENT SCHOOL DISTRICT EASEMENT NO. B -1A 0.021 ACRES EASEMENT NO. B-3 B-4 B-5 & C-1 0.330 ACRES P. A. HOLDER SURVEY ABSTRACT NO. 297 0.333 ACRES 0.022 ACRES WILEY HARRIS SURVEY NO. 298 0.133 ACRES WILEY HARRIS SURVEY NO. 298 WILLIAMSON COUNTY PARCEL NO. 1018.05B WASTEWATER LINES MAY INCLUDE COMMUNICA ONION BRANCH A TRACT OF LAND CONSISTING OF A STRIP FIFTEEN FEET IN WIDTH GENERALLY LOCATED SEVEN ONE- HALF FEET ON EITHER SIDE OF AN EXISTING 18 INCH GRAVITY WASTEWATER INTERCEPTOR LINE BEING CONVEYED BY GRANTOR TO GRANTEE BY BILL OF SALE & ASSIGNMENT OVE EASEMENT a' 3 m z EASEMENT EASEMENT Easement Easement Easement Easement m m m 3 m Z EASEMENT EASEMENT EASEMENT EASEMENT Vol 1619 PG 342 1999085501 2003054035 Vol 1878 PG 870 2002019503 2002019506 2002027361 N 0 O N O_ w T co O 2002028182 200200142E 200105343: 2001053432 2002048882 0 V 01 Q) (071 A W N - 00 O (O CO 00 CO V 0 (O (o V 007 0) 0) A < 8 QV -J W $ O V (7. � p O CO 00 g p O !VO 0 _ 8 p O V Ol N O 8 O O i N O 0 8 (0 co O) 0 O 80 (VO ID (077 g (V0 0 N O O n07 :.4. d CO)l G a iv a (a Oaf A O sr. 07 01 W O 8 (71 i (7. Co 1 i1 60002361 '2 60002358 JOINT VENTURE WATER WASTEWATER EASEMENT BRUSHY CREEK WILLIAMSON COUNTY ACQUISITION & ADDITIONS (INCLUDES LAND FILES) 1 OINT VENTURE WATER WASTEWATER EASEMENT BRUSHY CREEK WILLIAMSON COUNTY ACQUISITION & ADDITIONS (INCLUDES LAND FILES) YWU-06-01 36154 pnnnl c roomli ..riLcn JOINT VENTURE WATER WASTEWATER EASEMENT BRUSHY CREEK WILLIAMSON COUNTY ACQUISITION & ADDITIONS (INCLUDES LAND FILES) NWU-O6-01 38152 PcOQI H COMPANY LIMITEU WATEH WASTEWATER EASEMENT BRUSHY CREEK WILLIAMSON COUNTY AVERY CHALRES N III ACQUISITION & ADDITIONS (INCLUDES LAND NWU-OR-01 36152 D I ITY OF WATER WASTEWATER EASEMENT BRUSHY CREEK WILLIAMSON COUNTY ACQUISITION & ADDITIONS (INCLUDES LAND NWU-O6-01 38151 AVERY RANC ND & CATTLE COMPANY WATER WASTEWATER EASEMENT BRUSHY CREEK WILLIAMSON COUNTY ACQUISITION & ADDITIONS (INCLUDES LAND WWU-O6-01 36160 cr^tQ PARK C JOINT VENTURE WATER WASTEWATER EASEMENT BRUSHY CREEK WILLIAMSON COUNTY ACQUISITION & ADDITIONS (INCLUDES LAND FILES) WWU-O6-01 38156 WILSON LA - CK CITY OF WATER WASTEWATER EASEMENT BRUSHY CREEK WILLIAMSON COUNTY ACQUISITION & ADDITIONS (INCLUDES LAND FILES) WWU-06-01 36153 ID Iwai CREEK ETOWN AVENUE JUIN T VENTURE WATER WASTEWATER EASEMENT BRUSHY CREEK WILLIAMSON COUNTY BRUSHY CREEK WASTEWATER SYSTEM ACQUISITION & ADDITIONS (INCLUDES LAND FILES) WWU-O6-01 34312 ROUND RO TOWN AVENUE JUINT VENTURE WATER WASTEWATER EASEMENT BRUSHY CREEK WILLIAMSON COUNTY BRUSHY CREEK WASTEWATER SYSTEM ACQUISITION & ADDITIONS (INCLUDES LAND WWU-O6-01 ze9')0 GEORG FILES) •�. I.,WN AVENUE JUINT VENTURE WATER WASTEWATER EASEMENT BRUSHY CREEK WILLIAMSON COUNTY BRUSHY CREEK WASTEWATER SYSTEM ACQUISITION & ADDITIONS (INCLUDES LAND WWU-OR-01 FILES) Zd990 e±onon_� ERN BLUFF Lr MAUES BLAKE J WASTWATER EASEMENT VOL DOCUMENT BRUSHY CREEK WASTEWATER SYSTEM NO. 2001064788 ACQUISITION & ADDITIONS WILLIAMSON COUNTY (INCLUDES LAND FILES) -- -- zA O - .. - ......... . IN..vnrvnATCU lUF1UUt TUM WASTEWATER LINE EASEMENT VOL BRUSHY CREEK WASTEWATER SYSTEM DOCUMENT 2002044981 ACQUISITION & WILLIAMSON COUNTY ADDITIONS (INCLUDES LAND FILES) WWU-06-01 89979 RSRF F 0 C A - 7 a n 01 0) 0) C 00) b O 10 N • aC ( 07 ( o ( i i 0 N r C 54 WWU-06-01 101397 31 WWIIJIR-ni 1nioao EN SHAMROCK REALTY INCORPORATED MCCORMACK JOHN M MSP NSON JAMES DANIEL JOHNSON JEANE H GOLD NvnI.1IW jIY JAIYIC.7 UAPIICL JUPINSON JEANE H JOHN WASTEWATER LINE EASEMENT RECORDED IN VOL DOCUMENT NO 20030011646 ACQUISITION & ADDITIONS (INCLUDES LAND FILES) WASTEWATER LINE EASEMENT ACQUISITIO DOCUMENTS ACQUISITION & ADDITIONS WASTEWATER LINE EASEMENT & RIGHT OF WAY RECORDED IN VOL DOCUMENT BRUSHY CREEK WASTEWATER SYSTEM SOUTHWEST INERCEPTOR N BRUSHY CREEK WASTEWATER SYSTEM WILLIAMSON COUNTY BRUSHY CREEK WASTEWATER SYSTEM WILLIAMSON COUNTY BRUSHY CREEK WASTEWATER SYSTEM HAMMER BILL BROTHER BEELER JASON EASEMENT 2002079788 WILLIAMSON COUNTY BROTHER ROGER DAMON SAMUEL LEAGUE SURVEY ABSTRACT 170 RATHGEBER INVESTMENT COMPANY LIMITED PARTNERSHIP PEBBLE CREEK PBS&J JOB NO 440602.00 0101 VOL 99974253 CONTRACT 1 TEMPORARY ,ONSTRUCTION EASEMENT SEMENT AVERY JOHN S DILLARD JOHN H SURVEY ABSTRACT 179 VOL 199933469 CONTRACT 2 VOL 2nnnnmaza EASEMENT Dal 199933468 AVERY JOHN S DILLARD JOHN H SURVEY ABSTRACT 179 RATHGEBER INVESTMENT COMPANY LIMITED VOL 199933469 CONTRACT 2 PBS&J JOB NO 19011-11 TEMPORARY CONSTRUCTION EA 936 SRI JOB NO DILLLARD JOHN H SURVEY ABSTRACT 179 PBSJ AVERY JOHN 0 VOL TRACT 2A DILLARD JOHN H SURVEY ABSTRACT NO 179 CONTRACT 2 VOL 199948 DILLARD J H SURVEY 179 WILSON WILL JUDGE VOL 199974254 CON DILLARD JOHN H SURVEY ABSTRACT 179 RATHGEBER INVESTMENT COMPANY LIMITED TRACT VOL 199983742 CONTRACT 1 PBS&J 440208.00 0101 TEMPORARY CONSTRUCTION EASEMENT RABB PARK WASTEWATER INTERCEPTOR DOCUMENT 9876160 RESOLUTION R -98-11- 12-10A1 EASEMENT PARCEL 6-31 CONTRALTI STARK OSCAR ROUND ROCK CITY OF PUBLIC UTILITY EASEMENT SEWER LINE EASEMENT VOL 883 PAGE 288 CONTRACT 6 STARK OSCAR SANITARY SEWER TUNNEL ACCESS SHAFT EASEMENT VOL 1643 PAGE 344 CONTRACT 6 0012.02 LEWIS JOHN COMPANY SANITARY SEWER EASEMENT DOCUMENT 9874954 CONTRACT 6 20 BLAKE MAGEE COMPANY BRAZOS RIVER AUTHORITY 0.149 ACRES CONVEYED TO FERN BLUFF DEED RECORDED IN VOL 2657 PAGE 657 LEGAL FILE NO 20 COASTAL BANC COTNER DOUGLAS TRACT NO. 6 ROUND ROCK SOUTHWEST INTERCEPTOR PHASE C, TRACT NO. C4 0.197 ACRES WILEY HARRIS SURVEY ABSTRACT NO. 298 PORTION OF LOT 1 BLOCK B MAYS CROSSING SUBDIVISION CONSENT & JOINDER OF MORTGAGEE RRUSITY CREEK CONTRACTS E IN THE JACOB M 0.048 ACRES 2.113 SQUARE