2018-5404 - 4/26/2018 RESOLUTION NO. 2018-5404
WHEREAS, the Round Rock Transportation and Economic Development Corporation ("TED
Corp.") has previously entered into that one certain Master Development Agreement with the City of
Round Rock, KR Acquisitions, LLC, and KR CC, Inc. (collectively, the "Parties") on the 15th day of
December 2016 ("Master Agreement"); and
WHEREAS, the Master Agreement did not specifically address the topics of Traffic Impact
Analysis "TIA", as defined in the Master Agreement; and
WHEREAS, the TED Corp. and the Parties desire to enter into a Supplemental Development
Agreement to set forth the terms and conditions for the provision of one or more TIA's, Now
Therefore
BE IT RESOLVED BY THE BOARD OF DIRECTORS OF THE ROUND ROCK
TRANSPORTATION AND ECONOMIC DEVELOPMENT CORPORATION,
That the President is hereby authorized and directed to execute on behalf of the Round Rock
Transportation and Economic Development Corporation a Supplemental Development Agreement
with the City of Round Rock, KR Acquisitions, LLC, and KR CC, Inc., a copy of same being attached
hereto as Exhibit"A" and incorporated herein for all purposes.
The Board of Directors 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 hatter
hereof were discussed, considered and formally acted upon, all as required by the Open Meetings Act,
Chapter 551, Texas Government Code, as amended.
0112.1804;00399456
RESOLVED this 26th day of April, 2018.
By:
WILL PECKHAM, Vice President
Round Rock Transportation and Economic
Development Corporation
ATTES .
JON SLOAN, §ecretary
2
EXHIBIT
.,A„
SUPPLEMENTAL DEVELOPMENT AGREEMENT
This Supplemental Development Agreement ("Supplemental Agreement") is entered into
to be effective on the day of , 2018 by and among the City of Round Rock,Texas
(the "City"), a home rule city organized under the laws of the State of Texas, the Round Rock
Transportation and Economic Development Corporation, a "Type B corporation" created under
the authority of Chapter 501,Texas Local Government Code(the"TED Corp."), KR Acquisitions,
LLC, a Delaware limited liability company (the "Developer"), and KR CC, INC., a Delaware
corporation (the "Tenant"). The City, the TED Corp., the Developer and the Tenant are,
collectively, the "Parties" to this Supplemental Agreement. This Supplemental Agreement is
intended to supplement that one certain Master Development Agreement ("Master Agreement")
entered into by and among the Parties effective the 15f day of December 2016.
RECITALS
WHEREAS, the Parties have previously entered into the Master Agreement; and
WHEREAS, the Master Agreement did not specifically address the topics of Traffic
Impact Analysis "TIA", as defined in the Master Agreement; and
WHEREAS, the Parties desire to set forth in this Supplemental Agreement the terms and
conditions for the provision of one or more TIA's;
NOW, THEREFORE, in consideration of the mutual covenants and agreements
contained herein and for other good and valuable consideration, the receipt and sufficiency of
which are hereby acknowledged, the Parties hereby agree as follows:
ARTICLE I
DEFINITIONS
1.01 The term "Phase 1" shall mean the following, whether built initially or as part of an
expansion: 1,000 hotel rooms,250,000-square foot convention center,200,000-square foot indoor
water park, 150,000-square foot indoor theme park,restaurants, a luxury spa facility and a 30-acre
outdoor waterpark.
1.02 "Phase 2"and derivative terms shall mean improvements not included in the definition of
Phase 1. set forth in the TIA(as defined in Section 2.01).
1.03 All other capitalized terms used in this Supplemental Agreement shall have the meanings
ascribed to them in the Master Agreement, or as otherwise as provided herein.
775951cc-243a-410-aa8c-8ae44d2578d3;
ARTICLE II
TRANSPORTATION
2.01 Traffic Impact Analysis ("TIA").
(a) A TIA prepared by Halff Associates, Inc. was previously submitted to the City and
approved. The TIA provides specific details for Phase 1 and Phase 2 of the
development of the Property. Phase 2 of the development, as it is referred to in the
TIA, has estimated future trip generation as a shopping center.
