R-2018-5421 - 5/10/2018 RESOLUTION NO. R-2018-5421
WHEREAS, Employee-Owned Companies, Inc. ("Owner") owns two tracts of land, each
approximately 3.8 acres ("Properties"), located within the City of Round Rock's ("City") exterritorial
jurisdiction; and
WHEREAS, Owner has developed one tract of land with a facility selling construction
equipment and supplies, while the other tract is proposed for development with a similar use; and
WHEREAS, Owner consents to and shall request annexation of the Properties into the
corporate boundaries of the City; and
WHEREAS, the City and Owner desire to enter into a Development Agreement to provide for
the development and annexation of the Properties,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 a Development Agreement with
Employee-Owned Companies, Inc., a copy of which is attached hereto as Exhibit"A".
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 10th day of May, 2018.
CRAIG ORGA/,k, Texas
Mayor
City of ound R
ATTEST:
au, L - 6w�z
SARA L. WHITE, City Clerk
0112.1804;00400169
EXHIBIT
„A„
STATE OF TEXAS § DEVELOPMENT
§ AGREEMENT
COUNTY OF WILLIAMSON §
This is a DEVELOPMENT AGREEMENT (the "Agreement") by and between THE CITY
OF ROUND ROCK, TEXAS, a Texas home-rule municipal corporation ("City") and
EMPLOYEE-OWNED COMPANIES, INC., a Texas corporation ("Owner", whether one
or more) (collectively, the "Parties").
WHEREAS, Owner owns two separate but abutting tracts of land located within the
City's exterritorial jurisdiction ("ETJ") which consists of (i) a 3.82 acre tract ("Bobcat
Tract") and (ii) a 3.89 acre tract ("Vermeer Tract"), each more particularly described in
Exhibit"A" and"B"respectively, attached hereto (the "Properties");
WHEREAS, the Owner has completed the construction of a building and related
improvements on the Vermeer Tract (the "Vermeer Facility") and desires to construct a
construction equipment sales, service and rental facility (the "Bobcat Facility") on the
Bobcat Tract as generally shown on the Concept Plan attached hereto as Exhibit "C",
which shows the general configuration of the Bobcat Facility (subjected to change as
provided herein);
WHEREAS, the City holds a Certificate of Convenience and Necessity for water service
and a Certificate of Convenience and Necessity for sewer service issued by the Texas
Commission on Environmental Quality (the "TCEQ") or a predecessor agency,
recognizing the City's right to provide retail water and sewer service to the Properties
and the City shall be the exclusive retail provider of water and wastewater service to the
Properties;
WHEREAS, the Owner consents to and shall request annexation of the Properties into
the corporate boundaries of the City, subject to the conditions stated herein;
WHEREAS, the Parties desire to establish certain restrictions and commitments to be
imposed and made in connection with the development of the Properties; to provide
increased certainty to the City and Owner concerning development rights, entitlements,
arrangements, and commitments, including the obligations and duties of the Owner and
the City, for a period of years; and to identify planned land uses and permitted intensity
of development of the Properties before and after annexation as provided in this
Agreement, which is promulgated under the City Charter of the City ("City Charter"),
and state law, including, but not limited to, Section 212.172, Texas Local Government
Code; and,
WHEREAS, the Owner and the City acknowledge that this Agreement is binding upon
the City and the Owner and their respective successors and assigns, and is to be
recorded in the Official Records of Williamson County, Texas.
NOW THEREFORE, for and in consideration of the promises and the mutual
agreements set forth herein, the City and Owner hereby agree as follows:
A. PURPOSE
The purpose of this Agreement is to provide for the development and annexation of the
Properties, subject to conditions as stated herein.