FOOT TRACT OF LAND IN THE WILEY HARRIS SURVEY ABSTRACT NO 298 & THE J M HARREL SURVEY ABSTRACT NO 284 WILLIAMSON COUNTY BEING A PORTION OF LOT 4 OF THE HUNTERS RIDGE SUBDIVISION CONVEYED TO GOLDEN SHAMROCK REALTY RECORDEC IN DOCU E IN THE JACOB M TRACT NO. 43A.1 0.06 ACRES OF LAND BEING 20 FEET WID S DONNIE BROTHER TRACT NO. 43A.1 0.06 ACRES OF LAND BEING 20 FEET TV EASEMENT EASEMENT EASEMENT EASEMENT EASEMENT EASEMENT EASEMENT EASEMENT EASEMENT EASEMENT EASEMENT EASEMENT EASEMENT EASEMENT EASEMENT EASEMENT O co N 001 O 0 cv O (.3 CO CO A 0) 0 CO A 000 CO (0 (00 007 CO CO N ? J 0 Ca A N s (0 - 0) O O COO co W 003 0 O W CO A (071 A N 0 co - j CVO 0 0 0 t CO O 2003011646 2003041490 2003041490 108 6000097870 WWU-06-736161A"ERY D&CATTLE COMPANY WATER WASTEWATER EASEMENT BRUSHY CREEK WILLIAMSON COUNTY DILLARD JOHN H SURVEY ABSTRACT 179 EASEMENT ACQUISITION&ADDITIONS(INCLUDES LAND 1999042137 FILES) WILSON WILL TRACT VOL 199942137 CONTRACT 2 SRI JOB NO 19011 03 TEMPORARY CONSTRUCTION EASEMENT ACCESS EASEMENT 109 6000097907 WWU-06-0K CITY OF WATER WASTEWATER EASEMENT BRUSHY CREEK WILLIAMSON COUNTY DILLARD J H SURVEY ABSTRACT 179 VOL EASEMENT ACQUISITION&ADDITIONS(INCLUDES LAND 1999084778 FILES) 199984778 CONTRACT 2 K 2 EXTENSION CONTRACT 1 TEMPORARY CONSTRUCTION 110 6000097861 WWU-06-0H COMPANY LIMITED WATER WASTEWATER EASEMENT BRUSHY CREEK WEASEMENT ILLIAMSON COUNTY DILLLARD JOHN H SURVEY ABSTRACT 179 EASEMENT AVERY CHALRES N 111 CONTRACT 2 ACQUISITION&ADDITIONS 2000002637 PBSJ AVERY JOHNS CONTRACT 3 (INCLUDES LAND FILES) EASEMENT RELEASE VOL 2000002637 VOL 199933468 111 6000097926 WWU-06-01 36177 BRUSHY CREEK WATER CONTROL& WATER WASTEWATER EASEMENT BRUSHY CREEK WILLIAMSON COUNTY VOL 1619 PAGE 308 TEMPORARY WORKING EASEMENT IMPROVEMENT DISTRICT WILLIAMSON SANITARY SEWER EASEMENT ACQUISITION SPACE EASEMENT EASEMENT ASSIGNMENT Vol 1619 PG 308 COUNTY MUNICIPAL UTILITY DISTRICT 2 &ADDITIONS(INCLUDES LAND FILES) CONTRACT 3 112 6000097928 WWU-06-01 36178 BRUSHY CREEK WATER CONTROL& WATER WASTEWATER EASEMENT BRUSHY CREEK WILLIAMSON COUNTY REYNOLDS BARNEY DILLARD JOHN H EASEMENT Vol 1619 PG 304 IMPROVEMENT DISTRICT MILBURN SANITARY SEWER EASEMENT ACQUISITION SURVEY ABSTRACT 179 TEMPORARY INVESTMENTS INCORPORATED &ADDITIONS(INCLUDES LAND FILES) WORKING SPACE EASEMENT VOL 1619 113 6000221574 WWU-06-01 36177 HY-LAND NORTH JOINT VENTUREPAGE 304 WATER WASTEWATER EASEMENT BRUSHY CREEK WILLIAMSON COUNTY EPHRAIM EVAANS'SURVEY ABSTRACT NO 212 EASEMENT WILLIAM COUNTY MUNICIPAL UTILITY SANITARY SEWER LINE EASEMENT Vol 1711 PG 752 DISTRICT NO 9 ACQUISITION&ADDITIONS(INCLUDES LAND VOL 1711 PAGE 752 LEGAL FILE 20.1012.02 114 6000221575 WWU-06-01 36177 BREHRENS ONIE LOREE WILLIAM WATER WASTEWATER EASEMENT BRUSHY CREEK WILLIAMSON COUNTY EPHRAIM EVANS SURVEY ABSTRACT NO 212 EASEMENT COUNTY MUNICIPAL UTILITY DISTRICT NO SANITARY SEWER LINE EASEMENT VOL 1762 PG 437 9 WILLIAM KINKAID SURVEY ABSTRACT NO. ACQUISITION&ADDITIONS(INCLUDES LAND 374 DAVID CURRY SURVEY ABSTRACT NO. FILES) 130 VOL 1762 PAGE 437 LEGAL FILE 115 6000097917 WWU-06-01 36168 BRUSHY CREEK WATER CONTROL& WATER WASTEWATER EASEMENT BRUSHY CREEK 20.1012.02 WILLIAMSON COUNTY DILLARD JOHN H SURVEY 179 BRUSHY EASEMENT IMPROVEMENT DISTRICT HY LAND TEMPORARY WORKING SPACE EASEMENT VOL 1619 PG 313 JOINT VENTURE ACQUISITION&ADDITIONS(INCLUDES LAND CREEK SUBDIVISION SECTION 1 SANITARY FILES) SEWER EASEMENT EASEMENT ASSIGNMENT CONTRACT 3 VOL 1619 PAGE 313 EH&A JOB NO 5815-11 EASEMENT 116 2062580005 same as 255 Williams B J INFORMATION Water&Wastewater Easement Document No. Brushy Creek Wastewater System Williamson Chandler Creek Phase 2 Tract A 78 square feet Easement 2001023176 Coun 2001023176 117 6000243340 WWU-06-01 102840 WILLIAM B.J. P A Holder SurveyAbstract No.297 WATER&WASTEWATER EASEMENT VOL BRUSHY CREEK WASTEWATER SYSTEM 78 SQUARE FOOT TRACT OF LAND P.A. EASEMENT DOCUMENT NO.2001023176 ACQUISITION& WILLIAMSON COUNTY 2001023176 HOLDER SURVEY ABSTRACT NO.297 ADDITIONS(INCLUDES LAND FILES) PORTION OF 168.988 ACRES DEED TO B.J. WILLIAMS DOCUMENT NO. 199944311 RIMS 118 2062580008 same as 254 Williams B J PROJECT TRACKING NO.20061276 Water&Wastewater Easement Document No. Brushy Creek Wastewater System Williamson Chandler Creek Phase 2 Tract A 3.726 acres P A Easement 199983741 Count 1999083741 119 6000243351 WWU-06-01 102840 WILLIAM B.J. Holder Survey Abstract No.297 WATER&WASTEWATER EASEMENT VOL BRUSHY CREEK WASTEWATER SYSTEM 3.726 ACRES 162,286 SQUARE FOOT TRACT EASEMENT DOCUMENT NO. 199983741 ACQUISITION& WILLIAMSON COUNTY 1999083741 120 LDER SURVEY ABSTRACT 8000002028 Old Settlers Association of Williamson Water&Wastewater Easement&Right of Way Brushy Creek Water&Wastewater System 566 square feetOA. Holder Survey Abstract No. Easement Count Chandler Creek Williamson County2001053431 121 6000240652 WWU-O6-01 102474 GRIFFIN MICHAEL GLENN GRIFFIN WATER&WAS EASEMENT&RIGHT BRUSHY CREEK WASTEWATER SYSTEM 0.010 ACRES 430 SQUARE FOOT TRACT P.A. EASEMENT CARRIE LOUISE OF WAY VOL DOCUMENT 2000019404 WILLIAMSON COUNTY 2000019404 122 2062560018 HOLDER SUVERY ABSTRACT NO.297 BEING Griffin Michael Glenn Griffin Carrie Louise Water&Wastewater Easement Vol Document Brushy Creek Wastewater System Williamson 0.010 acres&Water&Wastewater Easement Vol Easement 20000019404 County2000019404 123 6000240653 WWU-06-01 102474 GRIFFIN MICHAEL GLENN GRIFFIN WATER&WASTEWATER EASEMENT&RIGHT BRUSHY CREEK WASTEWATER SYSTEM 84 SQUARE FOOT TRACT OF LAND ocument 2001036246 dated 1 284 EASEMENT CARRIE LOUISE OF WAY VOL DOCUMENT 2001036246 WILLIAMSON COUNTY 2001036246 124 6000240723 