(b) No TIA update will be required for any Phase 1 development. This will allow the
Phase 1 activities to move forward while Phase 2 uses can be identified at a future
date and the necessary public roadway improvements, and sources of funding for
them, can be identified appropriately.
(c) A TIA update may be required in future years as new Phase 2 development is
proposed, as described in this Section 2.01. If a Phase 2 development is proposed
that the City has experience with and can make reasonable assumptions as to the
impact, the City will negotiate the appropriate improvements with Tenant and
Developer in lieu of requiring a TIA update. If a Phase 2 proposed use is such that
the City does not have significant experience or previous data on,a TIA update may
be required as determined by the City.
In making such determination, the City shall take into consideration the following:
(i) that the current approved TIA estimated trip generations of up to
4,713 PM peak hour trips ("PMPHTs") and 1,297 AM peak hour
trips ("AMPHTs") for the Property;
(ii) that the Phase 1 trip count in the TIA is up to 1,036 PMPHTs and
484 AMPHTs; (any excess trips above these amounts shall be
compared to the total of 4,713 and not compared only to Shopping
Center trips as demonstrated in the ITE Trip Generation Manual);
and
(iii) that the TIA and the above trip generation counts are based, in part,
on the assumption that Kalahari Blvd. would be constructed from
Kenney Fort Blvd. to Africa Lane.
(d) Any TIA updates may identify additional required roadway improvements to Phase
2 roadways such as right turn deceleration lanes, dual left turn lanes, signals and
median breaks.
2.02 Public roadways. The Property is expected to have three public roadways within the
ultimate development. Each of the public roadways shall be funded in accordance with the Master
Agreement. These public roadway improvements shall be constructed in accordance with the
2
cross-sections included in Exhibit "A" attached hereto, but will be constructed in two phases as
described below:
(a) Phase 1 shall incorporate median improvements along Kenney Fort Blvd., the
construction of Kalahari Blvd. from Kenney Fort Blvd. to the extension of Harrell
Parkway on the Property ("Harrell Parkway"), in addition to the construction of
Harrell Parkway, all in accordance with the Master Development Agreement.Phase
1 of the roadway should be completed prior to the opening of Phase 1 of the
development, but if not, it will not delay the opening of the development.
(b) Phase 2 shall incorporate the remainder of Kalahari Blvd. to Africa Lane, in
addition to the full length of Africa Lane to US 79. Phase 2 roadway improvements
shall be constructed within one year of the Developer of the Developer beginning
construction on any Phase 2 improvements.
2.03 Kalahari Boulevard. Designated as a minor arterial, this roadway shall have a minimum
public right-of-way width of 115-feet in accordance with City Transportation Criteria. The right-
of-way at the intersections shall be flared to accommodate turn lanes and traffic signals, where
applicable. The roadway shall have four 12 foot-wide through lanes with a raised 20-foot wide
median, curb and gutter, and subsurface storm facilities. A minimum 10-foot shared use
path/sidewalk shall be provided on the south side of the roadway. Future pedestrian facilities shall
be constructed on adjacent parcels as they are developed. The minimum sidewalk width shall be
6-feet on opposing street side of the shared use path. Street lighting shall be incorporated within
the right-of-way. Kalahari Blvd. will connect Kenney Fort Blvd. to US 79 via intersections with
Harrell Parkway and Africa Lane.
2.04 Extension of Harrell Parkway. Designated as a minor arterial, this roadway shall have a
minimum public right-of-way of 120-feet in order to match the portion of the roadway the City is
constructing as part of the Offsite Public Improvements in accordance with the Master
Development Agreement. The right-of-way at the intersections shall be flared to accommodate
turn lanes and traffic signals. The roadway shall have six 12-foot wide lanes with a raised median,
curb and gutter, and subsurface storm facilities.The intersection of Harrell Parkway and Kalahari
Blvd. shall be a signalized intersection and be located no closer than 500 linear feet from the
southern boundary of the Union Pacific Railroad right-of-way. With no proposed pedestrian
crossing at the US 79/Harrell Parkway intersection by the City or the Texas Department of
Transportation, pedestrian facilities along Harrell Parkway within the property limits of the
development are not required, but may be built by KRCC or KR if desired, in accordance with
City design standards. Street lighting shall be incorporated within the public right-of-way.
