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CM-2018-1800 - 7/27/2018TEMPORARY LICENSE TO USE REAL PROPERTY This TEMPORARY LICENSE TO USE REAL PROPERTY (this "Temporary License") is dated for reference purposes as July 13. 2018 and is made and entered into by and between M4 LA FRONTERA Il, LLC, a Texas limited liability company ("Owner"), and CITY OF ROUND ROCK, TEXAS, a Texas home rule municipality ("LICENSEE"). LICENSEE is hereby granted a limited, revocable license to use that certain premises described as a portion of the Summit II at La Frontera site located at 710 Hesters Crossing Road, Round Rock, TX 78681 (the "Premises"), as depicted in Exhibit A attached hereto and incorporated herein by this reference, for the limited purpose of temporarily accessing LICENSEE's water tower during the construction of improvements by Owner to the existing driveway serving such water tower as further described in that certain Development Agreement Regarding Summit II Improvements attached hereto as Exhibit B and incorporated herein by this reference, for the period beginning on July 16, 2018 and ending on or before the earlier of (i) September 15, 2018 or (ii) the date upon which Owner provides written notice of termination to Licensee (the "Term"). Only LICENSEE and LICENSEE'S Agents may enter, use or possess the Premises during the Term and only for the aforesaid limited purpose, and LICENSEE may not assign, sublet or license any use of the Premises (or any portion thereof) to any other person(s) for any other purposes whatsoever, without the prior written consent of Owner in each instance, in Owner's sole and absolute discretion. LICENSEE will keep Owner reasonably informed at all times regarding LICENSEE's and LICENSEE'S Agents proposed activities in, on and about the Premises. LICENSEE and LICENSEE'S Agents shall make no alterations or improvements of any kind in or about the Premises, or store any private property, equipment, or vehicles on the Premises overnight, without the prior written consent of Owner, in its sole and absolute discretion. "LICENSEE'S Agents" means Licensee's authorized agents, representatives, consultants, contractors, partners, subsidiaries, affiliates, directors, officers, and employees. If LICENSEE or LICENSEE'S Agents need assistance entering the Premises or while on the Premises, LICENSEE or LICENSEE'S Agents shall call Tami Caudle at 480-251-4034 or 512-514-0099 to notify Owner, or Shawn Park at 512-632-7458 or Geraldo Rendon at 432-528-9392 to notify Owner's contractor. While LICENSEE or LICENSEE'S Agents are on site at the Premises and outside their vehicles, LICENSEE or LICENSEE's agents, employees, or contractors shall at all times wear appropriate protection customary for an active construction site, including but not limited to a hard hat, reflective safety vest, and safety glasses (the "Safety Items"). If LICENSEE or LICENSEE'S Agents do not have the Safety Items, LICENSEE or LICENSEE'S Agents shall request such items from Owner upon arrival at the Premises and Owner shall use commercially reasonable efforts to make the Safety Items available to LICENSEE or LICENSEE'S Agents. Notwithstanding the foregoing, LICENSEE or LICENSEE'S Agents shall not access the Premises without wearing the Safety Items. LICENSEE accepts the Premises "AS IS" and acknowledges that Owner is under no obligation to modify, maintain or repair the Premises for LICENSEE's or LICENSEE'S Agents use. Owner expressly does not warrant the fitness for LICENSEE's or LICENSEE'S Agents use nor the condition of the driveways, drive aisles, other facilities, improvements, parking or appurtenances (as being in good or working condition or as being compliant with the Americans With Disabilities Act and/or any other laws and/or otherwise), and LICENSEE assumes all risks associated with its use of the Premises. LICENSEE acknowledges that Owner and Owner's Agents (as defined below) may require and shall have (for itself and its designees from time to time) access to the Premises at all times to perform inspections, maintenance and/or modifications of the improvements and to access the buildings, parking, driveways, drive aisles, and construction areas on Owner's property. Owner shall make reasonable efforts to minimize interference with LICENSEE's use of the Premises. "Owner's Agents" means Owner's authorized agents, representatives, property managers (whether as agents or independent contractors), consultants, contractors, partners, subsidiaries, affiliates, directors, officers, employees, and tenants and occupants of Owner's property and their respective employees and visitors. LICENSEE shall owe no rent for its use or possession of the Premises during the Term. e44 -2-0(S-400 - 1 - Upon the expiration or earlier termination of this Temporary License, Tenant shall surrender the Premises to Owner in its