WWU-06-01 102476 CLARK FAMILY RESIDENCE TRUST WATER&WASTEWATER EASEMENT BRUSHY CREEK WASTEWATER SYSTEM CLARK EDWIN H TRUSTEE CLARK BARBARA EASEMENT DOCUMENT NO.200019405 ACQUISITION& WILLIAMSON COUNTY 2000019405 125 2062560021 same as 259 Clark Family Residence Trust Water&Wastewater Easement Vol Document Brushy Creek Wastewater System Williamson 0.010 acres and Water&Wastewater 416 E sUARE ement Easement 2000019405 CountyVol Document 2001036247 0.010 acres 259 2000019405 126 6000240724 WWU-06-01 102476 CLARK FAMILY RESIDENCE TRUST WATER&WASTEWATER EASEMENT BRUSHY CREEK WASTEWATER SYSTEM CLARK EDWIN H TRUSTEE CLARK BARBARA EASEMENT DOCUMENT NO.2001036247 ACQUISITION& WILLIAMSON COUNTY 2001036247 TRUSTEE 259 SQUARE FOOT TRACT OF ADDITIONS(INCLUDES LAND FILES) LAND P.A. HOLDER SURVEY ABSTRACT NO. 297 CHANDLER CREEK PHASE I PROJECT RIMS PROJECT TRACKING NO.20061263 IN EDMS Exhibit A-Schedule 3 Property Page 9 of 16 WATER WASTEWATER LINE EASEMENT BRUSH CREEK WILLIAMSON COUNTY ACQUISITION & ADDITIONS (INCLUDES LAND FILES) qw ies (KNOX J D) WATER WASTEWATER LINE EASEMENT BRUSHY CREEK WILLIAMSON COUNTY ACQUISITION & ADDITIONS (INCLUDES LAND FILES) 136 6000079204 WWU-06-01 34174 KNOX J D WATER WASTEWATER LINE EASEMENT BRUSHY CREEK WILLIAMSON COUNTY ACQUISITION & ADDITIONS (INCLUDES LAND FILES) 135 6000079203 WWU-06-01 34174 M&M E t' IN W MEISKE utel I NUM S WATER WASTEWATER LINE EASEMENT BRUSHY CREEK WILLIAMSON COUNTY ACQUISITION & ADDITIONS (INCLUDES LAND FILES) 134 6000078896 WWU-O6-01 3417A KNOX 1 D RALTAR BANK WATER WASTEWATER LINE EASEMENT BRUSHY CREEK WILLIAMSON COUNTY ACQUISITION & ADDITIONS (INCLUDES LAND FILES) 133 6000078895 WWU-06-01 34173 MEISKE ERW -- ---- -- --- "-' "• `��• • v/1YIJ =ILLI �, UAV1.� IMI1 J WATER WASTEWATER LINE EASEMENT BRUSHY CREEK WILLIAMSON COUNTY ACQUISITION & ADDITIONS (INCLUDES LAND FILES) 132 6000078894 WWU-O6-01 34172 FIRST GIB C...) Ca O N N) N o `ax CO co W O 8 O O O N co O O 8 030) 7 60000792 8 600007887 A a y c W A V 0 CO 0 b o ? 01 ( • O i i 05 WWU-06-01 34305 5 WWII-f1R-111 1A1R7 a f o - Cm 7 • iW Z z =I< = _ E 0 -< 1 n -n 33 z D Z rn Is w 0 d 0 n Z r G = n n c u 2 c 3 11 i r 3 R C WATER WASTEWATER LINE EASEMENT ACQUISITION & ADDITIONS (INCLUDES LAND FILES) WATER WASTEWATER LINE EASEMENT ACQUISITION & ADDITIONS (INCLUDES LAND FILES) WATER AND WASTEWATER LINE EASEMENT ACQUISITION & ADDITIONS (INCLUDES LAND FILES) BRUSHY CREEK WILLIAMSON COUNTY BRUSHY CREEK WILLIAMSON COUNTY BRUSHY CREEK WILLIAMSON COUNTY BRUSHY CREEK WILLIAMSON COUNTY DOCUMENT 2000011040 EASEMENT 6 - 26 EASEMENT 2000011040 BRUSHY CREEK WATER CONTROL AND MPROVEMENT DISTRICT M & M EQUITIES NCORPORATED AUSTIN ROUND ROCK WEST LAKE CREEK INTERCEPTOR CONSTRUCTION WATER WASTEWATER TREATMENT PLANT SYSTEM VOL 1619 PAGE 372 DOCUMENT 2000011041 RELEASE EASEMENT 26 CONTRAC BRUSHY CREEK WATER CONTROL AND IMPROVEMENT DISTRICT M & M EQUITIES INCORPORATED AUSTIN ROUND ROCK NEST LAKE CREEK INTERCEPTOR CONSTRUCTION WATER WASTEWATER TREATMENT PLANT SYSTEM VOL 1619 PAGE 372 DOCUMENT 2000004865 RELEASE EASEMENT 26 CONTRAC 6 BRUSHY CREEK WATER CONTROL AND IMPROVEMENT DISTRICT ROUND ROCK WEST LAKE CREEK INTERCEPTOR CONSTRUCTION WATER WASTEWATER TREATMENT PLANT SYSTEM VOL 1619 PAGE 372 EASEMENT 26 BRUSH CREEK WATER CONTROL AND IMPROVEMENT DISTRICT ROUND ROCK WEST LAKE CREEK INTERCEPTOR CONSTRUCTION WATER WASTEWATER TREATMENT PLANT SYSTEM VOL 1619 PAGE 367 EASEMENT 25 CONTRACT 6 CALLAWAY DEVELOPMENT CORP BRUSHY CREEK WATER CONTROL AND IMPROVEMENT DISTRICT ROUND ROCK WEST LAKE CREEK INTERCEPTOR CONSTRUCTION WATER WASTEWATER TREATMENT PLANT SYSTEM VOL 1891 PAGE 103 EASEMENT 24 CONTRACT 6 CALLAWAY DEVELOPMENT CORP ROUND ROCK WEST LAKE CREEK INTERCEPTOR CONSTRUCTION WATER WASTEWATER TREATMENT PLANT SYSTEM VOL 1619 PAGE 361 EASEMENT 23 CONTRACT ROUND ROCK WEST LAKE CREEK INTERCEPTOR CONSTRUCTION WATER WASTEWATER TREATMENT PLANT SYSTEM DOCUMENT 9716211 EASEMENT 22 CONTRACT DAVIS MARION DICK BRUSHY CREEK WATER CONTROL AND IMPROVEMENT DISTRICT ROUND ROCK WEST LAKE CREEK INTERCEPTOR CONSTRUCTION WATER WASTEWATER TREATMENT PLANT SYSTEM VOL 1619 PAGE 349 EASEMENT 21 CONTRACT6 ROUND ROCK WEST LAKE CREEK INTERCEPTOR CONSTURCTION WASTEWATER TREATMENT PLANT SYSTEM DOCUMENT 9747665 EASEMENT 20 WW CONTRACT 6 EASEMENT EASEMENT EASEMENT EASEMENT EASEMENT EASEMENT EASEMENT EASEMENT EASEMENT N O OO OO O 0 N O 0 0 CO O (Jl VOL 1619 PG 372 VOL 1619 PG 367 VOL 1891 PG 103 VOL 1619 PG 361 _ (O OO V 0 W N Vol 1619 PG 349 1997047665 137 6000078897 WWU-06-01 34175 WARNER PHILLIP W WARNER GRACE WATER WASTEWATER LINE EASEMENT BRUSHY CREEK WILLIAMSON COUNTY BRUSHY CREEK WATER CONTROL AND EASEMENT VOL 1878 PAGE ALTENN ACQUISITION&ADDITIONS(INCLUDES LAND IMPROVEMENT DISTRICT 1 ROUND ROCK FILES) 858 WEST LAKE CREEK LAKE CREEK CONSTRUCTION WATER WASTEWATER TREATMENT PLANT SYSTEM VOL 1878 PAGE 858 EASEMENT 27 138 6000078898 WWU-06-01 34176 LAMB C DWIGHT LAMB NANCY WATER WASTEWATER LINE EASEMENT BRUSHY CREEK WILLIAMSON COUNTY BRUSHY CREEK WATER CONTROL AND EASEMENT ACQUISITION&ADDITIONS(INCLUDES LAND IMPROVEMENT DISTRICT 1 HIGHLAND VOL 1878 PAGE 848 FILES) MANAGEMENT INCORPORATED ROUND ROCK LAKE CREEK INTERCEPTOR CONSTRUCTION WATER WASTEWATER TREATMENT PLANT SYSTEM VOL 1878 PAGE 848 EASEMENT 27-1 27-2 CONTRACT 6 139 6000078899 WWU-06-01 34177 RABB VIRG S RABB NANCY I WATER WASTEWATER LINE EASEMENT BRUSHY CREEK WILLIAMSON COUNTY BRUSHYCREEKWATER CONTROL AND EASEMENT VOL 1619 PAGE ACQUISITION&ADDITIONS(INCLUDES LAND IMPROVEMENT DISTRICT ROUND ROCK FILES) ROUND ROCK WEST LAKE CREEK 389 INTERCEPTOR CONSTRUCTION WATER WASTEWATER TREATMENT