R-12-01-26-9A1 - 1/26/2012 RESOLUTION NO. R-12-01-26-9A1
WHEREAS, Bartz Properties Limited Partnership ("Developer") plans to develop a 41 acre
tract of land located near the intersection of Sunrise Road and University Boulevard("Property"); and
WHEREAS, the City of Round Rock ("City") and Developer desire to enter into a
Development Agreement to stipulate the terms of off-site infrastructure improvements warranted by
the proposed development,Now Therefore
BE IT RESOLVED BY THE COUNCIL OF THE CITY OF ROUND ROCK,TEXAS,
That the Mayor is hereby authorized and directed to execute on behalf of the City the attached
Development Agreement, a copy of same being attached hereto as Exhibit"A" and incorporated herein
for all purposes.
The City Council hereby finds and declares that written notice of the date, hour, place and
subject of the meeting at which this Resolution was adopted was posted and that such meeting was
open to the public as required by law at all times during which this Resolution and the subject matter
hereof were discussed, considered and formally acted upon, all as required by the Open Meetings Act,
Chapter 551, Texas Government Code, as amended.
RESOLVED this 26th day of January, 2012.
/ ' l
ALAN MCGRAW, Mayor
City of Round Rock, Texas
ATTEST:
— �� , U
SARA L. WHITE, City Clerk
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EEXHIBIT
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DEVELOPMENT AGREEMENT
This DEVELOPMENT AGREEMENT "A reem
( g ent") is made by and between
BARTZ PROPERTIES LIMITED PARTNERSHIP hereinafter called the "Owner", and
the CITY OF ROUND ROCK, TEXAS, (hereinafter called "City"), both acting by and
through their duly authorized officials.
WITNESSETH:
WHEREAS, the Owner is the owner of an approximately 41 acre tract of land near the
intersection of Sunrise Road and University Boulevard at the location described in
Exhibit "A",attached hereto(the "Property"); and
WHEREAS, Owner is under contract with Duke, Inc. ("Duke") and Duke intends to
develop a Planned Unit Development on the Property, which shall include up to 720
residential units and an assisted or group living facility (the "Project"), the multifamily
units are intended to be constructed in two phases, which phases are more particularly
described on Exhibit "E" attached hereto (referred to herein as "Phase I" and "Phase
II"); it is hereby acknowledged townhouses may be constructed within the MF and
SR/TH portions of the project; and
WHEREAS, a Traffic Impact Analysis ("T1A")prepared by LJA Engineering, and dated
September 22, 2011 was conducted and recently approved by the City for the Project;
and
WHEREAS, the TIA indicates the need for the construction of certain traffic
improvements to service the Project(collectively, "Traffic Improvements"); and
WHEREAS, a portion of the downstream wastewater system servicing the Project needs
to be upsized("Wastewater Line Upsizing); and
WHEREAS, the City and the Owner agree to co-operate in the construction of the traffic
improvements and the upsizing of the wastewater line.
NOW, THEREFORE, in consideration of the mutual covenants and agreements of the
patties hereto, to be by them respectively kept and performed as hereinafter set forth,
Owner and City do hereby agree as follows:
AGREEMENT
Article 1.
Proiect Improvements
1.1 Project Schedule. Duke intends to commence construction of Phase I of the
Project in 2012.
Owner Agreement I of 13
1.2 Wastewater Line Upsizing. The Owner agrees that the Project will require
the upsizing of a portion of the downstream wastewater system at the location shown on
Exhibit"B",attached hereto. The estimated total cost of the upsizing is$158,700.00.
1.3 Traffic Improvements. The Owner agrees to comply with all requirements
listed in the TIA,which indicates the need for the construction of the following:
1.3.1 extension of Hidden Valley Drive as a neighborhood collector from
its current terminus to Hickox Drive across the Property, at the location shown in
Exhibit"C", attached hereto;
1.3.2 a traffic signal on University Boulevard at the main driveway to the
Project,as more particularly described in the TIA(the"University Signal");
1.3.3 a right turn lane on University Boulevard at the main driveway into
the Project,as more particularly described in the TIA;
1.3.4 a traffic signal at the intersection of Hidden Valley Drive and
Sunrise Road, as more particularly described in the TIA (the "Hidden Valley
Signal").
Article 2.
Owner Participation
2.1 Wastewater Line Upsizing Costs. Prior to the issuance of a site
development permit for the Phase I of the Project, the Owner shall place into escrow with
the City $158,700, which is the estimated costs associated with the Wastewater Line
Upsizing. The City shall utilize this sum to complete the Wastewater Line Upsizing, with
no further contribution from the Developer.
2.2 Trac Improvements. The Owner agrees to be responsible for the costs
related to the following Traffic Improvements:
2.2.1 The Owner agrees to dedicate by plat and separate instrument, if
required by the City, up to 60 feet of right-of-way for the extension of Hidden
Valley Drive, at the location shown on Exhibit "C".