condition existing as of the beginning of the Term, Including but not limited to all personal property of LICENSEE removed and all damages caused to the Premises (or any portion thereof) during the Term fully repaired at LICENSEE's sole cost and expense. In the event that the Premises is not maintained in the condition required above, Owner shall have the right after two (2) business days' notice to perform such maintenance or repairs and have the right to reimbursement from LICENSEE for the cost thereof. LICENSEE shall provide Owner with a certificate of insurance for not less than $1,000,000 in liability coverage in form and content acceptable to Owner naming Owner as additional insured, and LICENSEE shall maintain the insurance reflected in such certificate in full force and effect throughout the Term. To the extent permitted by applicable law, LICENSEE agrees to indemnify, defend, and hold Owner (its officers, representatives, trustors, trustees, beneficiaries, agents, employees, successors and assigns) harmless from any claims, demands, liabilities, causes of action, suits, judgements, damages, losses, claims and expenses (including without limitation attorneys' fees) that result from, arise out of, relate to, or are connected with (i) this Temporary License or LICENSEE's (or LICENSEE'S Agents) use or possession of the Premises; (ii) any injury to or death of any person or persons or damage to or destruction, loss, or loss of use of any property (each, a "Loss") to the extent caused by LICENSEE or LICENSEE'S Agents in its use of the Premises; or (iii) LICENSEE's failure to perform its obligations under this Temporary License. This Temporary License is terminable only with cause, and in any event upon breach of this Temporary License. LICENSEE shall promptly vacate the Premises upon termination of this Temporary License (including without limitation removing all personal property stored therein) or not later than one (1) day after notice of termination of this License from Owner. LICENSEE will comply with any reasonable rules and regulations promulgated by Owner at any time(s) concerning the Premises. In the event LICENSEE fails to timely vacate the Premises and leave the same in the condition required hereunder, LICENSEE acknowledges that it will be liable to Owner for any and all damages caused. [REMAINDER OF PAGE INTENTIONALLY LEFT BLANK] 3 IN WITNESS WHEREOF, the parties hereto have caused this Temporary License to be duly executed by their duly authorized representatives as of the date first written above. LICENSEE: CITY OF ROUND ROCK, TEXAS, a Texas home rule municipality By: A�4 " - --,- Name: Title: r Chi Date: % 2 M4'L�RONTERA II, LLC, a Tex limited liability company By: Name: Stephen A. Metzger Title: Chief ORerating Officer Date: 7-.,--c - 3 - EXHIBIT A DESCRIPTION OF THE PREMISES • The Premises is depicted by the yellow shaded area in the above diagram. • The red star in the above diagram depicts the location of a gate between Owner's property and LICENSEE's property. Such gate will be locked with a combination lock provided by LICENSEE. The combination of the lock will be provided by LICENSEE to Owner. -4- EXHIBIT B DEVELOPMENT AGREEMENT REGARDING SUMMIT II IMPROVEMENTS (See Attached) -5- STATE OF TEXAS § DEVELOPMENT AGREEMENT § REGARDING COUNTY OF WILLIAMSON § SUMNIIT II IMPROVEMENTS This is a DEVELOPMENT AGREEMENT (the "Agreement") by and between CITY OF ROUND ROCK, TEXAS, a Texas home rule municipality ("City") and M4 LA FRONTERA H, LLC, a Texas limited liability company ("M4"). City and M4 together shall be referred to herein as "the Parties." The Effective Date of this Agreement is the date this Agreement is approved by the City Council of Round Rock, Texas. WHEREAS, City is the owner of the real property located at 650 Hesters Crossing Road, Round Rock, Texas 78681 used for an elevated water storage tank (hereinafter, "City Property"), further described in Exhibit "A" attached hereto; and WHEREAS, M4 is the owner of the real property located at 710 Hesters Crossing Road, Round Rock, Texas 78681 known as The Summit at La Frontera (hereinafter, "Summit II Property"), further described in Exhibit "B" attached hereto; and WHEREAS, M4 desires to construct a driveway and other improvements across a portion of the City Property to provide pedestrian and vehicular ingress and egress to and from the Summit II Property and Hesters Crossing Road; and WHEREAS, City desires to grant M4 certain access rights and privileges upon the City Property for the purpose of constructing such driveway and other improvements as described herein. NOW, THEREFORE, for and in consideration of the promises and the mutual agreements set forth herein, the Parties hereby agree as follows: A. PURPOSE The purpose of this Agreement is to provide for the construction of certain improvements on a portion of the City Property by M4. B. M4's OBLIGATIONS 1. Driveway and Fence Construction. M4 shall install and construct those certain driveway and landscaping improvements (the "Driveway Improvements") and fence improvements ("Fence Improvements") on a portion of the City Property according to the Site Development Plan for Summit Il Eastern Drive Improvements attached hereto as Exhibit "C" (the Driveway Improvements and Fence Improvements collectively referred to herein as the "Improvements") in a good and workmanlike manner and in the location shown thereon. 