PLANT SYSTEM VOL 1619 PAGE 389 EASEMENT 28 140 6000078900 WWU-06-01 34178 RABB VIRG S RABB NANCY I WATER WASTEWATER LINE EASEMENT BRUSHY CREEK WILLIAMSON COUNTY BRUSHY CREEK WATER CONTROL AND EASEMENT ACQUISITION&ADDITIONS(INCLUDES LAND VOL 1619 PAGE IMPROVEMENT DISTRICT ROUND ROCK FILES) 396 ROUND ROCK WEST LAKE CREEK INTERCEPTOR CONSTRUCTION WATER WASTEWATER TREATMENT PLANT SYSTEM VOL 1619 PAGE 396 EASEMENT 29 141 6000078902 WWU-06-01 34180 HUDSON LUCILLE E WATER WASTEWATER LINE EASEMENT BRUSHY CREEK WILLIAMSON COUNTY BRUSHY CREEK WATER CONTROL AND EASEMENT ACQUISITION&ADDITIONS(INCLUDES LAND 1619 PAGE FILES) IMPROVEMENT DISTRICT ROUND ROCK VOLVO WEST LAKE CREEK INTERCEPTOR 404 CONSTRUCTION WATER WASTEWATER TREATMENT PLANT SYSTEM VOL 1619 PAGE 142 6000078903 WWU-06-01 34181 ROUND ROCK CITY OF404 EASEMENT 30 WATER WASTEWATER LINE EASEMENT BRUSHY C�REEK WILLIAMSON COUNTY ROUND ROCK WEST LAKE CREEK EASEMENT ACQUISITION&ADDITIONS(INCLUDES LAND 1997023130 FILES) INTERCEPTOR CONSTRUCTION WATER WASTEWATER TREATMENT PLANT SYSTEM DOCUMENT 9723130 EASEMENT 31 43 6000158748 WWU-06-02 56465 BRUSHY CREEK WATER CONTROL& CONTRACT 6 ASSIGNMENT OF CONTRACTS FROM BRUSHY BRUSHY CREEK WASTEWATER SYSTEM AVERY C N JR ROBINSON TERRY LAMAR LAND DEED IMPROVEMENT DISTRICT NO 1 CREEK WCID TO THE CITY OF AUSTIN&THE WILLIAMSON COUNTY 1996050488 ROBINSON JUNE BEHRENS LEON LANGE CITY OF ROUND ROCK PREDECESSOR LEROY LANGE RUTH RASSMUSSEN COMPANY RECORDS HAROLD RASSMUSSEN ARLINE ESPENSEN MICHAEL CONDON JOHN K ZIMMERMAN JULIAN H KASH JOHN CLARK ROBERT E CLARK LOUIS S DAVIS BILLY C DAVIS IRIS J 144 6000158652 WWU-06-01 56328 AUSTIN CITY OF MEI ASSIGNMENT OF EASEMENT RIGHTS BRUSHY CREEK REGIONAL WASTEWATER BRUSHY CREEK WATER CONTROL& LAND DEED DOCUMENT NO 9734855 ACQUISITION& SYSTEM WILLIAMSON COUNTY IMPROVEMENT DISTRICT NO 1 HUDSON 2000072221 ADDITIONS(INCLUDES LAND FILES) LUCILE TOPLETZ DEVELOPMENT COMPANY NICKS PAUL T NICKS MOZELLE TELANDER BERTIL JOHNSON JOHN N BERKMAN LAWRENCE TELANDER CLARENCE TELANDER ARNOLD GRANTING A 28.57% UNDIVIDED INTEREST IN 145 6000158749 WWU-06-01 56509 AUSTIN CITY OF ASSIGNMENT OF EASEMENT RIGHTS BRUSHY CREEK WASTEWATER SYSTEM BILL NATIONAL TRUSTEE BRUSHY CREEK LAND DEED DOCUMENT NO 9734853 ACQUISITION& 2000072217 APARTMENTS LIMITED FRANKLIN SAVINGS ADDITIONS(INCLUDES LAND FILES) ASSOCIATION CONDON JOHN K ZIMMERMAN JULIAN H KASH JOHN CLARK ROBERT E DAVIS BILLY C DAVIS IRIS J FIRST GIBRALTAR BANK FSB MEISKE ERWIN W MEISKE GERTRUDE S KNOX J D HIGHLA Exhibit A-Schedule 3 Property Page 11 of 16 I ---- ---- - • - -- - -- -�.... un�.7n r �.nc�n VVM I CII %AMY I FiUL & SPECIAL PROPERTY WARRANTY DEED FROM IMPROVEMENT DISTRICT NO 1 RRI ISI -IV r.RFFI! 1A/rin Tn TUC rm- v al ccn CO N - 0 CCOO CO V _.A p W co P CAO1 S O co N to 8 § co A IO Of 10 CO 1.7 � to Q N co O O QQ Q 01cn co O O1 pco $ S 01 co CO 0 o p G m QQ Q try Ci1 CJI r b V p 777 1 $, 6 N cn C1 00) � -CO ui 1 c 8 6 001 w+ CO A CA 1 c 0 o IW 1 c o O1 6 GN) cn CR CO -' 1 • c b c Of c 6 < C C p C WWU-06-01 56321 l WWI I-na_ni ca,2,2n 5 WWU-06-01 56329 0 C )O n n 3 3 1 i 3 33 7C 0 01 -n 0 c 0 0 0 7c 0 0 0 c CO 2 0 0 C z 33 0 77; f) 0 o c G 33 0 7AC 0 0 C c 3 C j C C ROUND ROCK CITY OF nnmins me. .......••.....� AUSTIN CITY OF ASSIGNMENT OF EASEMENT RIGHTS RECORDED IN VOL DOCUMENT NO 9734854 CONTRACT NO 1 2 & 3 ACQUISITION & ADDITIONS (INCLUDES LAND FILES) SPECIAL PROPERTY WARRANTY DEED =ROM THE CITY OF ROUND ROCK TO LCRA DONTRACT NO 5 GRAVITY FACILITIES DOCUMENT NO 9664743 ACQUISITION & >DDITIONS (INCLUDES LAND FILES) SPECIAL PROPERTY WARRANTY DEED FROM THE CITY OF ROUND ROCK TO LCRA CONTRACT NO 5 GRAVITY EASEMENTS DOCUMENT NO 9664744 ACQUISITION & ADDITIONS (INCLUDES LAND FILES) RELEASE OF EASEMENT RECORDED IN VOL DOCUMENT 2003003441 ACQUISITION & ADDITIONS (INCLUDES LAND FILES) NOTICE TO PURCHASER OF REAL PROPERTY RECORDED DOCUMENT NO 9663492 ACQUISITION & ADDITIONS (INCLUDES LAND FILES) NOTICE TO PURCHASER OF REAL PROPERTY ACQUISITION & ADDITIONS (INCLUDES LAND FILES) GENERAL PROPERTY WARRANTY DEED FROM THE CITY OF ROUND ROCK TO LCRA RECORDED IN VOL DOCUMENT NO 9654765 ACQUISITION & ADDITIONS (INCLUDES LAND FILES) GENERAL PROPERTY WARRANTY DEED RECORDED VOL DOCUMENT NO 9663491 ACQUISITION & ADDITIONS (INCLUDES LAND FILES) BRUSHY CREEK WASTEWATER SYSTEM VILLIAMSON COUNTY BRUSHY CREEK WASTEWATER SYSTEM WILLIAMSON COUNTY BRUSHY CREEK WASTEWATER SYSTEM BRUSHY CREEK WASTEWATER SYSTEM WILLIAMSON COUNTY BRUSHY CREEK WASTEWATER SYSTEM WILLIAMSON COUNTY BRUSHY CREEK WASTEWATER SYSTEM WILLIAMSON COUNTY BRUSHY CREEK WASTEWATER SYSTEM WILLIAMSON COUNTY artusrlr C:F1EEK WASTEWATER SYSTEM WILLIAMSON COUNTY BRUSHY CREEK WASTEWATER SYSTEM WILLIAMSON COUNTY a 3 i I i i CORONA LUPE CORONA NORA CORONA JOHNNY CORONA IRENE LEWIS WILLIAM E GRANTING 33% UNDIVIDED INTEREST TO 1. WASTEWATER FACILITIES DESCRIBED AS THE ONION CREEK INTERCEPTOR PHASE I NCLUDING EXISTING FACILITIES PAID WARRANTY & MAINTENANCE AGREEMENT \S GRANTED TO GRANTOR BY BILL MILBURN NCORPORATED RECORDED IN VOL 1758 PAGE BEHRENS LEON E LANGE LEROY LANGE RUTH RASMUSSEN ARLINE HOPPE EDGAR E WILLIAMSON COUNTY GRANTING 33% UNDIVIDED INTEREST IN EASEMENT PROPERTY RECORDED IN VOL 1619 PAGE 316 VOL 1619 PAGE 322 VOL 1619 PAGE 330 VOL 1457 PAGE 453 LEWIS WILLIAM E LEWIS BARBARA A ROUND ROCK CITY OF MILAM COUNTY RELEASING EASEMENT TO LCRA DATED 12/31/1987 FROM WILLIAM E LEWIS & BARBARA A LEWIS RECORDED IN VOL 1619 PAGE 510 AS CONVEYED TO THE CITY OF AUSTIN & THE CITY OF ROUND ROCK RECORDED IN DOCUM 97 BRUSHY CREEK WATER CONTROL & IMPROVEMENT DISTRICT NO 1 TRACT 1 31.437 ACRES TRACT 2 1.933 