B. DEVELOPMENT
1. The Parties agree that in consideration of the mutual promises stated herein,
that the Properties will be developed in accordance with the following conditions. The
City agrees that the Properties will not be annexed by the City until the Bobcat Facility is
completed:
(a) Construction of the Bobcat Facility will be completed and the front fagade
of building structure on the Bobcat Tract shall be constructed with one hundred percent
(100%) masonry, as defined in Section 46-5 of the City's Code of Ordinances (the
"Code");
(b) Landscaping shall be installed in the front yard (along the Interstate 45
frontage) of the Bobcat Tract pursuant to City's landscaping requirements as provided in
the Code;
(c) New equipment for sale may be displayed outside in front of the building
on the Bobcat Tract along the Interstate 45 frontage, as indicated on the Concept Plan, in
a neat and orderly fashion;
(d) The Bobcat Facility shall be developed in a configuration that screens the
service bays near the rear of the Bobcat Facility from public view. The configuration of
the structures, as shown in the Concept Plan, is such that the main building obscures the
west side view of the service bays and the retaining wall along the east property line of
the Bobcat Tract obscures the east side view of the service bays. A retaining wall with
landscaping shall also be constructed along the Roundville Lane frontage of the Bobcat
Tract. In the event that the improvements shown on the Concept Plan do not adequately
screen the service bays from public view, wing walls shall be constructed as necessary
on either side of the front fagade to obscure view of the service bays; and
(e) The Owner agrees to obtain written approval from the City prior to the
installation of any public infrastructure servicing the Bobcat Tract. The submittal of
plans for such public infrastructure in connection with the Bobcat Tract, if any, will be in
the form of subdivision improvement plans.
2. The City agrees, prior to annexation, to provide and continue to provide water
and wastewater services to the Properties, and the Owner agrees to pay for all services,
at the "in-city" rates authorized by the Code, as amended from time to time, and
established pursuant to Chapter 395, Texas Local Government Code. The City will
provide water and wastewater service to the Properties on the same terms and
conditions as such services are provided to similarly situated properties within the City.
Water and wastewater impact fees for the Bobcat Tract will be due at time of connection.
The City will extend and stub out wastewater service to the Bobcat Tract and the
Vermeer Tract pursuant to the City's improvements to Roundville Lane, currently under
construction. After the City's completion of such improvements, there will be no
additional improvements required for the Properties to connect to such wastewater
service, other than the internal improvements on the Properties that are required for the
actual connection to wastewater. The City and Owner agree and acknowledge that
water service is available with service lines abutting the perimeter of both Properties
and that there will be no additional improvements required for the Properties to connect
to such water service, other than the internal improvements on the Properties that are
required for the actual connection to water. Impact fees for water and wastewater will
be paid at the time that such service is provided by the City.
3. The Owner shall plan, plat, build-out and complete development of the Bobcat
Facility in compliance with the Applicable Regulations and this Agreement. "Applicable
Regulations" means and includes the federal, state, and local laws, rules and
regulations, including, but not limited to, environmental regulations, as they exist from
time to time, that are applicable to the development of the Bobcat Tract, and the City
Rules, as modified by this Agreement, subject to the provisions of Section B.4., below.
The "City Rules" are the City's ordinances and duly adopted regulations in effect and
applicable to the Properties on the Effective Date, portions of which may be amended
from time to time as authorized by Chapter 245, Texas Local Government Code. It is
acknowledged that the City Rules that shall be applicable to the construction of the
Bobcat Facility as they exist on the Effective Date are those which pertain to projects in
the City's ETJ, except as expanded under Section B.1(a), (b), (c), and (d) of this
Agreement and that a site development permit and building permit shall not be
required for the development of the Bobcat Facility.
4. This Agreement, constitutes a "Permit", under Chapter 245, Texas Local
Government Code, pertaining to the subdivision and development of the Bobcat Tract,
and initiates the subdivision and development permit process for the Bobcat Tract.
However, the previously developed Vermeer Tract completed in compliance with all
applicable approvals is considered a separate "Project" under Chapter 245, Texas Local
Government Code and is not deemed abandoned and void. The Vermeer Tract has
rights under Chapter 245, Texas Local Government Code, as established by the first
permit in the development of the Vermeer Tract. Subject to the terms and conditions of
this Agreement, the City confirms, acknowledges and agrees that Owner has vested
authority to develop the Properties in accordance with the City Rules, as modified by
this Agreement,notwithstanding subsequently adopted ordinances, rules or regulations,
or changes or modifications to the City's ordinances, rules and regulations which will
only be applicable to the extent allowed by Chapter 245, Texas Local Government Code
(the "Vested Rights"). If there is any conflict between the Applicable Regulations and
the terms of this Agreement, the terms of this Agreement will control.