2. M4 Covenants and Agrees to the Following: (a) M4 shah promptly backfill any trench made by it on the City Property and repair any damage caused by or on behalf of M4 to the remainder of City Property Development Agreement - summit 2.0 (iinal07.18.2018).docx (b) In the event M4 fails to timely make any repairs as required herein, City may provide written notice to M4 of such failure, and M4 shall proceed to cure any such failure as soon as reasonably practicable but in no event more than thirty (30) days following receipt of written notice thereof from City (or as soon as possible if in the event of an emergency). or, if such repair cannot reasonably be completed in thirty (30) days, then such additional time as may be reasonably required provided M4 commences such cure within the initial thirty (30) day period and diligently pursues completion of same). In the event M4 fails to make such repairs, and such failure continues for the foregoing cure period, City may, at City's sole option (without any obligation), perforin such repairs, and M4 shaIl reimburse City for City's actual costs in connection with such repairs within thirty (30) days following M4's receipt of an invoice therefor from City. (c) M4 SHALL DEFEND, INDEMNIFY, AND HOLD HARMLESS CITY AND ITS OFFICERS, EMPLOYEES, REPRESENTATIVES AND AGENTS OF FROM AND AGAINST ALL CLAIMS, DEMANDS, LIABILITIES, CAUSES ACTION, SUITS, JUDGMENTS, DAMAGES, AND EXPENSES (INCLUDING ACTUAL REASONABLE ATTORNEYS' FEES) ARISING FROM (1) ANY INJURY TO OR DEATH OF ANY PERSON OR PERSONS OR DAMAGE TO OR THEFT, DESTRUCTION, LOSS, OR LOSS OF USE OF ANY PROPERTY (A "LOSS") TO THE EXTENT CAUSED BY M4 IN THE CONSTRUCTION, INSTALLATION, ANDs'OR REPAIR OF THE IMPROVEMENTS ON THE CITY PROPERTY OR (2) M4'S FAILURE TO PERFORM ITS OBLIGATIONS UNDER THIS AGREEMENT. THIS INDEMNITY PROVISION SHALL SURVIVE TERMINATION OR EXPIRATION OF THIS AGREEMENT. (d) M4 shall not undertake, nor shall M4 permit any of M4's agents, contractors, employees or representatives to undertake, any invasive investigation, drilling or sampling of the soil or groundwater at the City Property without the prior written consent of City, which consent shall be in City's sole discretion. Notwithstanding the foregoing, City shall not unreasonably withhold written consent of drilling or sampling of the soil or groundwater required pursuant to or related to the construction and repair of the Improvements. (e) M4 shall conduct all activities and rights under this Agreement in such a manner so as to not disturb City's use of the remainder of the City Property. In the event M4's use of the City Property hereunder disturbs City's use of City Property, City may provide written notice to M4 of such disruption, and M4 shalI proceed to cease or remediate any activities causing such disturbance as soon as reasonably practicable but in no event more than thirty (30) days following receipt of written notice thereof from City. Notwithstanding the foregoing, M4 and the City acknowledge and agree that, during construction, M4 shall have the right to fence off and otherwise restrict access to the City Property as reasonably required to complete the construction of the Improvements and, subject to the following, such restricted access and the construction and repair of the Improvements as contemplated herein shall not be considered a disturbance of the City's use of the City Property, provided that, during construction, the City shall have access to the 2 City facilities (including the elevated water tower) located on the City Property either (i) on and across the City Property or (ii) over and across the Summit H Property and the adjacent property known as 810 Hesters Crossing Road, Round Rock, TX 78681 and owned by an affiliate of M4, in accordance with the terms set forth in those certain Access License Agreements, a copy of which are attached hereto as Exhibit "D". C. CITY OBLIGATIONS 1. Construction Easement. City hereby grants and conveys to M4 and its agents and contractors a license to access and utilize the City Property to the extent reasonably necessary to install, construct, repair and maintain the Improvements. 2. Access Easement. Simultaneously with the execution of this Agreement, City will grant M4 an easement substantially similar in form to that attached hereto as Exhibit "E". D. NHSCELLANEOUS PROVISIONS 1. Actions Performable. City and M4 agree that all actions to be performed under this Agreement are performable in Williamson County, Texas. 