ACRES ACRE TRACT OUT OF THE JOSEPH MARSHALL SURVEY ABSTRACT NO 409 STEWART TITLE GUARANTY COMPANY LUTHERAN SOCIAL SERVICE OF TEXAS INCORPORATED 8.120 ACRES OUT OF THE P A HOLDER SURVEY ABSTRACT NO 2 8 LUTHERAN SOCIAL SERVICE OF TEXAS INCORPORATED 8.120 ACRES OUT OF THE P A HOLDER SURVEY ABSTRACT NO 297 INCLUDING EASEMENT RIGHTS OF INGRESS & EGRESS FROM LUTHERAN SOCIAL SERVICE OF TEXAS INCORPORATED TO CITY OF ROUND ROCK RECORDED IN VOL 909 PAGE 823 TRACT 1 31.437 ACRES TRACT 2 1.933 ACRES ACRE TRACT OUT OF THE JOSEPH MARSHALL SURVEY ABSTRACT NO 409 TOGETHER WITH PERMANENT EASEMENT PASSAGEWAY OR ROAD BEING 22 FEET WIDE DESCRIBED IN WARRANTY DEED RECORDED IN VOL 768 PAGE 64 BRUSHY CREEK WATER CONTROL & IMPROVEMENT DISTRICT NO 1 HOME SAVINGS & LOAN ASSOCIATION ROBINSON TERRY LAMAR ROBINSON JUNE RANDY MORINE DEVELOPMENT INCORPORATED WALSH EDWARD JOHN III WALSH CHRISTOPHER LYNN WALSH MARGARET JUANITA WALSH EDWARD JOHN deed granting easement LAND DEED LAND DEED LAND DEED LAND DEED LAND DEED LAND DEED LAND DEED LAND DEED 1996050490 co• m V W 1996064744 N O O W up CO O co CO N 1996054766 _ f0 CO co00) ( v N 1996063491 O O OV N _, .-. CO SPECIAL PROPERTY WARRANTY DEED FROM BRUSHY CREEK WASTEWATER SYSTEM THE CITY OF AUSTIN TO LCRA DOCUMENT WILLIAMSON COUNTY NO 9734852 ACQUISITION & ADDITIONS (INCLUDES LAND FILES) ..�«� WATER CONTROL & SPECIAL PROPERTY WARRANTY DEED FROM BRUSHY CREEK WASTEWATER SYSTEM IMPROVEMENT DISTRICT NO 1 BRUSHY CREEK WCID TO THE THE CITY OF WILLIAMSON COUNTY AUSTIN & THE CITY OF ROUND ROCK PREDECESSOR COMPANY RECORDS 161 6000158647 WWU-O6-01 5R29R AUSTIN CITY OF REEK WATER CONTROL & SPECIAL PROPERTY WARRANTY DEED FROM BRUSHY CREEK WASTEWATER SYSTEM IMPROVEMENT DISTRICT NO 1 BRUSHY CREEK WCID TO THE THE CITY OF WILLIAMSON COUNTY AUSTIN & THE CITY OF ROUND ROCK PREDECESSOR COMPANY RECORDS 160 6000158745 WWU-O6-02 56465 BRUSHY - - - -- -� HY WATER CONTROL & SPECIAL PROPERTY WARRANTY DEED FROM BRUSHY CREEK WASTEWATER SYSTEM IMPROVEMENT DISTRICT NO 1 BRUSHY CREEK WCID TO THE THE CITY OF WILLIAMSON COUNTY AUSTIN &THE CITY OF ROUND ROCK DOCUMENT NO 9650493 PREDECESSOR COMPANY RECORDS 159 6000158744 WWU-06-02 56465 BRUSHY C CO01 01 Cri OO cn 00 N J coN A 0)) 01 V co N A opA s S r b V rV n p A n or *co c• C 6 03 i 6 ` r r N i W < 01 C c 6 WWU-06-02 56465 I WWII -M-119 AAMC Y WATER CONTROL IMPROVEMENT DISTRICT NO 1 BRUS vnvam VVM I CI1 1rUN I KVL & IMPROVEMENT DISTRICT NO 1 BRUSH SPECIAL PROPERTY WARRANTY DEED FROM BRUSHY CREEK WCID TO THE THE CITY OF AUSTIN & THE CITY OF ROUND ROCK DOCUMENT NO 9650492 CONTRACT 6 PREDECESSOR COMPANY RECORDS SPECIAL PROPERTY WARRANTY DEED FROM BRUSHY CREEK WCID TO THE THE CITY OF AUSTIN & THE CITY OF ROUND ROCK DOCUMENT NO 9650491 PREDECESSOR COMPANY RECORDS BRUSHY CREEK WASTEWATER SYSTEM WILLIAMSON COUNTY BRUSHY CREEK WASTEWATER SYSTEM WILLIAMSON COUNTY 1 BRUSHY CREEK WASTEWATER SYSTEM FERN BLUFF MUNICIPAL UTILITY DISTRICT LAND DEED 1996050487 WILLIAMSON COUNTY BILL MILBURN INCORPORATED MILAM 3 COUNTY GRANTING THE CITY OF AUSTIN 5,381 SQUARE FEET OF LAND VOL 1772 PAGE 5 & EASEMENT RECORDED IN VOL 1772 PAGE 5 WASTEWATER UTILITY FACILITIES ONION CREEK LIFT STATION ONION RRAN CORONA LUPE CORONA NORA CORONA JOHNNY CORONA IRENE LEWIS WILLIAM E LEWIS BARBARA A BILL NATIONS TRUSTEE STARK OSCAR BRUSHY CREEK WATER CONTROL & IMPROVEMENT DISTRICT NO 1 BURGE KEN HENNA LOUIS M JR HENNA LOUIS M SR HERBER ROBERT M HERBER :ARO BEHRENS LEON E LANGE LEROY LANGE RUTH RASMUSSEN HAROLD RASMUSSEN ARLINE BEHRENS LEON E HOPPE EDGAR E MILAM COUNTY GRANTING THE CITY OF AUSTIN 67% UNDIVIDED INTEREST AND THE CITY OF ROUND ROCK 33% UNDIVIDED NTEREST EASEMENT RECORDED IN VOL 1619 PA BILL MILBURN INCORPORATED LOMAS LAND INCORPORATED MILAM COUNTY GRANTING THE CITY OF AUSTIN 67% UNDIVIDED INTEREST AND THE CITY OF ROUND ROCK 33% UNDIVIDED INTEREST EASEMENT RECORDED IN VOL 1758 PAGE 510 WASTEWATER UTILITY FACILITIES CONTRACT NO 5 GRAVI HUDSON LUCILE STEVE TOPLETZ DEVELOPMENT COMPNAY NICKS PAUL T NICKS MOZELLE TELANDER BERTIL JOHNSON JOHN N BERKMAN LAWRENCE TELANDER CLARENCE TELANDER ARNOLD MILAM COUNTY GRANTING THE CITY OF AUSTIN 70% UNDIVIDED INTEREST AND THE CITY OF ROUND ROCK BILL NATIONS TRUSTEE BRUSHY CREEK APARTMENTS LIMITED FRANKLIN SAVINGS ASSOCATION ZIMMERMAN JULIAN H KASH JOHN CLARK ROBERT E DAVIS IRIS J FIRST GIBRALTAR BANK FSB MEISKE ERWIN W MEISKE GERTRUDE S KNOX J D HIGHLAND MANAGEMENT INCORPORATED WARNE TOWN & COUNTRY ESTATES INCORPORATEDJENNINGS SAM MILAM COUNTY LAKE CREEK TO ABONDONED LAKE CREEK LIFT STATION GRANTING THE CITY OF ROUND ROCK 100% INTEREST EASEMENT RECORDED IN VOL 1318 PAGE 728 VOL 1257 PAGE 573 VOL 1318 PAGE 741 WASTEWATER UTILITY F LAND DEED LAND DEED LAND DEED LAND DEED LAND DEED LAND DEED V CZ A N co 01 A coco CO 0 O (00 co O1 ar O CO W CO CO O (CO N 199605049' 1 y o ound Rock wastewater Easement BRUSHY CREEK WASTEWATER SYSTEM WILLIAMSON COUNTY 1 y o ound Rock wastewater Easement BRUSHY CREEK WASTEWATER SYSTEM 173 WILLIAMSON COUNTY C't f R 1 y o ound Rock wastewater Easement BRUSHY CREEK WASTEWATER SYSTEM 172 WILLIAMSON COUNTY C't f R WATER CONTROL & WATER WASTEWATER EASEMENT BRUSHY CREEK WILLIAMSON COUNTY IMPROVEMENT DISTRICT WALSH ACQUISITION & ADDITIONS (INCLUDES LAND EDWARD JOHN III FILES) 171 C't f R Ice uger, May E. Weiss, and wastewater Easement Brushy Creek Regional Wastewater System Lower Thomas Anderson Brushy Creek Regional Wastewater Interceptor 170 6000097925 WWU-O6-01 36169 BRUSHY Williamson County arson omas W C1ty of Cedar Park Wastewater Easement Brushy Creek Regional Wastewater System Lower Brushy Creek Regional Wastewater