5. The Concept Plan provides a conceptual depiction of the layout of the
improvements on the Properties. The layout as shown on the Concept Plan is for
informational purposes only and is subject to change.
C. ANNEXATION
1. Owner consents to annexation of the Properties after construction of the Bobcat
Facility is completed in accordance with the conditions listed in Section B.1 at a time
determined by the City in accordance with the City's established long-range planning.
The Owner shall submit a petition for voluntary annexation no later than sixty (60) days
from the City's notification to the Owner of a desire to annex, such notification not to
occur prior to the completion of the Bobcat Facility. The Properties will be annexed into
the corporate limits of the City in accordance with the provisions of this Agreement,
subject to the discretion of the City Council and in compliance with the applicable notice
and hearing requirements. Owner requests annexation and zoning of the Properties
within one-hundred twenty (120) days after submission of the voluntary annexation
petition.
2. The Parties agree that upon annexation of the Properties by the City, the City
shall, within thirty (30) days of the effective date of the annexation, initiate an initial
zoning of the Properties as a Planned Unit Development ("PUD"). No fees shall be
owing regarding said zoning. The base zoning classification of the PUD shall be
Industrial ("I") and shall specifically provide any and all waivers and variances from
Code necessary to allow any use,building or structure or site improvements existing on
the Properties at the time of annexation to continue after annexation and be considered
legal conforming uses of the Properties under the PUD. Under the PUD both Properties
shall have the right to display new equipment for sale in front of the building of such
tracts along the Interstate 45 frontage. The City agrees and acknowledges that the
development of the Properties in accordance with the terms and conditions of this
Agreement is beneficial to the City and that the PUD zoning for the Properties will
satisfy any superiority requirements for PUD zoning since the Owner has agreed to
develop the Properties in accordance with the standards in Section B.1(a), (b), (c), and (d)
of this Agreement, which would not otherwise apply to development in the ETJ.
3. The Owner acknowledges that if Owner or any successor or assign violates any
condition of this Agreement, then in addition to the City's other remedies, such act will
constitute a petition for voluntary annexation by the Owner, and the Properties will be
subject to annexation at the direction of the City Council. The Owner and any successors
or assigns agree that such annexation shall be voluntary and the Owner hereby consents
to such annexation as though a petition for such annexation had been tendered by the
Owner,her successors or assigns.
D. MISCELLANEOUS PROVISIONS
1. Actions Performable. The City and the Owner agree that all actions to be
performed under this Agreement are performable in Williamson County,Texas.
2. Governing Law. The City and Owner agree that this Agreement has been
made under the laws of the State of Texas in effect on this date, and that any
interpretation of this Agreement at a future date shall be made under the laws of the
State of Texas.
3. Severability. If a provision hereof shall be finally declared void or illegal by
any court or administrative agency having jurisdiction, the entire Agreement shall not
be void; but the remaining provisions shall continue in effect as nearly as possible in
accordance with the original intent of the parties.
4. Complete Agreement. This Agreement represents a complete agreement of the
parties and supersedes all prior written and oral matters related to this agreement. Any
amendment to this Agreement must be in writing and signed by all parties. This
Agreement runs with the land and shall bind the Properties for a term of fifteen (15)
years,unless amended by the parties.
5. Exhibits. All exhibits attached to this Agreement are incorporated by reference
and expressly made part of this Agreement as if copied verbatim.
6. Notice. All notices, requests or other communications required or permitted by
this Agreement shall be in writing and shall be sent by (i) telecopy, with the original
delivered by hand or overnight carrier, (ii)by overnight courier or hand delivery, or (iii)
certified mail, postage prepaid, return receipt requested, and addressed to the parties at
the following addresses:
City of Round Rock Owner
City Manager Employee Owned Companies,Inc.