2. Governing Law. City and M4 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 with venue being in the state District Court of Williamson County, 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 relating to the subject matter hereof 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. 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) email, when received by confirmed electronic transmission, (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 (or to such other address(es) as City and/or M4 or their permitted assignees hereunder shall specify from time to time in written notice to the other party): If to City: Laurie Hadley, City Manager 221 East Main Street 3 Round Rock, Texas 78664 Phone: (512) 218-5401 Email: IhadleyQroundrocktexas.aoti With copy to: Stephan L. Sheets Sheets & Crossfield, PLLC 309 E. Main St. Round Rock, Texas 78664 If to M4: M4 La Frontera II, LLC c/o Mark IV Capital, Inc. 4450 MacArthur BIvd., Second Floor Newport Beach, California 92660 Attn: Regional Vice President Email: jbasiec marki�-com With copy to: M4 La Frontera 11, LLC c/o Mark IV Capital, Inc. 4450 MacArthur Blvd., Second Floor Newport Beach, California 92660 Attn: Chief Operating Officer Email: smetuer:co markiv.com 7. Force Majeure. M4 and City agree that the obligations of each party shall be subject to force majeure events including, but not limited to, acts of God, war, acts of terrorism, civil commotion, labor disputes, strikes, fire, flood or other casualty, shortages of labor or material, government regulation or restrictions, weather conditions, and other acts beyond the applicable Party's control. 8. Assignment. Except for an assignment by M4 to an affiliated entity (for which notice, but no consent, is required), this Agreement may be assigned by M4 only with the written consent of the Round Rock City Council, which shall not be unreasonably withheld. Any assignment must bind the assignee to all the terms and conditions of this Agreement, which will be recorded in the Williamson County Official Records. 9. Signature Warranty Clause. The signatories to this Agreement represent and warrant that they have the authority to execute this Agreement on behalf of City and M4, respectively. CITY OF ROUND ROCK Craig Morgan, Mayor Date Signed: ACKNOWLEDGEMENT STATE OF TEXAS COUNTY OF WILLIAMSON BEFORE ME, the undersigned, a notary public in and for said county and state, on this day personally appeared CRAIG MORGAN, as Mayor of the City of Round Rock, a Texas Home Rule Municipality, on behalf of said municipality, known to me to be the person whose name is subscribed to the foregoing instrument, and acknowledged to me that she executed the same for the purpose and consideration therein expressed. Given under my hand and seal of office on this the day of , 2018. NOTARY PUBLIC in and for the State of Texas M4 ) A FRONTERA II, By:��� Stephen A. Metzger Its: Chief Operating Officer Date Signed: 7 - - -o .- lk ACKNOWLEDGEMENT STATE TEXAS § COUNTY OF W MSON § BEFORE ME, the urs rsigned, a notary public in and for said county and state, on this day personally appeared (Name), {Title) of M4 La Frontera II, C, on behalf of said company, known to me to be the person whose name is subscribed to efQregoing instrument, and acknowledged to me that he/she executed the same for the purpose and c ideration therein expressed. Given under my hand and seal of office on this di� day of 2018. NOTARY PUBLIC Texas (End) for the State of 6 CALIFORNIA ALL-PURPOSE ACKNOWLEDGMENT CIVIL CODE § 1989 A notary public or other officer completing this certificate verifies only the identity of the individual who signed the document to which this certificate is attached, and not the truthfulness, accuracy, or validity of that document. State of California County of On SLK\14_a0 r a;Ol'$ before me, Ales r _r—lery►irw On&r� ipublir✓ %�j— Date Here Insert Name and Title of the Of c personally appeared Rk Nome(s) of Signers) who proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) Is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by his/her/their signature(s) on the Instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the Instrument. ALE550NDRACONCEPCION FLEW Notary Public - California ' orange Counly Commission; 2210275 My Comm. Expires Aug 17, 2021 Place Notary Seal andlor Stamp Above I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct. WITNESS my hand and official seal. Signature Signature of Not ry Public %Jr I IvrvsaL Completing this Information con deter alteration of the document or fraudulent reattachment of this form to an unintended document Description of Attached Document Title or Type of Document: Document Date: Signer(s) Other Than Named Above: Capaclty(ies) Claimed by Signer(s) Signer's Name: ❑ Corporate Officer — Title(s): ❑ Partner — ❑ Limited ❑ General ❑ Individual ❑ Attorney In Fact ❑ Trustee ❑ Guardian of Conservator ❑ Other: Signer Is Representing: Number of Pages: Signer's Name: ❑ Corporate Officer — Title(s): ❑ Partner -- ❑ Limited ❑ General ❑ Individual ❑ Attorney In Fact ❑ Trustee ❑ Guardian of Conservator ❑ Other: Signer is Representing: a." +T:''•i"r•G�i� ii- i Mw=i s 4 �. ix_ 'a+u %'"-.i^u.c.tiS�i .a.