2.2.2 The Owner agrees to construct the extension of Hidden Valley
Drive prior to the issuance of a Certificate of Occupancy for the first residential
unit within the Project. Owner's obligations under this Section 2.2.2 shall be
deemed substitute fiscal security for purpose of filing a final plat. Hidden Valley
Drive shall be barricaded and not open to the public until after a Certificate of
Occupancy is issued for the last residential unit to be constructed in that portion of
Phase I south of the extension of Hidden Valley Drive. The extension of Hidden
Valley Drive shall be designed pursuant to City standards for a neighborhood
collector roadway and approved by the City prior to construction, which approval
Owner Agreement 2 of 13
shall not be unreasonably withheld, conditioned or delayed. Irrespective of the
above,two (2)years after the construction of the Hidden Valley Drive extension is
accepted by the City, the City may remove all barricades and open said extension
to the public.
2.2.3 The Owner agrees to construct a right-turn lane on University
Boulevard at the main driveway connecting to University Drive as shown in the
TIA(as depicted on Exhibit "D" attached hereto)prior to,or simultaneously with,
the construction of the main driveway.
2.2.4 The Developer shall be responsible for the maintenance and repair
of all Traffic Improvements for one year after acceptance of said Improvements by
the City. Prior to issuance of the letter of acceptance by the Planning and
Development Services Director pursuant to Section 36-207 of the Round Rock
Code of Ordinances, the Developer shall provide a one-year maintenance
guarantee in favor of the City by means of a warranty bond,subject to the approval
of the City,in the form specified in the City's Development Packet.
Article 3.
City Participation
3.1 Traffic Improvements. The parties agree that, based upon the TIA and the
Developer's engineers estimates, the City's estimated share of the costs for construction of
the extension of Hidden Valley Drive is$249,400.00,or 52%of the total estimated cost of
said extension. As consideration for the Owner constructing the extension of Hidden
Valley Drive without contribution of the City, the City agrees to be responsible for the
costs related to the following Traffic Improvements:
3.1.1 The City shall construct or cause to be constructed the Hidden
Valley Signal when warranted pursuant to the Texas Manual of Uniform Traffic
Control Devices. If, however, the warrants are not met within two (2) years after
the issuance of a Certificate of Occupancy for the last residential unit within Phase
I of the Project, the City shall pay the Owner the sum of $28,872.00 and the
Developer will have no further obligation regarding the installation of this traffic
signal.
3.1.2 The City shall construct or cause to be constructed the University
Signal when warranted pursuant to the Texas Manual of Uniform Traffic Control
Devices. If, however, the warrants are not met within two (2) years after the
issuance of a Certificate of Occupancy for the last residential unit within Phase II
of the Project, the City shall pay the Owner the S11111 of $200,200.00 and the
construction of the traffic signal will become the responsibility of the Developer if
and when the warrants are met.
3.1.3 After deducting the costs incurred by the City to construct the
traffic signals noted above, the City will owe the Owner $20,328, which shall be
Owner Agreement 3 of 13
paid within thirty (30) days after the extension of Hidden Valley Drive is open to
the public.
3.1.4 Upon completion of the extension of Hidden Valley Drive and
removal of all barricades, the City shall accept the road and be responsible for all
maintenance.
Article 4.
Miscellaneous
4.1 Mutual Assistance. The City and the Owner will do all things reasonably
necessary or appropriate to carry out the terms and provisions of this Agreement, and to
aid and assist each other in carrying out such terms and provisions of this Agreement.
4.2 Representations and Warranties. The City represents and warrants to the
Owner that this Agreement is within its authority, and that it is duly authorized and
empowered to enter into this Agreement,unless otherwise ordered by a court of competent
jurisdiction. Owner represents and warrants to the City that it has the requisite authority to
enter into this Agreement.
4.3 Default. If either the City 0 P the Owner should default in the performance
of any obligations of this Agreement, the other party shall provide such defaulting party
written notice of the default, and a period of thirty (30) days to cure such default,
provided,however,if the nature of the default does not involve the payment of money and
is such that it cannot be reasonably cured within thirty(30) days,then the defaulting party
shall have such time as is reasonably necessary to cure the default so long as the cure is
commenced in thirty(30)days and diligently pursued to completion,prior to instituting an
action for breach 01'pursuing any other remedy for default. If the defaulting patty remains
in default after notice and opportunity to cure,the non-defaulting party shall have the right
to pursue any remedy at law or in equity for the defaulting party's breach.
4.4 Attorney's Fees. In the event any legal action or proceeding is commenced
between the City and the Owner to enforce provisions of this Agreement and recover
damages for breach,the prevailing party in such legal action shall be entitled to recover its
reasonable attorney's fees and expenses incurred by reason of such action, to the extent
allowed by law.