2.05 Africa Lane. Designated as a minor arterial, this roadway shall have a minimum public
right-of-way width of 115-feet in accordance with City Transportation Criteria. The right-of-way
at the intersections shall be flared to accommodate turns lanes and traffic signals,where applicable.
The roadway shall have four 12-foot wide through lanes with a raised 20-foot wide median, curb
and gutter, and subsurface storm facilities. A minimum 10-foot shared use path/sidewalk shall be
provided on one side of the roadway from Kalahari Blvd. to US 79 if required by the City when
Africa Lane is developed. The minimum sidewalk width shall be 6-feet on opposing street side of
3
the shared use path. Street lighting shall be incorporated within the public right-of-way. Africa
Lane shall connect Kalahari Blvd. and US 79 and shall match a portion of the roadway which the
City is constructing in accordance with the Master Development Agreement.
2.06 Effect of Supplement.Except as specifically provided in this Supplemental Agreement,the
terms of the Master Agreement continue to govern the rights and obligations of the Parties, and all
terms of the Master Agreement remain in full force and effect. If there is any conflict or
inconsistency between this Supplemental Agreement and the Master Agreement, this
Supplemental Agreement will control and modify the Master Agreement.
CITY OF ROUND ROCK, TEXAS,
a home rule city and municipal corporation
By:
Craig Morgan, Mayor
Date:
APPROVED as to form:
Stephan L. Sheets, City Attorney
ROUND ROCK TRANSPORTATION AND
ECONOMIC DEVELOPMENT
CORPORATION
By:
Craig Morgan, President
Date:
APPROVED as to form:
Stephan L. Sheets, Corporation's Attorney
4
KR ACQUISITONS,LLC
a Delaware limited liability company
By:
Todd Nelson,President
Date:
KR CC,INC.
a Delaware corporation
By:
Todd Nelson,President
Date:
5
}—.
w p>-
115'ROW 115'ROW (7)z
S7.5' - 5 7Q
L11 1-
.5' 57.5' 57.5' z 0�U U
Q O
34' 34' I 34' 34' W QCL z
24' 20' 24' =U
Ick:o s I 3 24' 20' 24'
i LL
2' i IL s 2' 2' w i _i L
1a I i PGL � � Q
22' 1 PGL r` °oI Q. Y�'
22' o I In 22'
' n I 422' a i
I !vl (
I '
i
KALAHARI BOULEVARD(PUBLIC) AFRICA LANE(PUBLIC) LL.
L p
J inng
THESE CROSS SECTIONS ARE TYPICAL SECTIONS FOR THE
= M!,
PROPOSED ROADWAY AND DO NOT TAKE DECELERATION ���
LANES INTO ACCOUNT AT INTERSECTIONS.ADDITIONAL ROW m man
BE NECESSARY AT THE INTERSECTIONS TO TAKE INTO
ACCOUNT ALL TURN LANES REQUIRED PER T.I.A. _
x
W
.salggQi Z
Q z
120'ROW --J o
60' 60' �.
43' 43' W r ,
36' 14' 36' o �-- u
�j
IL 2' 2' LL
o U^ co
0 IL �J J
4 EL cc
IL
a- Q
W �
Up
HARRELL PARKWAY(PUBLIC) Z
00
65ZZ-SJ9ad 11'OOC W4 MH NOPPRIUGM0 EFI dd�bH ZOEE0 WH9941:8 LIOZOU
Sod l81'3IBV1N3d NOW�dlVH1"' u6ised
EXHIBIT
ONSITE PUBLIC IMPROVEMENT AGREEMENT
This ONSITE PUBLIC IMPROVEMENT AGREEMENT (this "Agreement") is made
and entered into as of the day of , 2018 (the "Effective Date"), by and among KR
Acquisitions, LLC, a Deleware limited liability company (hereinafter referred to as "Kalahari"),
the Round Rock Transportation and Economic Development Corporation, a Type-13 corporation
established pursuant to the authority of Chapter 501 of the Texas Local Government Code
(hereinafter referred to as "TEDCO"), and the City of Round Rock, Texas, a Texas home rule
municipality (hereinafter referred to as the "City), (and collectively, the "Parties"), upon the
terms and conditions set forth herein.