-.' i !S Sti+ i ;,•L�� - ,•*'s-�i•,S; .< 4a•;S�i�•:.+i moi. 02017• Association EXHIBIT "A" City Property Tract One: Lot 5, Block A, LA FRONTERA SECTION IIIA, a subdivision in Williamson County, Texas, according to the snap or plat recorded in Cabinet S, Slides 370-374 of the Plat Records of Williamson County, Texas and Document No. 2000048386 of the Official Public Records of Williamson County, Texas. Tract Two: A tract of land (no acreage cited) conveyed to the City of Round Rock, Texas by instrument of record in Volume 1429, Page 462 of the Official Records of Williamson County, Texas. (See Attached) z J t O ,Lr m L"Jeses (.zr rsz) I R f Ie,s+arrirs.}roe+**soon. �.•�¢� 'F �' i 4iEZ??tii@i"s"sz"a5iiiai [� : �al��i���� 11$1166 firs a� tra i; iaii €a il I'9# � a MOM—. . aw+ om.:RlxaA KMOMMON SURoay Ra ZN CAM nM s, NUDES M aii of Tu ru'SWMHs aa..'n" BASELINE LAND SURVEYORS, INC. Sao+. Her.. a .a v or tO11AYsoN coON1Y, 7Jsca4 uIa aoruHRrrr Hmmrx mao0eeaee or SRR omnAL euros PROFESSIONAL LANG SURVEYING SERVICES X. or—. or nw ch.aked M rso Rceosos or ROLaUrt eouHrr, �; RF x 7RAI.r OF wro {Ho *cos ae esraal 11tltl0 ANDERSON SQUARE ROAD, SLIT[ I eoHv:rm m exT1t or RauNa Roc¢, TELu Rr wsrRUHRHT or "can IR roLVIu ia1w, "� ^+�^• +: yAe, .R: or tss omeaAr RRcaRor or snAralesox 1bllx1T, scow ANa al A o.or. or AUSTIN. TEAS 711757 o R oNr �rsR TRACE or 1ANo croR9cYRo 7a apaRp, LaHHUHIunoNR HRr,osrs, wan er TELE: 512.371.4722 s. INMUMRRT or serosa w 0OCUMM M3XR iao3oseaxl ar FIRIA REGISTRATION CERTIFICATE ►10015100 •i 0�1i�� iiai �R�� III I � — e __ . oil i e I Ii I 41, mans i.+ I R f Ie,s+arrirs.}roe+**soon. �.•�¢� 'F �' i 4iEZ??tii@i"s"sz"a5iiiai [� : �al��i���� 11$1166 firs a� tra i; iaii €a il I'9# � a MOM—. . aw+ om.:RlxaA KMOMMON SURoay Ra ZN CAM nM s, NUDES M aii of Tu ru'SWMHs aa..'n" BASELINE LAND SURVEYORS, INC. Sao+. Her.. a .a v or tO11AYsoN coON1Y, 7Jsca4 uIa aoruHRrrr Hmmrx mao0eeaee or SRR omnAL euros PROFESSIONAL LANG SURVEYING SERVICES X. or—. or nw ch.aked M rso Rceosos or ROLaUrt eouHrr, �; RF x 7RAI.r OF wro {Ho *cos ae esraal 11tltl0 ANDERSON SQUARE ROAD, SLIT[ I eoHv:rm m exT1t or RauNa Roc¢, TELu Rr wsrRUHRHT or "can IR roLVIu ia1w, "� ^+�^• +: yAe, .R: or tss omeaAr RRcaRor or snAralesox 1bllx1T, scow ANa al A o.or. or AUSTIN. TEAS 711757 o R oNr �rsR TRACE or 1ANo croR9cYRo 7a apaRp, LaHHUHIunoNR HRr,osrs, wan er TELE: 512.371.4722 s. INMUMRRT or serosa w 0OCUMM M3XR iao3oseaxl ar FIRIA REGISTRATION CERTIFICATE ►10015100 EXHIBIT "B" Summit II Property Lot 3, Block B, THE SUMMIT AT LA FRONTERA, a subdivision in Williamson County, Texas, according to the map or plat recorded in Cabinet T, Slides 329-330 of the Plat Records of Williamson County, Texas. (See Attached) I ; ;s j". al if 11 W - Fi. M 10, sup 1 1 151. I HIS j• Im 11 a. Pon 1 PA T ISMS 1 111,41, Rn I ja SO 0 61 1 1 dif V0111. jj 1BI 1 1 In Hill R1 H 1 11 NJ fit 1 m lug qT 14 0, ij, An 413P E ilji if Will oil lot i P 11:q pal n!L ------- mill ---------- Saw, y Ir EXHIBIT "C" Improvements (See Attached) cis r � o NO jig yJAI 44B� 1 ClF7�B Apt�K 7S+'Q� 4 o lix°h� ze�m �� $ s''" N, ,,� 1 13,g F6, g qzP - Gil � +3 121 1-1 H if n J� aRoLO 1 r � s § � Z CD +� -T,0 4 a e C N K w f m o LO O n -Tj oo 00 IH I i 1114 1jillizi, jig a�pm Al R, >� a PHI � zj�j j oli a W��$t� - ' R1:�v��:1•+�,�1� !�^Pi", M�H�i�•f�p P:1P Vhf•:=P„p�p�!hYr �� I'M;; 2�0 .-.r, ■qqq i B! $ L "GE �oL f jG p G 11 $ Lifn a n x I�5lAj e: j $j I q�eEgg$ p4 �� �� �� ! R�9I i{ Y gl ?1' 1{ M; 1R71=, G�° �a_ ' "��� " tE i• Bill'� aI e i a� # [ auL$ a' • ° ��is i �,=e " '� a + a • " is e! ix, 6 i q " 6 1i , e s ! - a Ed a to44 '�,y � 0 ! i � s; �•. .e� , �ig @� a ! al . s - X1 is Al i I � �A at �� a ai i a &d•a iaiN � � A " i! ie'!i . 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SUMMIT II EASTERN DRIVEtA WIMPROVEMENTS LA SITE DEVELOPMENT PLANTa _',•'"A� - _ �. -._ A ty'gJ _ _ __ _ AWIIfN D n , a 7 i//c� r14, DEL__L I` f�i I SlF{Ih I EST A°o Q GENERAL NOTES - - �g i InSUMMIT II EASTERN DRIVELA A - I r r , W IMPROVEMENTS SITE DEVELOPMENT PLAN G p �F r in l I GAN[It r-Es3rs ._ 0t, A° TCEQ NOTES Al CCi11r0� + + t �. •+ 0 o x N 11 i t C 7 n n' S n y x S� HIM- m c o m mz a % r`1 a z z v x v v 9 N r 1 2 m !7 •� E 6 Y n i m >i SUMMIT Il EASTERN DRIVE N'IMPROVEMENTS r�QP \y•.