Interceptor 169 AI' 1111•••• Pfl Williamson County CREEK WATER CONTROL & SPECIAL WARRANTY DEED FROM BRUSHY BRUSHY CREEK WASTEWATER SYSTEM IMPROVEMENT DISTRICT NO 1 AUSTIN CREEK WATER CONTROL & IMPROVEMENT WILLIAMSON COUNTY CITY OF DISTRICT TO CITY OF AUSTIN CONTRACTS 1 2 & 3 PREDECESSOR COMPANY RECORDS 168 8000015378 And Th 1 y o ound Rock Old Settlers Special Warranty Deed City of Round Rock to Old Brushy Creek Wastewater System Chandler Creek Association of Williamson Count Settlers Association Document No. 9614212 Phase I 167 6000158683 WWU-06-n9 cRARa BRUSHY - -' -' ^"J 11111 �i I T ijT- SPECIAL PROPERTY WARRANTY DEED BRUSHY CREEK WASTEWATER SYSTEM RECORDED IN VOL DOCUMENT NO 9734851 WILLIAMSON COUNTY ACQUISITION & ADDITIONS (INCLUDES LAND FILES) 166 2063120031 C't f R A w a) O co CD CO O 01 N O S C (11 N 01 Ol OD (p 1 r nN n a a D CO 1 c b ( 0,( c rn c c C- 7 WWU-06-01 56317 4 WW11-nn-nr caZia , a 5 77 0 n -n O 0 C C D c 7 C i C ■ 7 SPECIAL PROPERTY WARRANTY DEED FROM THE CITY OF ROUND ROCK TO LCRA DOCUMENT NO 9664741 ACQUISITION & ADDITIONS (INCLUDES LAND FILES) SI'EGIAL PROPERTY WARRANTY DEED FROM THE CITY OF ROUND ROCK TO LCRA DOCUMENT NO 9664740 CONTRACT NO 9 ACQUISITION & ADDITIONS (INCLUDES LAND FILES) BRUSHY CREEK WASTEWATER SYSTEM WILLIAMSON COUNTY BRUSHY CREEK WASTEWATER SYSTEM WILLIAMSON COUNTY onUanr l.HttK WA 1 tWA FER SYSTEM BRUSHY CREEK WATER CONTROL & LAND DEED 1996064739 WILLIAMSON COUNTY IMPROVEMENT DISTRICT NO 1 HUDSON LUCILE TOPLETZ DEVELOPMENT COMPANY NICKS PAUL T NICKS MOZELLE TELANDER BERTIL JOHNSON JOHN N BERKMAN LAWRENCE TELANDER CLARENCE TELANDER ARNOLD MILAM COUNTY GRANTING 30% UNDIVIDED INTE y rac o 0.09 acres 20 foot wide Wastewater Easement and .10 Temporary construction easement Jacob 1 Harrell Survey Abstract No 284 y s rac o 84 1.22 acres 20 foot wide Wastewater Easement Jacob M Harrell Surve Abst t N 284 0.05 acres 20 foot wide Wastewater Easement Jacob M Harrell Surve Ab t t N 2 WALSH CHRISTOPHER LYNN WALSH MARGARET JUANITA WALSH EDWARD JOHN JR MUNSON DOROTHY WALSH MUNSON CHARLES E MCNEIL CATHY MUNSON DILLARD JOHN H SURVEY ABSTRACT 179 DEED TEMPORARY CONSTRUCTION EASEMENT ASSIGNMENT VOL 1619 PAGE 296 CONTRACT 3 EFi& 0.5709 acres tract John H Dillard Survey Abstract No 179 30 foot wide wastewater easement 0.2248 acres tract John H Dillard Survey Abstract No 179 30 foot wide wastewater easement T W Anderson Tract Parcel 6 HOME SAVINGS & LOAN ASSOCIATION ROBINSON TERRY LAMAR ROBINSON JUNE RANDY MORINE DEVELOPMENT INCORPORATED WALSH EDWARD JOHN III WALSH CHRISTOPHER LYNN WALSH MARGARET JUANITA WALSH EDWARD JOHN JR ESTATE MUNSON DOROTHY WALSH MUNSON CHARLES E JR M North Chandler Branch Palm House Williamson County Tract A 9.258 acres and 1.828 acres out of the Prior A Holder Survey Abstract No. 297 AUSTIN TRACTS GRANTING 48% FEE SIMPLE TITLE TO 37.554 ACRES OF LAND RECORDED IN VOL 2657 PAGE 710 & 3.637 ACRES OF FEE SIMPLE TITLE VOL 2715 PAGE 443 CORONA LUPE CORONA NORA CORONA JOHNNY CORONA IRENE LEWIS WILLIAM E LEWIS BARBARA A BILL NATIONS TRUSTEE STARK OSCAR BRUSHY CREEK WATER CONTROL & IMPROVEMENT DISTRICT NO 1 BURGE KEN HENNA LOUIS M JR HENNA LOUIS M SR HERBER ROBERT M HERBER CARO TOWN & COUNTRY ESTATES INCORPORATED JENNINGS SAM KITTS WILLIAM R MAYFIELD VIVIAN FORSMAN BOURLAND DURWOOD FORSMAN PAUL R FORSMAN LESLIE FORSMAN WILBERT C FORSMAN ELMER R FORSMAN LAMBERT E BRUSHY CREEK WATER CONTROL & IMPROVEMENT DISTRICT NO 1 MI Easement Easement Easement EASEMENT Easement Easement LAND DEED Land Deed LAND DEED LAND DEED LAND DEED 2002019504 2002019505 1 2002019501 1 u CO 0 C0 c m 3 N N co O) 0) coco (0 1999042407 19990424091 _ co O 0 0 A 01 1996014212 1997034851 1996064741 1996064740 C0 r,ay11:U11u .,. f essmer ana Bernice L. i emporary construction easement BRUSHY CREEK WASTEWATER SYSTEM Tessmer 208 ... a -- - - - .1 00) (OI) A W N 01 0 (00 00 CO 00) 0011:ca vuuepn moore ana uenevieve Wastewater Easement BRUSHY CREEK WASTEWATER SYSTEM Jeanette Moore 195 OA CO N- 0 ((00 00 111111UdU Nava, nerunaa rerez, Menry Nava, Wastewater Easement BRUSHY CREEK WASTEWATER SYSTEM FE H. Nava 187a_---- 0) (71(0 7) co W co O 0 0 (0 0 0 tb V v 00)) (V71 00 0 O 7 01 7 0. at 0 0 De 7 s d C c c 0 7 - 'O w u11 (0i ovum ! i p 2 )d x ; 00.3 I d 7 fa `3Sp )0`�°< 17 � 0 °' m -r7 o Q• 7 3(0 D1 W 0 C a 3 03) C7 m w. ra - — n 0' 0 a v N 0, a 0 O 0 -. = N m 0 0 7• 0 0) 7 a 13 �: - m 0 3 N fA ) = '� c_ 0 , 0 S _ M A, m 7 7 a 4 pD ( c w d c 0 _ 7 w ID (ID n o 0 m o Z : n 0 o 07) d a *m 0. (DaJD0 of 7 13.,1:0 3 �0�� r 0 C ` p• co 7 =0- o 2 (D 7 W _ L goo 0) —p o- 0-1 7 a L C) (per (7D 1 L ° 9 7 G (D j - ) . °<3° m i 00 r 0 ••oo,-0 7 i 01 0 N :al )�E c� 0) w Eyr 3< 7 0. p m 0) � 7 m a3 °' 0 x N j 0 w 7 4 y in 0 n. R. O ? (7j Xaa 0 m <- "alp 0- �m0 w 0) a of 0. xd O 7 0 3 w co 7 a m a M m 7 s 30 0 w � y' m 'a i 30 _�3p O 3 w td 0 0 7 •`z • 0 0 # O m 7 m v w x m x s m 0 0 7 a 0 O a S x 00 0 2 (D (�El: r �. x m 7 73 L CO n Ali O0 m 7 a O 7 0 m `I x r c m x m m C c 7 0 UOSDJBUOIU uoIaue nue /t111Au C i i � 1 D z n 0 O m co a. 3 7 r c a a CI CI n m W 0 7 Pi: (1) m ER C (D CD (0 3 .7. W m1(Dmm 7 m ` W (D ED, C (D CD (0t. 3 .7. W 3 o www 0 w 2 C .