WHEREAS, the City is the owner of certain real property located in Williamson
County, Round Rock, Texas;
WHEREAS, Kalahari, an affiliate of Kalahari, the City, and TEDCO entered into a
Master Development Agreement dated December 15, 2016, whereby the Parties contemplated
the development of the Kalahari Resort and Indoor Water Park and Convention Center
("Convention Center"), and certain infrastructure related thereto (all collectively,the "Project");
WHEREAS, the City and TEDCO determined as part of the Master Development
Agreement that it is in the best interest of the public to construct certain onsite public
infrastructure, as defined and described in the Master Development Agreement, and as described
specifically herein, ("Onsite Public Improvements") in conjunction with the Project;
WHEREAS, Kalahari is willing to advance the funds for the design, testing, and
construction of the Onsite Public Improvements, subject to the reimbursement by TEDCO, and
TEDCO is willing to pay Kalahari for such design, testing, and construction of the Onsite Public
Improvements, all as described herein;
WHEREAS, in order to evidence the Parties' agreement, Kalahari, City, and TEDCO are
entering into this Agreement to articulate and memorialize certain covenants and agreements
regarding the construction that will serve and benefit the Project, including but not limited to
public access to the Convention Center,
NOW, THEREFORE, for and in consideration of the premises, and other good and
valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the
Parties agree as follows:
1. Onsite Public Improvements. The Onsite Public Improvements are more
particularly defined in §§ 2.01 and 6.02(a) of the Master Development and as generally set forth
in Exhibit "A" which is attached hereto and fully incorporated herein by reference. Kalahari
shall cause the Onsite Public Improvements to be constructed in accordance with applicable law,
including building codes, ordinanances, and regulations applicable to the work ("Applicable
Law"), and the plans and specifications ("Plans") as designed by registered engineer, Halff and
Associates, Inc. ("Engineer") as such Plans are approved by the City, the County, and/or any
other applicable authority having jurisdiction therefor. Without limiting the generality of the
foregoing, Applicable Law includes Chapter 36 of the Round Rock Code of Ordinances and the
Design and Construction Standards adopted by the City.
2. Permitting. Kalahari will obtain all necessary permits and approvals from
governmental entities having jurisdiction over the Onsite Public Improvements. TEDCO and the
City agree to use reasonable efforts to assist Kalahari in obtaining such permits and approvals.
3. Construction of Onsite Public Improvements. During construction, the City shall
have the right to review all documents, maps, plats and records, photographs, reports, and
drawings affecting the construction and to inspect the work in progress, provided that in
conducting such inspections, the City shall not interefere with the progress of the work, except as
necessary to ensure that the Applicable Law is complied with. In accordance with Applicable
Law, the City shall inspect the Onsite Public Improvments, and any deficiencies noted by City
shall be brought to the attention of Kalahari and corrected prior to final acceptance of the work
by the City.
4. Kalahari to Complete Work. Once Kalahari causes construction of the work to
commence, Kalahari shall continue to diligently prosecute the construction of and Complete (as
hereinafter defined) all of the work at Kalahari's cost in a commercially reasonable timeframe.