��a S SITE DEVELOPMENT PLAN ---- e SIA'• / MARK N c .t/f a yND i I RRUENI I GkpU.t I i <- y ' EXISTING CONDITIONS - w - a 011E • ■ 4T0 NORTH LEGEND a ,. srDDa. oEscRAPrMax Lt IF • 1/2' REBAR FOUND Ii CONCRETE MONUMENT FOUND (TYPE R) A CALCULATED POINT 2 ELECTRIC MANHOLE ° ELECTRIC TRANSFORMER ydr U EXPOSED PIPE-UNKNOWN UTIURY r G LIGHT POLE 1-* T.. 1 E� PIN FLAG FOUND FOR BURIED ELECTRIC LINE GENERATOR ON CONC. BLOCKS •. 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TEXA EXHIBIT "D" Access License (See Attached) TEMPORARY LICENSE TO USE REAL PROPERTY This TEMPORARY LICENSE TO USE REAL PROPERTY (this 'Temporary License") is dated for reference purposes as July 13, 2018 and is made and entered into by and between M4 LA FRONTERA, LLC, a Texas limited liability company ("Owner'), and CITY OF ROUND ROCK, TEXAS, a Texas home rule municipality ("LICENSEE"). LICENSEE is hereby granted a limited, revocable license to use that certain premises described as a portion of the Summit at La Frontera site located at 810 Hesters Crossing Road, Round Rock, TX 78681 (the "Premises"), as depicted in Exhibit A attached hereto and incorporated herein by this reference, for the limited purpose of temporarily accessing LICENSEE's water tower during the construction of improvements by M4 La Frontera II, LLC, to the existing driveway serving such water tower as further described in that certain Development Agreement Regarding Summit II Improvements attached hereto as Exhibit B and incorporated herein by this reference, for the period beginning on July 16, 2018 and ending on or before the earlier of (i) September 15, 2018 or (ii) the date upon which Owner provides written notice of termination to Licensee (the "Term"). Only LICENSEE and LICENSEE'S Agents may enter, use or possess the Premises during the Term and only for the aforesaid limited purpose, and LICENSEE may not assign, sublet or license any use of the Premises (or any portion thereof) to any other person(s) for any other purposes whatsoever, without the prior written consent of Owner in each instance, in Owners sole and absolute discretion. LICENSEE will keep Owner reasonably informed at all times regarding LICENSEE's and LICENSEE'S Agents proposed activities in, on and about the Premises. LICENSEE and LICENSEE'S Agents shall make no alterations or improvements of any kind in or about the Premises, or store any private property, equipment, or vehicles on the Premises overnight, without the prior written consent of Owner, in its sole and absolute discretion. "LICENSEE'S Agents" means Licensee's authorized agents, representatives, consultants, contractors, partners, subsidiaries, affiliates, directors, officers, and employees. If LICENSEE or LICENSEE'S Agents need assistance entering the Premises or while on the Premises, LICENSEE or LICENSEE'S Agents shall call Tami Caudle at 480-2514034 or 512-514-0099 to notify Owner, or Shawn Park at 512-632-7458 or Geraldo Rendon at 432-528-9392 to notify Owners contractor. While LICENSEE or LICENSEE'S Agents are on site at the Premises and outside their vehicles, LICENSEE or LICENSEE's agents, employees, or contractors shall at all times wear appropriate protection customary for an active construction site, including but not limited to a hard hat, reflective safety vest, and safety glasses (the "Safety Items"). If LICENSEE or LICENSEE'S Agents do not have the Safety Items, LICENSEE or LICENSEE'S Agents shall request such items from Owner upon arrival at the Premises and Owner shall use commercially reasonable efforts to make the Safety Items available to LICENSEE or LICENSEE'S Agents. Notwithstanding the foregoing, LICENSEE or LICENSEE'S Agents shall not access the Premises without wearing the Safety Items. LICENSEE accepts the Premises "AS IS" and acknowledges that Owner is under no obligation to modify, maintain or repair the Premises for LICENSEE's or LICENSEE'S Agents use. Owner expressly does not warrant the fitness for LICENSEE's or LICENSEE'S Agents use nor the condition of the driveways, drive aisles, other facilities, improvements, parking or appurtenances (as being in good or working condition or as being compliant with the Americans With Disabilities Act and/or any other laws and/or otherwise), and LICENSEE assumes all risks associated with its use of the Premises. LICENSEE acknowledges that Owner and Owner's Agents (as defined below) may require and shall have (for itself and its designees from time to time) access to the Premises at all times to perform inspections, maintenance and/or modifications of the improvements and to access the buildings, parking, driveways, drive aisles, and construction areas on Owner's property. Owner shall make reasonable efforts to minimize interference with LICENSEE's use of the Premises. "Owner's Agents" means Owner's authorized agents, representatives, property managers (whether as agents or independent contractors), consultants, contractors, partners, subsidiaries, affiliates, directors, officers, employees, and