•. O 7 (mA 3 7 3 0 0 2 C .. O 7 00 0 7. CD 3 0 0 7w. C 2 . . O 7 0O 3 .w7. w c. m z W m C 7 7 co N wpij 3 tmn m i w cD, rn m w (D N 3 .7•.co7-. w -. (mA m m ' * m m m m m 1 w C (D 7 3 7 (D (D (03 3 CD '7' 0) m * w m m m w N 3 (D 7. ��� (mA CD **ii a) gi mmmm mmmm w N 3 (D 7. (mA (D 0) mm�mmcA w (D 3 (D 7. (mA (D 0) w 0) 3 (D 7. ((0 CD w (A (D 3 (D 7. ���� CA mmmm *ii* 0000 mmmm 0000 00010 (D 3 (D CA(0 (D 3 (D W. 0 (D 3 (D 0) (D 3 CD .7. �� (O!) m ff* 0 -TR MMM 0o)m 0 (D 3 (D .7. (o CI) m (o 0 0 (A w (D (D 3 3 (D (D .7+ .7-. � (mA m * m m m m (A (D 3 (D „7,,. w 7 a� a Co m -1 > 7 co CD 0) 3 7 w 7 m z a m 1 j 7 0) CD A) 3 CD ww 7 m ' 0) m 1 S (D CD 3m 3 7 Sanitary Sewer Tunnel easement Sanitary Sewer Tunnel easement Sanitary Sewer Tunnel easement Sanitary Sewer Tunnel easement ASSIGNMENT OF EASEMENT RIGHTS DOCUMENT NO 9734852 ACQUISITION & ADDITIONS (INCLUDES LAND FILES) Conveyance of facilities to Brushy Creek Water control and Imprvement district C m ••�•,•�^a:.: 1-40G111C1It tsNuSRY GREEK WASTEWATER SYSTEM 0.01 acres 20 foot wide Wastewater Easement Easement 2002019502 WILLIAMSON COUNTY - Jarnh M Harrell Survey c Abstra t N 284 2 C W 2 0 2 m > W m > 1 m W W -1 _ ``-^ 2 C W 2 0 2 m D W m > 1 m W W m 0)0)0) 2 CCCCCCCCCCCC (/)0)0) 2 000 2 mmm >>> WWWWWWWWWWWW mmm >>> -I-1-1 mmm WWW (0(0(0 mmm 2 2 2 2 2 2 0) 2 W 2 0 2 m > m > -1 m W W m 0) 2 W 2 0 2 m > m > -1 m W W m -- 0) 0) 2 2 W W 2 2 0 0 2 2 m m > > m m > > 1 1 m m W W W W m m -- 0) 2 W 2 0 2 m > m > 1 m W W m 0)0)0)0) 2 WWWW 2 0000 2 mmmm >>>> mmmm >>>> -I-I-1-1 mmmm WWWW WWWW mmmm 2 2 2 2 2 2 2 2 2 0)0)0)0) 2 C WWWW 2222 0000 2 mmmm >>>> WWWW mmmm >>>> 1111 mmmm WWWW WWWW mmmm 2 C 2 2 C 2 2 C 2 COMM MMM CCC WWW 222 000 2 mmm >>> WWW -1-1-1 >>> --1-1-1 mmm WWW WWW mmm 2 2 0) 2 CCCC WWWW 2 0 2 rn > WWWW m > 1 m WWWW WWWW m 0) 2 2 0 2 m D --I > 1 m m 0) W 2 0 2 m > m > 1 m m 0) 2 2 0 2 m > m > -1 m m BRUSHY CREEK WASTEWATER SYSTEM BRUSHY CREEK WASTEWATER SYSTEM BRUSHY CREEK WASTEWATER SYSTEM BRUSHY CREEK WASTEWATER SYSTEM BRUSHY CREEK WASTEWATER SYSTEM BRUSHY CREEK WASTEWATER SYSTEM WILLIAMSON COUNTY BRUSHY CREEK WASTEWATER SYSTEM WILLIAMSON COUNTY 3ranted to the Brushy Creek Water control and mprovement District No.1 3ranted to the Brushy Creek Water control and mprovement District No 1 Granted to LCRA ----- Gaal 3 D00' 71 DDD 5 0 mm 5 o) o i ( 3ranted to the Brushy Creek Water control and mnrnvamPnt flictrirt kin 1 Granted to the City of round Rock Granted to the Brushy Creek Water control and Improvement District No.1 Granted to the Brushy Creek Water control and Improvement District No 1 Granted to the Brushy Creek Water control and Improvement District Mn 1 Granted to LCRA G)G)O y 1aa 3 noo A22 DDD w 7 0 m 7 0 Granted to LCRA 7 y 7= laaa 3 7000 )7222 DDDD w 0 00 w 7 0 m 7 0 Granted to LCRA 70 v m a= 1a 56 _ DO 772 1:.> Granted to LCRA 7; 5)-i 7 i :D 25 6' _i :).- 3:1� D ( i Granted to the Brushy Creek Water control and Imnrnvement rlietrirt MI, 1 Granted to the Brushy Creek Water control and Improvement District Mn 1 Granted to the Brushy Creek Water control and Improvement District Mn 1 Granted to the Brushy Creek Water control and Improvement District No 1 Granted to the Brushy Creek Water control and Improvement District Mn 1 Granted to the Brushy Creek Water control and Improvement District Nn 1 Granted to the Brushy Creek Water control and Improvement District Mn 1 Lupe Corona, Johnny Corona, Irene Corona, William Lewsi, Bill Nations, Oascar Stark, Ken Burge, Louis henna, jr, Louis henna Sr., Billie Su Henna cross, Henry richardson, Arnold Peterson, Rubie rainer, Sam Taylor, Charles Johnson, Carrol T. Hardin, Wayland Prinz, Micahael Fisher Olean koeppW B Cotton Onion Creek Lift station, force main, and Interceptor 12, 990 square foot PUE 4 Easement 4 Easement CGJCI I I CI l l Easement ny 1 3 37 3 0) Easement Easement Easement Easement Easement Cd,CIIICI IL Easement >m m 1 3 i (D :a7 m m 3 0 CdbC111 Cf i [ Easement nm i N 1 3 :7_3 w N 3 m N 3 CD CdbeffIeflt Easement > 0) ) m 13 :_ cdsenlen[ Easement 1 Easement Easement Easement Easement Easement Easement Easement LAND DEED E Conveyance Easement A- (A CO y N Vol 1619 Page 2005050822 2005045392 O O 00 01(> 0)O N03N 0303 N A Vol 1619 Page 4/t3 Vol 988 Page 550 !02 h O 0 co 498 I Vol 1619 Page i 0 0 0) CO N 2005082110 2002064416 20020910551 N NNNNW A -4 A 0 N N -)001 0 0) 000 N (71 A 2002055527 1 N CA W A 2005045393 2002145974 N 0iv CO 0A) 200002500i 2002072731 W co 439 Vol 1619 Page 431 Vol 1619 Page 459 Vol 1619 Page 455 Vol 1619 Page 483 Vol 1619 Page 447 Vol 1619 Page Vol 1619 Page 510 2000072218 Vol 1758 Page Vol 890 Page 439 . - E elnpagos - V 3!4!4X3 ---- •--•-•••••- +���� v,vwrvrri�,int,riHILNUAUWMr'ANY PIPELINE CROSSING EASEMENT BRUSHY CREEK WASTEWATER SYSTEM ACQUISITION & ADDITIONS (INCLUDES LAND CHANDLER CREEK FILES) O r) 01 N 1 A CO J. N j N -. _N O o r v ., 0 rn = D 5o a i i ca 0 C rn O w W ) ) i ) ) C O Z: 'n n -Ti n 70m D F0 O v 0 D3 C 3 a 9 = = 0 = Arnold Peterson and Wilma Peterson O a c a m C 0 cn PIPELINE CROSSING EASEMENT ACQUISITION & ADDITIONS (INCLUDES LAND FILES) Wastewater Easement Sanitary Sewer Tunnel easement Sanitary Sewer Tunnel easement BRUSHY CREEK WASTEWATER SYSTEM CHANDLER CREEK BRUSHY CREEK WASTEWATER SYSTEM BRUSHY CREEK WASTEWATER SYSTEM BRUSHY CREEK WASTEWATER SYSTEM arsusr1Y C:rittIc WAS 1 EWATER SYSTEM Granted to the Brushy Creek Water control and Easement Vol 1619 Page Improvement District No.1 469 BRUSHY CREEK WASTEWATER SYSTEM Granted to the Brushy Creek Water control and Easement Vol 1619 Page Improvement District No 1 ROUND ROCK WILLIAMSON COUNTY AUSTIN SUBDIVISION MILEPOST 157.540 LICENSE CONSTRUCTION SANITARY SEWAGE WASTEWATER PIPELINE FOLDER NO 01772 15 AUDIT 210886 ROUND ROCK WILLIAMSON COUNTY AUSTIN SUBDIVISION MILEPOST 160.02 LICENSE CONSTRUCTION SANITARY SEWAGE WASTEWATER PIPELINE FOLDER NO 1573 73 AUDIT 9nc9cn Granted to the Brushy Creek Water control and Improvement District No.1 Granted to 1 CRA Granted to the Brushy Creek Water control and Improvement District No.1 EASEMENT Easement EASEMENT Easement Easement N O O N 0 J N A N Vol 1619 Page 451 435 Vol 1619 Page 443 EXHIBIT A WASTEWATER SYSTEM ASSETS SCHEDULE 4 — REQUIRED CONSENTS 1. Issuance of bonds or debt obligations by Cities (sec. 6.2(a)). 