For purposes of this Agreement, the work shall be deemed to be "Complete" or "Completed"
when (a) Kalahari has delivered to TEDCO and City written certification from the Engineer that
the work has been constructed substantially in accordance with the Plans, (b) Kalahari has
delivered to TEDCO written evidence issued by the City and/or County that the Onsite Public
Improvments have been accepted by the appropriate agency of the City and/or County as
applicable, and (c)Kalahari has received and recorded and delivered to TEDCO a copy of a final
unconditional lien waiver executed by the contractor and subcontractors or a copy of the
contractor's payment bond and consent of surety to final payment, reflecting that all work has
been performed.
5. Contribution by TEDCO. Upon Completion of the Onsite Public Improvements
in accordance with the requirements set forth herein, TEDCO will thereafter become obligated to
pay to Kalahari the sum of Fifteen Million Dollars ($15,000,000.00) (the "Onsite Improvement
Contribution"). The Onsite Improvement Contribution will be paid by TEDCO within thirty(30)
days following such Completion.
6. Warranty. Kalahari shall provide the warranty and maintenance as required by
§36.208 of the Round Rock Code of Ordinances, as amended.
7. Notices. All notices required hereunder shall be in writing and served by a
professional delivery service, overnight courier service or certified mail, return receipt requested,
postage prepaid at the addresses set forth below (provided that any party hereto shall have the
right to change such address by written notice to the other parties) and such notice(s) shall be
deemed received when it is deposited with such service or the United States Postal Service (as
applicable):
2
Kalahari's Address: KR Acquisitions, LLC
P.O. Box 590
1305 Kalahari Drive
Wisconsin Dells, WI 53965
Attn: Ralph Gundrum
With a copy to: Sara McEown
Jackson Walker, LLP
1401 McKinney St. Suite 1900
Houston, TX 77010
TEDCO's Address: 221 E. Main Street
Round Rock, TX 78664
Attn: Laurie Hadley
With a copy to: Sheets & Crossfield
309 Main Street
Round Rock, TX 78664
Attn: Stephan L. Sheets
City's Address: 221 E. Main Street
Round Rock, TX 78664
Attn: Laurie Hadley
With a copy to: Sheets & Crossfield
309 Main Street
Round Rock, TX 78664
Attn: Stephan L. Sheets
8. Severability. If any provision of this Agreement is held to be illegal, invalid or
unenforceable under any applicable law, then such provision will be deemed to be modified to
the extent necessary to render it legal, valid and enforceable, and if no such modification will
render it legal, valid and enforceable, then this Agreement will be construed as if not containing
the provision held to be invalid, and the rights and obligations of the Parties will be construed
and enforced accordingly.
9. Binding Effect. This Agreement and the terms, covenants and conditions herein
contained shall inure to the benefit of and be binding upon the successors and assigns of any of
the Parties hereto.
10. Entire Agreement. This Agreement, together with the exhibits referenced herein,
contains the entire understanding between the Parties with respect to the subject matter of this
Agreement, and there are no other agreements, oral or written, between the Parties regarding the
subject matter of this Agreement. All of the exhibits attached to this Agreement are incorporated
herein, and made a part of, this Agreement. This Agreement can be amended or terminated only
by written agreement signed by the Parties hereto.
3
11. No Partnership or Agency. This Agreement is not intended, and nothing herein
shall be construed, to make the Parties partners, co-tenants or joint venturers with each other,
unless otherwise expressly provided for herein.
12. Attorneys' Fees. If any party defaults in the performance of its obligations
hereunder, the non-defaulting party shall be entitled to recover from the defaulting party its
reasonable attorneys' fees, expenses and costs of court in enforcing the obligations of the
defaulting party, in accordance with Section 271.153 of the Texas Local Government Code.
13. Governing Law. This Agreement shall be governed by and construed in
accordance with the laws of the State of Texas, and venue shall be in Williamson County.
14. Counterparts. This Agreement may be executed in multiple counterparts, the
legal affect of which will be the same as if all Parties hereto had signed a single instrument.
DATED AND EFFECTIVE as of the Effective Date first written above.