tenants and occupants of Owners property and their respective employees and visitors. LICENSEE shall owe no rent for its use or possession of the Premises during the Term. -i- Upon the expiration or earlier termination of this Temporary License, Tenant shall surrender the Premises to Owner in its condition existing as of the beginning of the Term, including but not limited to all personal property of LICENSEE removed and all damages caused to the Premises (or any portion thereof) during the Term fully repaired at LICENSEE's sole cost and expense. In the event that the Premises is not maintained in the condition required above, Owner shall have the right after two (2) business days' notice to perform such maintenance or repairs and have the right to reimbursement from LICENSEE for the cost thereof. LICENSEE shall provide Owner with a certificate of insurance for not less than $1,000,000 in liability coverage in form and content acceptable to Owner naming Owner as additional insured, and LICENSEE shall maintain the insurance reflected in such certificate in full force and effect throughout the Term. To the extent permitted by applicable law, LICENSEE agrees to indemnify, defend, and hold Owner (its officers, representatives, trustors, trustees, beneficiaries, agents, employees, successors and assigns) harmless from any claims, demands, liabilities, causes of action, suits, judgements, damages, losses, claims and expenses (including without limitation attorneys' fees) that result from, arise out of, relate to, or are connected with (i) this Temporary License or LICENSEE's (or LICENSEE'S Agents) use or possession of the Premises; (ii) any injury to or death of any person or persons or damage to or destruction, loss, or loss of use of any property (each, a "Loss") to the extent caused by LICENSEE or LICENSEE'S Agents in its use of the Premises; or (iii) LICENSEE's failure to perform its obligations under this Temporary License. This Temporary License is terminable only with cause, and in any event upon breach of this Temporary License. LICENSEE shall promptly vacate the Premises upon termination of this Temporary License (including without limitation removing all personal property stored therein) or not later than one (1) day after notice of termination of this License from Owner. LICENSEE will comply with any reasonable rules and regulations promulgated by Owner at any time(s) concerning the Premises. In the event LICENSEE fails to timely vacate the Premises and leave the same in the condition required hereunder, LICENSEE acknowledges that it will be liable to Owner for any and all damages caused. [REMAINDER OF PAGE INTENTIONALLY LEFT BLANK] IN WITNESS WHEREOF, the parties hereto have caused this Temporary License to be duly executed by their duly authorized representatives as of the date first written above. LICENSEE: CITY OF ROUND ROCK, TEXAS, a Texas home rule municipality By: Name: Title: Date: OWNER: M4 LA FR TERA, LLC, a Texas mited liability company By: Name: Stephen A. Metzger Title: Chief Operating Officer Date: 7 — Za — / EXHIBIT A DESCRIPTION OF THE PREMISES .. ftV Y'i � - A--4ti{r Ti � «•� _'-T1 _ .....�' \� 1�-fir Y _ i- -Y� - "-' I� � - • The Premises is depicted by the yellow shaded area in the above diagram. -2- EXHIBIT B DEVELOPMENT AGREEMENT REGARDING SUMMIT 11 IMPROVEMENTS (See Attached) TEMPORARY LICENSE TO USE REAL PROPERTY This TEMPORARY LICENSE TO USE REAL PROPERTY (this "Temporary License") is dated for reference purposes as July 13. 2018 and is made and entered into by and between M4 LA FRONTERA Il, LLC, a Texas limited liability company ("Owner"), and CITY OF ROUND ROCK, TEXAS, a Texas home rule municipality ("LICENSEE"), LICENSEE is hereby granted a limited, revocable license to use that certain premises described as a portion of the Summit II at La Frontera site located at 710 Hesters Crossing Road, Round Rock, TX 78681 (the "Premises"), as depicted in Exhibit A attached hereto and incorporated herein by this reference, for the limited purpose of temporarily accessing LICENSEE's water tower during the construction of improvements by Owner to the existing driveway serving such water tower as further described in that certain Development Agreement Regarding Summit II Improvements attached hereto as Exhibit B and incorporated herein by this reference, for the period beginning on July 16, 2018 and ending on or before the earlier of (i) September 15, 2018 or (!i) the date upon which Owner provides written notice of termination to Licensee (the "Term"). Only LICENSEE and LICENSEE'S Agents may enter, use or possess the Premises during the Term and only for the aforesaid limited purpose, and LICENSEE may not assign, sublet or license any use of the Premises (or any portion thereof) to any other person(s) for any other purposes whatsoever, without the prior written consent of Owner