221 East Main Street Attn: Darren Tallman
Round Rock, Texas 78664 3025 State Highway 161
Williamson County Irving,Texas 75062
Phone: (512)218-5401 Phone: (972)255-3500
7. Force Majeure. Owner and the City agree that the obligations of each party
shall be subject to force majeure events such as natural calamity, fire or strike or
inclement weather.
8. Conveyance of Properties. Developer's rights and obligations under this
Agreement may be assigned by Developer to one (1) or more purchasers of all or part of
the Properties. Any person who sells or conveys any portion of the Properties shall,
prior to such sale or conveyance, give written notice of this Agreement to the
prospective purchaser or grantee, and shall give written notice of the sale or conveyance
to the City.
9. Continuity. This Agreement shall run with the Properties and be binding on all
successors and grantees of Owner.
10. Signature Warranty Clause. The signatories to this Agreement represent and
warrant that they have the authority to execute this Agreement on behalf of the City and
Owner, respectively.
(signatures on following pages)
SIGNED as of this day of ,2018("Effective Date").
CITY OF ROUND ROCK,TEXAS
CRAIG MORGAN,Mayor
City of Round Rock,Texas
ATTEST:
SARA L.WHITE, City Clerk
THE STATE OF TEXAS }
COUNTY OF WILLIAMSON }
This instrument was acknowledged before me on the day of
by Craig Morgan, as Mayor and on behalf of the City of Round Rock,Texas.
Notary Public,State of Texas
Printed Name:
My Commission Expires:
OWNER
By:/
zt : c r
THE STATE OF TEXAS }
COUNTY OF jr(2 }
This instrument was acknowledged before me on the-2-7 day of 14PIi2018,
. Notary u tic,State of Trw
s f {
J'JENNIFER MILES KELLEY Printed Name:J&W les1c:fellexii
Notary' IQ#125249792. --
a'My Commission Expires: 7' %ti
� '
My Commission/Expires
�'Oi TEx August 27,2018
After recording, return this document to:
Sheets& Crossfield, P.C.
309 East Main
Round Rock, Texas 78664
EXHIBIT A
Bobcat Tract
Exhibit"A"
FIELD NOTES FOR 3.,82 ACHES'OF LAND'OUT dF THE kit WCA�1 HUNT SURA&Y",.ABSTRACT 314,:''ZFV.
Y►�ILLL4T,dS0lV CQl1i1►'i', TEXAS," BEING A"5.60:.ACRE 7R,4CT CONVEYED To. Ck PARTNERSHIP: 8..Y
QEEb i ECOf1OED:I11 BO(1K 2335, PAGE.260, Wi L(INZON.,COUNTY t7FFTCIAL PUBLIC REOORDS,
SAVE AND EXCEPT �4 1:.181 ACNE TRACT, (OARCEL 'M j:.G0N1(EYED TO STATE.OF TEXAS f3Y GEED
RECt}�lai:Q IN:DOCUkiENT NO. 2003fl31S9fi, SAID 3.82 AGAES;Bf ING DESCR3R.ED SY'MEY S;AN-6
lid .AS FOLLOWS:
BEGINtaINSi :at a-1./2" stee .:pin found at.the southwest corner•:of said S.:pq acres";:.