4
KR ACQUISITIONS,LLC
By:
Todd Nelson, President
ROUND ROCK TRANSPORTATION AND ECONOMIC
DEVELOPMENT CORPORATION
By:
Craig Morgan, President
APPROVED as to form:
Stephan L. Sheets, Corporation Attorney
CITY OF ROUND ROCK
By:
Craig Morgan, Mayor
APPROVED as to form:
Stephan L. Sheets, Corporation Attorney
[Signature Page to Onsite Public Improvement Agreement]
Signature Page to Onsite Public Improvement Agreement
EXHIBIT A
General Depiction of Onsite Improvements
[SEE ATTACHED]
Exhibit A to Onsite Public Improvement Agreement
s
• �. -ASI-=A_tl VF.-_LLY BOULEVARD!H'A'Y?.].f..3.,V.VAEi651 .� .....�...
A
III I I. _
I.—I, .ITT f. toAP'+.r•WRr�Nd:+JJ:YYpR!{�a
I
KhLAtiARIHOIILEt1ARl) �
151 LEGEN:
I -
ji
1f9oil/RGSCS { "�`� J "'� -•�` SEaatYpLCK
±eC sICIL^1t FRMI..LNA ipUST _ \-_
M.D.R]•1M piX11'AWi11.E7.Rl. �G 1.�1EKnn,va' av � ,,.,_---'"-�_. �>�'��"^o-..«.,....,,,'..»"...
.. e,u:Km pSt RRLt(,Y3
yf
¢tP.K
y� t
2 ji M)II dF
t •
r
Y
-}� xavcnrruuc �
i ••`' nt�nfr
*1f.1 k W
/f� �i�� pis Ul7NWTE:+;YJ rl�.Aft Ft(fIItll'iAJH �.�- _ v
-
17
__
1=2a sacx�
_r
�yv..�_� �taansa•r 1
/� FM1i+iAKax&r.ACCCA61ek� ���•t4R.
a '\...�.-.—_. -"�t;w.`riu s R`R`fix• N-dim wce
_ F SEK
x v1 1
Exhibit A to Onsite Public Improvement Agreement
SUPPLEMENTAL DEVELOPMENT AGREEMENT
This Supplemental Development Agreement("Supplemental Agreement") is entered into
to be effective on the&4day of�AV!9j L- 2018 by and among the City of Round Rock,Texas
(the "City"), a home rule city organized under the laws of the State of Texas, the Round Rock
Transportation and Economic Development Corporation, a "Type B corporation" created under
the authority of Chapter 501,Texas Local Government Code(the"TED Corp."), KR Acquisitions,
LLC, a Delaware limited liability company (the "Developer"), and KR CC, INC., a Delaware
corporation (the "Tenant"). The City, the TED Corp., the Developer and the Tenant are,
collectively, the "Parties" to this Supplemental Agreement. This Supplemental Agreement is
intended to supplement that one certain Master Development Agreement ("Master Agreement")
entered into by and among the Parties effective the 151h day of December 2016.
RECITALS
WHEREAS,the Parties have previously entered into the Master Agreement; and
WHEREAS, the Master Agreement did not specifically address the topics of Traffic
Impact Analysis"TIA",as defined in the Master Agreement;and
WHEREAS,the Parties desire to set forth in this Supplemental Agreement the terms and
conditions for the provision of one or more TIA's;
NOW, THEREFORE, in consideration of the mutual covenants and agreements
contained herein and for other good and valuable consideration, the receipt and sufficiency of
which are hereby acknowledged,the Parties hereby agree as follows:
ARTICLE I
DEFINITIONS
1.01 The term "Phase 1" shall mean the following, whether built initially or as part of an
expansion: 1,000 hotel rooms,250,000-square foot convention center,200,000-square foot indoor
water park, 150,000-square foot indoor theme park,restaurants,a luxury spa facility and a 30-acre
outdoor waterpark.
1.02 "Phase 2"and derivative terns shall mean improvements not included in the definition of
Phase 1. set forth in the TIA(as defined in Section 2.01).
1.03 All other capitalized terms used in this Supplemental Agreement shall have the meanings
ascribed to them in the Master Agreement,or as otherwise as provided herein.