2. Release and full discharge of LCRA from, any obligations under or related to, the TWDB Agreement (sec. 6.9(b)). 3. Release and full discharge of the LCRA from any obligations under or related to, the Subregional Contracts between LCRA and Brushy Creek MUD and Fern Bluff MUD (sec. 6.9(d)). EXHIBIT B Estimated Defeasance Amount �.W.�Z -I ODXXA-IcD, VO (n A 0 6. j o y 3 aa� ° CD (0n 0 cn A CD COO —1 -i co * * = O (D 3 0 0 m = n- CD CO CO o. v 0- W O) (i)08 r7 (D 0 3 0co. > C - • 3 c D 0 v m CD a) co '3 5 (5. N 6 7 C• N N ._ O 00 f_D = D 0 cn 4 p O '(D CD C 7 '-, (D cn O Cr v N 3 �. COO 6 d 7 CD fD -co 0''< C) °' o Cr 73 co N -., O Cn (D Q) o CD ,A+ v 7 = (0OCD 0 E fn (D • i 73 O ./1.-) < co N co 0) N co 7 CD = 03 CT A CD (0 co 00 7 V cn it 3 cn N r- N co N O• 0 0 co 7 co co m G7 0 v 3o m 3 m 7 6 3 m 0) O Ci (nCi C CD j (D cn'A cn C C 0) Fn 90'68L'9Z9'09$ A CD 01 0. S a) 0: co 7.6 co m com * cn N N CA 0 co CD A t9' lSE'869'E$ N N y0 c\aN C O M CO Cll. cn 01 cn 01 cn cn cn n O 0 0 0 0 0 0 0 0 0 0N N N N N N F O 3 u) — (0 a C) A W W N N (0 0 a N 0 co(-' Q m 5511 5. N 0 0 o h o a a) a O (D x- 3 y cco v (D (' (D (A 0 0 0 m o -4 rn CD c * 3 6N) V nI no V O O W W A- 3 v c OAAACTNVN W (D O 0 D C1 CD CA — co coVcoVO N co 7 N 7 3 In ' CO Ni N N 0)) - OOD o --i-S' .� o = C :�: 7. 0 0 w (D 0. °) O m v(D r- a) CO 0° _• + o 0 D V12 7 (0 X " W p `G N �. V% CO W 01 -co co OWO 0) + N V V O m m coA�• CD W 0) O COT) W ffl W O 1 3 V ' ' o (D . o -J cn w o �' 3 0 E. (D En 0 of o Q 3 7 -* C p n3 y0~n al O o y 7 •' cn in 0 V CO CO m (-)V((0 (0 (1) A CA (A 0p. C) 0) V N O 0 U � 7 ;1 O .VA CT V N O NON cr CD mo 0 0 (0 CD A (D O CO N O W -CO O .► AOD�Ii� CO V A Ca) V A 0 V - -•CAO EA 69 EA 69 A 69 63 03030 0 -,--. W W CD CT CT OO -co j-NIVCT V en 'en VCO00) WCVJ)NNACO ()iCCO cD COOCCOO CD CD A 00 A CO -CO N CO - -a ffl 69 Ca) W - CO V CT CO CA V V V OO CO COW C)A000N4iA O O V V NCA en O V .(. 0 O O 0CDAA CO 01ACDCOCD V NN �-9119IHX3 >mmo» 0 3QQ�°m m (D m-- - m " Cn 2 m a. - -ice E - O < < O O m m Q .�. co co Q� ID C2 (O( 08r-43 v ) 3 (7 n m� 3 a C) Sci o_'3 o c_>. ) -+, 0- U _a o f0 o 5.n) 0tn -1='o 0 m C O O m C) Cr N co 0 0-, m n 0 gCv �3 Co �== N 0 0 m51.41 (DR 037 C 3 )m m o„9, m CD v (./) cr CD i v 0 Q. CD 3- Cu cu co Cm) = 3 _a' c r -v N o- CD 0 0 O m O o y o m m = 0 3 m CD m =Cn 0 CCD O n -1. CD CD C) CD Cn -h C -i O 7- C17 CD 7 co Cv C m 0 90'68L`9Z9`09$ cin 01 01 �, co U7 UI 01 Q1 01 U1 U1 co N N N N N N N N N CD 0 0 0 0 0 0 0 0 0 0. CJ N N <7 0 0 CCD m W u, a, 5 m c a m m- o -, rn 3 ti(4c0) 69 rn o v O rn C * uu 0 ?. N N N N-,-, W 7�C CD 0 O (n 0) V V V O O W W 3 z CO c V V V CTiTO 0 ~ o O m O n Cl) CT1000000ONGJ� O y O m i) "m3 CO N N N CA -1 OD C h '1 N m 0 7 o 0 Er) -a' 3 CO v m co m y C y C , 1 1 , m co 0 m W 01 CA) + O) V 0) n O -010 01 W (A 0 CD CD Et)O CO V --S O U) O m CO 0 co co + 0 (n' y 3• m N N -� 07 C.) Co 0 3 C• C 3 G In =a: GN 69 V co O v A - to = • • co 00 OV 0 CO CD 0O O ooco O -4co69 C C�JTfACOTI CO ..0..O ,,C OD O 00 01V N O N O N 69 69 69 6F) 69 EA eti N N 0) Ca) 4 EA O O N N Co 4 4 -' -' 4 01 Cb O Oo 00 0o cn UN) c co O OO --+0)000)0,00 OO U1 W 000h):49))COco co O O CO - 0 V .p U7 O O 0) CO 03 V N N tal moo W -' : c 03 (I) o an O 0 CD CD N N CD CD 0 0 (D D3CC O C C � y O CD TO m >c CD PIL CT CD3 I CD 0 0 0 (D 30 1 CO O O Z-81I8IHX3 EXHIBIT C Estimated Charges for FY 2009-10 EXHIBIT C Brushy Creek Regional Wastewater System TEMPLATE TEMPLATE Impacts of a Partial FY 2010 Budget on the Closing Transaction LCRA Operations & Maintenance Impact to Closing Transaction October November December FY 10 Budget (Credit) / Owed FY 2010 O&M LCRA FY10 Budget $41,914 $41,914 $41,914 $502,968 (Over)/Under Recovery (FY08) ($7,270) ($7,270) ($7,270) ($87,245) ($65,434) Total LCRA O&M $34,644 $34,644 $34,644 $415,723 Notes FY 2009 O&M (Over)/Under Recovery (FY09) N/A N/A N/A N/A ($250,000) Estimated Uses of LCRA O&M Funds* Labor $7,059 $7,059 $7,059 Outside Engineering GSWW Interceptor Project $100,000 Internal Business Support $14,233 $14,233 $14,233 Corporate Overhead $11,274 $11,274 $11,274 O&M Uses $132,566 $32,566 $32,566 LCRA O&M Uses - O&M Budget $90,652 ($9,348) ($9,348) $71,955 Total LCRA O&M related Impacts (LCRA only) Brazos Operations & Maintenance Brazos FY 10 Budget $444,211 $444,211 $444,211 $5,330,529 Uses of Brazos O&M (remitted to Brazos) Payment to Brazos $444,211 $444,211 $444,211 Total Brazos O&M related Impacts $0 $0 $0 ► ($243,478) $0 Total O&M related Impacts ($243,478) Estimated Estimated Estimated Estimated LCRA Annual Project Requirement FY 2010 Budget APR Debt Service $804,895 $804,895 $804,895 $9,658,737 Coverage $80,490 $80,490 $80,490 $965,874 Management Fee $40,245 $40,245 $40,245 $482,937 $925,629 $925,629 $925,629 $11,107,548 Uses of APR Funds Debt Service Payments CP Interest (estimated) Coverage Inurring APR Uses - Budget APR $0 $3,880,809 $0 4 $75,000 $75,000 $75,000 $80,490 $80,490 $80,490 4 $155,490 $4,036,298 $155,490 ($770,139) $3,110,669 ($770,139) $1,570,390 Brushy Creek Only BC only. Need to calculate for SWI, Will County Estimated Applied to captal spending, or used to reduce CP principal Total Impact of the FY 2010 LCRA Budget on the Closing Transaction: $1,326,912 This amount is owed to LCRA per TRC meeting on 8-26-09, LCRA to defer work on Rabb House to Round Rock after Friese & Associates completes plans