also the, southeast corne.r..of 2 5 011;acre tract `eonveyeii to:Vermeer 1Naipment of
Texas ipa. -by;deed recorde'd..in:DOcurAerit No`. 2Qtfl066248, WilU.amson County.t?f iciai
Pu lie' Regards. (WOPR1,. being- also th$'. zh' th1p north right-of-way• (RO*) Tine -of
Raund41le Lame; for'[ho southwest corner bereof�
THENCE N18''`a` ?1 4 551._36 feet vfth #tie murtuai,°'Ixm at said 5.60 acres,"and :Q11
acres . :generally"fp layfing,'a fsnae..tp-a � steel, pits •found":with a' broken cep.,at
the southwest garner oi' sa5d 1.,181 ac.'res, for tho nnrthlq�sk;Garner he
j THEME vdth the south Fine. of sa�.d•1.-181 acres these 2.:coursesz
1)" N71746.101"E'242.91-feet'with #9 south 1?j3e cif said i:18,1 Acres to a:;'TXDUT:brass:
disc fauRd in cott+:rete
for angi"e;
N7O'43!J&E 78.01' feet to a -i" stee3'plhn'Yaith caii. found at tho southaist corhe'r
of sa°i1;:1 iBC-acres;;also :the :northwest corner of a +.911 acre tact aonti�:eyed to
Daugherty `Family Registered Limited C3abal ty Partrership #,1., .for the •nor•theest•'
corilar hereof;
THQ+}CE StB°02!2T"E 42 ..61 meet wi#`11•'tithe east:line: of sold •5:00` acres: "generally
-fa'llowiog a'-ft-ndi y .to a-le steel'pili:found'.at'the'southwest cornett of s-'-1;"00 gore'
tract conveyed to_Texas and Faar iw171'xkett-by deed re_cdrded iri Book 15911,:,"Page.309.,'.
VPPPR,. said: pin also being'..ih ihe. north BOW Eine of Roundviiii -Lane,"for" th8:
southeast uorne'r herao:f.i
THENCE dffi .the .no"rtfi A.OW' line.of Ruundv'Me. Lane grid sb th •line• ai: said' 5.':00.:
aeras, generally follawan® a fence, these 2 cdurses
i) S27°2Q.,3{1:,N!1Ei8 pi feet'i61-.A.'.-1"'ste,el,pid j6und 'fbr angie,.
2) SS,B6'-54°12"x`207:14- feet-t6.' the. POINT OF :BEGII4NING, cor3tain ng .3'.82 acres of
;.erg; more or-less-
I
. t
EXHIBIT B
Vermeer Tract
Field Notes for 3.892 acres, more or less, out of the Memucan Hunt Survey, Abstract No.
314, Williamson County, Texas, being that 5.011 acre tract recorded in Document No.
9824283, Williamson County Official Public Records (WCOPR), SAVE AND EXCEPT
that 1.106 acre tract conveyed to the State of Texas by Deed Recorded in Document No.
2003065330, WCOPR, said 3.892 acres being described by metes and bounds as follows:
Beginning at a 1/2" steel pin found at the southeast corner of said 5.011 acres and the
southwest corner of a 5.00 acre tract recorded in Book 2335, Page 260, WCOPR, in the
north ROW line of Roundville Lane, for the southeast corner hereof;
THENCE S 66 degrees 18 minutes 25 seconds W 301.80 feet with the south line of said
5.011 acres and the north ROW line of Roundville Lane to a computed point for the
southwest corner of said 5.011 acres and the southeast corner of Lot 1, TXU Substation
Subdivision, as recorded in Cabinet T, Slide 98 of the Williamson County Plat Records,
for the southwest corner hereof,
THENCE N 18 degrees 11 minutes 56 seconds W 576.59 feet with the east line of said
Lot 1, passing at 0.85 feet a 1/2" steel pin found, to a mag nail set in a steel lid on a 4'x6'
vault on the south ROW of State Highway 45, as described in Document No.
2003065330, WCOPR, for the southwest corner hereof;
THENCE, with the south ROW of State Highway 45 the following two courses:
1) N 69 degrees 22 minutes 12 seconds E 85.40 feet to a 1/2" steel pin set with orange
cap for angle,
2) N 71 degrees 46 minutes 01 seconds E 214.05 feet to a 1/2" steel pin set with orange
cap for the northeast corner hereof,
THENCE S 18 degrees 18 minutes 25 seconds E 551.45 feet with the west line of said
5.00 acres and east line of said 5.011 acres to the POINT OF BEGINNING, containing
3.892 acres of land, more or less.
Bearing basis is the west line of said 5.011 acre tract.
EXHIBIT C
Concept Plan
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