775951x-243a4lao-aa&-Bae44d257ad3;
IK-2-0
ctyp&a ,v&. l ro. �- Stn)
ARTICLE 11
TRANSPORTATION
2.01 Traffic Impact Analysis("TIA").
(a) A TIA prepared by Halff Associates, Inc.was previously submitted to the City and
approved. The TIA provides specific details for Phase 1 and Phase 2 of the
development of the Property. Phase 2 of the development,as it is referred to in the
TIA,has estimated future trip generation as a shopping center.
(b) No TIA update will be required for any Phase 1 development. This will allow the
Phase 1 activities to move forward while Phase 2 uses can he identified at a future
date and the necessary public roadway improvements, and sources of funding for
them, can be identified appropriately.
(c) A TIA update may be required in future years as new Phase 2 development is
proposed, as described in this Section 2.01. If a Phase 2 development is proposed
that the City has experience with and can make reasonable assumptions as to the
impact, the City will negotiate the appropriate improvements with Tenant and
Developer in lieu of requiring a TIA update. If a Phase 2 proposed use is such that
the City does not have significant experience or previous data on,a TIA update may
be required as determined by the City.
In making such determination,the City shall take into consideration the following:
(i) that the current approved TIA estimated trip generations of up to
4,713 PM peak hour trips ("PMPHTs") and 1,297 AM peak hour
trips("AMPHTs") for the Property;
(ii) that the Phase I trip count in the TIA is up to 1,036 PMPHTs and
484 AMPHTs; (any excess trips above these amounts shall be
compared to the total of 4,713 and not compared only to Shopping
Center trips as demonstrated in the ITE Trip Generation Manual);
and
(iii) that the TIA and the above trip generation counts are based,in part,
on the assumption that Kalahari Blvd. would be constructed from
Kenney Fort Blvd. to Africa Lane.
(d) Any TIA updates may identify additional required roadway improvements to Phase
2 roadways such as right tum deceleration lanes, dual left turn lanes, signals and
median breaks.
2.02 Public roadways. The Property is expected to have three public roadways within the
ultimate development. Each of the public roadways shall be funded in accordance with the Master
Agreement. These public roadway improvements shall be constructed in accordance with the
2
cross-sections included in Exhibit"A" attached hereto,but will be constructed in two phases as
described below:
(a) Phase 1 shall incorporate median improvements along Kenney Fort Blvd., the
construction of Kalahari Blvd. from Kenney Fort Blvd. to the extension of Harrell
Parkway on the Property ("Harrell Parkwad'), in addition to the construction of
Harrell Parkway,all in accordance with the Master Development Agreement.Phase
I of the roadway should be completed prior to the opening of Phase 1 of the
development,but if not,it will not delay the opening of the development.
(b) Phase 2 shall incorporate the remainder of Kalahari Blvd. to Africa Lane, in
addition to the full length of Africa Lane to US 79.Phase 2 roadway improvements
shall be constructed within one year of the Developer of the Developer beginning
construction on any Phase 2 improvements.
2.03 Kalahari Boulevard. Designated as a minor arterial, this roadway shall have a minimum
public right-of-way width of 115-feet in accordance with City Transportation Criteria. The right-
of-way at the intersections shall be flared to accommodate turn lanes and traffic signals, where
applicable. The roadway shall have four 12 foot-wide through lanes with a raised 20-foot wide
median, cub and gutter, and subsurface storm facilities. A minimum 10-foot shared use
path/sidewalk shall be provided on the south side of the roadway. Future pedestrian facilities shall
be constructed on adjacent parcels as they are developed. The minimum sidewalk width shall be
6-feet on opposing street side of the shared use path. Street lighting shall be incorporated within
the right-of-way. Kalahari Blvd. will connect Kenney Fort Blvd. to US 79 via intersections with
Harrell Parkway and Africa Lane.