4.5 Entire Agreement. This Agreement contains the entire agreement between
the patties. This Agreement may only be amended, altered or revoked by written
instrument signed by the City and the Owner.
4.6 Binding Effect. This Agreement shall be binding on and inure to the benefit
of the parties,their respective successors and assigns.
Owner Agreement 4 of 13
4.7 Assignment.The obligations of Owner hereunder shall run with the land.
Specifically upon Duke's acquisition of the Property, Duke shall assume all of the
obligations of"Owner"hereunder.After which Duke or any subsequent Owner may assign
all or part of its rights and obligations to a third party without the written consent of the
City; so long as the assignee has the financial ability and development experience to
perform the obligations of Owner hereunder.
4.8 Amendment. This Agreement may be amended by the mutual written
agreement of the parties.
4.9 Termination. The City may terminate this Agreement if the extension to
Hidden Valley Drive is not open to the public within five (5) years after the Effective
Date.
4.10 Notice. Any notice and or statement required and permitted to be delivered
shall be deemed delivered by actual delivery, facsimile with receipt of confirmation, or by
depositing the same in the United States mail, certified with return receipt requested,
postage prepaid,addressed to the appropriate party at the following addresses:
Owner: Bartz Properties Limited Partnership
Attn: Susan McLaughlin
601 University Blvd.
Round Rock,TX 78665
Ph: (254)770-7051
Fx:
Bartz Properties Limited Partnership
Attn: Mike Bartz
200 Oak Meadows
San Marcos,TX 78660
Ph: (512)738-2676
Fx:
City: Alan McGraw,Mayor City of Round Rock
221 East Main St.
Round Rock,TX 78664
Ph: (512)218-5400
Fx: (512)218-7097
with a copy to: City Attorney
309 East Main St.
Round Rock,TX 78664
Ph: (512)255-8877
Fx: (512)255-8986
Owner Agreement 5 of 13
Either party may designate a different address at any time upon written notice to the other
ply.
4.11 Inte_pr retation. Each of the parties has been represented by counsel of their
choosing in the negotiation and preparation of this Agreement. Regardless of which party
prepared the initial draft of this Agreement, this Agreement shall, in the event of any
dispute, however its meaning or application, be interpreted fairly and reasonably and
neither more strongly for or against any party.
4.12 Applicable Law. This Agreement is made, and shall be construed and
interpreted,under the laws of the State of Texas and venue shall lie in Williamson County,
Texas.
4.13 Severability. In the event any provisions of this Agreement are illegal,
invalid or unenforceable under present or future laws, and in that event, it is the intention
of the parties that the remainder of this Agreement shall not be affected. It is also the
intention of the parties of this Agreement that in lieu of each clause and provision that is
found to be illegal, invalid or unenforceable, a provision be added to this Agreement
which is legal,valid or enforceable and is as similar' in terms as possible to the provision
found to be illegal, invalid or unenforceable.
4.14 Paragraph Headings. The paragraph headings contained in this Agreement
are for convenience only and will in no way enlarge or limit the scope or meaning of the
various and several paragraphs.
4.15 No Third Party Beneficiaries. This Agreement is not intended to confer any
rights,privileges,or causes of action upon any third party.
4.16 Exhibits. The following Exhibits are attached and incorporated by reference
for all purposes:
Exhibit"A" Property Description
Exhibit"B" Wastewater Improvements
Exhibit"c" Hidden Valley Drive
Exhibit "D" Right Turn Lane
Exhibit"E" Phasing Map
4.17 No Joint Venture. It is acknowledged and agreed by the parties that the
terms hereof are not intended to and shall not be deemed to create any partnership or joint
venture among the parties. The City, its past, present and future officers, elected officials,
employees and agents of the City, do not assume any responsibilities or liabilities to any
third party in connection with the development of the Project or the design, construction or
operation of any portion of the Project.
4.18 Effective Date. This Agreement becomes effective when signed by the last
party whose signature makes this Agreement fully executed.
Owner Agreement 6 of 13
IN WITNESS WHEREOF, OWNER AND THE CITY have executed duplicate
counterparts to effectuate this Agreement to be effective as of the last date of due
execution.
[Signatures on the following page]
Owner Agreement 7 of 13
Owner Agreement 8 of 13
BARTZ PROPERTIES LIMITED
PARTNERSRIP,a Texas limited partnership
By: BARTZ PROPERTIES '
MANAGEMENT,LLC,a Texas 1 3
limited liability company,its general I
partner
By:
M chael Lynn Bartz,Manager-
Susan Mclaiighlin Bartz _
THE CITY OF ROUND ROCK,TEXAS i
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By:.