2.04 Extension of Harrell Parkway. Designated as a minor arterial, this roadway shall have a
minimum public right-of-way of 120-feet in order to match the portion of the roadway the City is
constructing as part of the Offsite Public Improvements in accordance with the Master
Development Agreement. The right-of-way at the intersections shall be flared to accommodate
tum lanes and traffic signals.The roadway shall have six 12-foot wide lanes with a raised median,
cub and gutter,and subsurface storm facilities.The intersection of Harrell Parkway and Kalahari
Blvd. shall be a signalized intersection and be located no closer than 500 linear feet from the
southern boundary of the Union Pacific Railroad right-of-way. With no proposed pedestrian
crossing at the US 79/Harrell Parkway intersection by the City or the Texas Department of
Transportation, pedestrian facilities along Harrell Parkway within the property limits of the
development are not required,but may be built by KRCC or KR if desired, in accordance with
City design standards. Street lighting shall be incorporated within the public right-of-way.
2.05 Africa Lane. Designated as a minor arterial, this roadway shall have a minimum public
right-of-way width of 115-feet in accordance with City Transportation Criteria. The right-of-way
at the intersections shall be flared to accommodate turns lanes and traffic signals,where applicable.
The roadway shall have fou 12-foot wide through lanes with a raised 20-foot wide median, curb
and gutter, and subsurface storm facilities.A minimum 10-foot shared use path/sidewalk shall be
provided on one side of the roadway from Kalahari Blvd. to US 79 if required by the City when
Africa lane is developed.The minimum sidewalk width shall be 6-feet on opposing street side of
3
the shared use path Street lighting shall be incorporated within the public right-of-way. Africa
Lane shall connect Kalahari Blvd. and US 79 and shall match a portion of the roadway which the
City is constructing in accordance with the Master Development Agreement.
2.06 Effect of Supplement.Except as specifically provided in this Supplemental Agreement,the
terms of the Master Agreement continue to govern the rights and obligations of the Parties,and all
terms of the Master Agreement remain in full force and effect. If there is any conflict or
inconsistency between this Supplemental Agreement and the Master Agreement, this
Supplemental Agreement will control and modify the Master Agreement.
CITY OF ROUND ROCK,TEXAS,
a home rule city
/anddmmunicipal corporation
By:
Date: 4 •(.Se' () U-141
APPWD as to fo :
Stephan . Sheets,City Attorney
ROUND ROCK TRANSPORTATION AND
ECONOMIC DEVELOPMENT
CORPORATION
By:
,{ s /�' LAI W-01M Vtlyg1,1}
Date:!T'• �wQ4S(vC.•6 t
APP O D aro fo t:
Stephar . Sheets, Corporation's Attorney
4
KR ACQUISITONS,LLC,
a Delaware limited liability company
By: -;ZtI / 6ic
Todd Nelson,President
Date: 4-.4,Iq.7
KR CC,INC.,
a Delaware corporation
By: /w�4✓!
Todd Nelson,'fPresident
Date: t.?-& .I4)
Signature Page to Supplemental Development Agreement
i
wog
w
tis,ROW IK•ROW Q
Si.S' ST.S' ST.S' 5T5' Z M II--Z
W 34' 34' N' UQ��
p za' Mza• ¢I 2a' 20' zr pl O g MCAo
�I 2• 2' I-- —I 2. 2• I a LLc
ci zz• gl g zr n cL 4 4 r 8 qu
zz• n 4 A O 22'
KALAHARI BOULEVARD(PUBLIC) AFRICA LANE(PUBLIC) LL
LL �
0
2 99�zs
THESE CROSS SECTIONS ARE TYPICALSECTIONSFOR THE mono
PROPOSED ROADWAY AND TE NOT TAKE DECELERATION o,
LANE INTO m ���
WILL BETALLT RN AT THE INTERSECTIONS TO TAKE INTO
ACCOUNT ALL TURN LANES REQUIRED PER T.I.A.
W
z
120'RON 0
W' 60•
43' W `•J
l 1
e 36' la' ]6' I1 I
4
& � 44r cf) CO
a-
U Q
HARRELL PARKWAY(PUBLIC) Z Q
0 0
' z mi a'nwuze uory annn"' xna �i �a . . a