Alan McGraw,Mayor
Date:
Owner Agreement 8 of 13
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di 39 AUSTIN SURVEYORS
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Accompaniment for plat 1752.1
FIELD NOTES ICOR 41.234 ACRE,S
All that certain tract or parcel of land situated in the N.B.Anderson Survey,A-29, in Williamson County,
Texas and being a part of a 101.37 acre tract and a 19.44 acre tract of land described in Document
#2006016210 of the Official Records of Williamson County,'texas,and being more particularly described
by metes and bounds as follows:
BBOINNING at a capped iron pin found in the intersection of the Southeast righ"f way
lime of University Boulevard(County Road4114)and t]►e Bast line of the above mentioned
101.37 acre tract,In the Northwest corner of a tract of land called 21.81 acres conveyed to
CRAP,L.P.in Doc►unontNo.2008011241 of the abova mentioned Official Records for the
Northeast comer of this tract,.
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THENCE S 03°43`27"E with the east line of the said 101.37 acre tract 738.67,feet to an =,
Iron pin found for an angle point of this tract. i
THENCE S 03°4923"B with the Bast line of the said 101.37 acre tract 460.97 feet to an ,
iron pin fo►►nd in the Southwest corner of the above mentioned 71.81 acre tract and the
Northwest comer of Laurel Ridge Seotion'Avo recorded as Document No.9747663 In the
said Official Records for an angle point of this tract.
THENCE S 04°10'40"B with the Bast line of the said 101.37 acre tract 516.75 fact to an
iron pin found in the Southwest comer of the above mentioned Laurel Ridge Section Two i
and the Northwest comer of Laurel Ridge Section One as recorded in Document No,
990727.4 of the said Official Records for a►1 angio point of-this tract.
THENCE S 04008'56"B with the East line of the said 101.37 acre tract 283.49 feet to an
iron pin found for an angle point of this tract.
THENCE,S 04°08'03"B with tl►a Bast line of the said 101.37 acre tract at approximately
188.5 feet pass the Southeast corner of the said 101.37 acre tract and the Nortl►corner of I
the 19.44 acre tract and continue for a total of 367,90 feet to an iron pin found in the most
Northeast comer of Lot 1 In Block A of Chandler Sunrise Subdivision as recorded in
Cabinet DD,Slide 118 of the Plat Records of Williamson County,Texas for the Southeast
corner of this tract.
THENCE S 77°57'06"W 848.53 feet to au ironpin found in an interior corner of the above
mentioned Lot 1 Block A for the Southwest comer ofthis tract.
THENCE N 1713928"W at 419,83 feet pass aur iron pin found in the East corner of Lot 1
in Block B of Oakmont Crossing Section One as recorded in Cabinet H,Slide 312 of the
plat Records of Williamson County,Toxas and continue for a total of 704,25 feet to an iron
phi found in an angle point of the above mentioned Lot 12 Block B for an angle point oftilis
tract,
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41.234 ACRES EN/01118- IT K PAGF,2 0F2 !
THENCE N 09014'12"W 1166,18 feet to an iron pin set in the intersection of the Bast line
of the said Lot 1 Block B and the curving Southeast right-of-way line of University
Boulevard (County Road 11114) for the Northwest comer of this•tract,
THENCE with the Southeast line of University Boulevard witluthe arc of a curve to the left
147.63 feet,said curve having a radius of 2112.42 feet,a central angle of 04°00'15",and a
sub-chord which boars N 68°28'52"E 147,60 to an iron pin set on the west line of a 7.4
acre tract of land described in Document No.2008069340 of the said Official Records for a
reentrant comer ofthis tract.
THENCE S 19°10'13"E 208.06 feet to an iron pin found In the South corner of the above
mentioned 7.4 acre tract for an angle point ofthis tract.
THENCE N 72020'16"E 891.88 feet to an iron pin found in the Southeast corner of the
said 7.4 acre tract for an angle point of this tract,
THENCE N 03°3351"W 558.40 feet to an iron pin set in the intersection of the curving
Southeast dot-of-way line of University Boulevard (County Road A 14)and 1110 Bast line
of the said 7,4 acre tract for an angle point of this tract,
THENCE with the Southeast line of University Eoulevatd with the are of a curve to the
right 56.20 feet,said curve having a radius of 1955.0(1 feet,a central angle of 01138'50",
and a sub-chord which boars N 55°49'22"B 56.20 feet td the POINT OF BEGINNING
containing 41.234 acres of land,more or loss.
1,Claude F.Hinkle,Jr.,a Registered Professional Land Surveyor,do hereby certify that these field notes
were prepared from an on the-ground survey made under my supervision during Tune of 2011 and are
correct to the hest of my knowledge and belief These field notes ware prepared for a transfer of title to
Duke,Inc. Any use of this description by any person for any other purpose is expressly prohibited,
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