in each instance, in Owner's sole and absolute discretion. LICENSEE will keep Owner reasonably Informed at all times regarding LICENSEE's and LICENSEE'S Agents proposed activities in, on and about the Premises. LICENSEE and LICENSEE'S Agents shall make no alterations or improvements of any kind in or about the Premises, or store any private property, equipment, or vehicles on the Premises overnight, without the prior written consent of Owner, in its sole and absolute discretion. "LICENSEE'S Agents" means Licensee's authorized agents, representatives, consultants, contractors, partners, subsidiaries, affiliates, directors, officers, and employees. If LICENSEE or LICENSEE'S Agents need assistance entering the Premises or while on the Premises, LICENSEE or LICENSEE'S Agents shall call Tam! Caudle at 480-2514034 or 512-514-0099 to notify Owner, or Shawn Park at 512-632-7458 or Geraldo Rendon at 432-528-9392 to notify Owner's contractor. While LICENSEE or LICENSEE'S Agents are on site at the Premises and outside their vehicles, LICENSEE or LICENSEE's agents, employees, or contractors shall at all times wear appropriate protection customary for an active construction site, including but not limited to a hard hat, reflective safety vest, and safety glasses (the "Safety Items"). If LICENSEE or LICENSEE'S Agents do not have the Safety Items, LICENSEE or LICENSEE'S Agents shall request such items from Owner upon arrival at the Premises and Owner shall use commercially reasonable efforts to make the Safety items available to LICENSEE or LICENSEE'S Agents. Notwithstanding the foregoing, LICENSEE or LICENSEE'S Agents shall not access the Premises without wearing the Safety Items. LICENSEE accepts the Premises "AS IS" and acknowledges that Owner is under no obligation to modify, maintain or repair the Premises for LICENSEE's or LICENSEE'S Agents use. Owner expressly does not warrant the fitness for LICENSEE's or LICENSEE'S Agents use nor the condition of the driveways, drive aisles, other facilities, improvements, parking or appurtenances (as being in good or working condition or as being compliant with the Americans With Disabilities Act and/or any other laws and/or otherwise), and LICENSEE assumes all risks associated with its use of the Premises. LICENSEE acknowledges that Owner and Owner's Agents (as defined below) may require and shall have (for itself and its designees from time to time) access to the Premises at all times to perform inspections, maintenance and/or modifications of the improvements and to access the buildings, parking, driveways, drive aisles, and construction areas on Owner's property. Owner shall make reasonable efforts to minimize interference with LICENSEE's use of the Premises. "Owner's Agents" means Owner's authorized agents, representatives, property managers (whether as agents or independent contractors), consultants, contractors, partners, subsidiaries, affiliates, directors, officers, employees, and tenants and occupants of Owner's property and their respective employees and visitors. LICENSEE shall owe no rent for its use or possession of the Premises during the Term. . I . Upon the expiration or earlier termination of this Temporary License, Tenant shall surrender the Premises to Owner in its condition existing as of the beginning of the Term, including but not limited to all personal property of LICENSEE removed and all damages caused to the Premises (or any portion thereof) during the Term fully repaired at LICENSEE's sole cost and expense. In the event that the Premises is not maintained in the condition required above, Owner shall have the right after two (z) business days' notice to perform such maintenance or repairs and have the right to reimbursement from LICENSEE for the cost thereof. LICENSEE shall provide Owner with a certificate of insurance for not less than $1,000,000 in liability coverage in form and content acceptable to Owner naming Owner as additional insured, and LICENSEE shall maintain the insurance reflected in such certificate in full force and effect throughout the Term. To the extent permitted by applicable law, LICENSEE agrees to indemnify, defend, and hold Owner (its officers, representatives, trustors, trustees, beneficiaries, agents, employees, successors and assigns) harmless from any claims, demands, liabilities, causes of action, suits, judgements, damages, losses, claims and expenses (including without limitation attorneys' fees) that result from, arise out of, relate to, or are connected with (1) this Temporary License or LICENSEE's (or LICENSEE'S Agents) use or possession of the Premises; (ii) any injury to or death of any person or persons or damage to or destruction, loss, or loss of use of any property (each, a "Loss") to the extent caused by LICENSEE or LICENSEE'S Agents in its use of the Premises; or (iii) LICENSEE's failure to perform its obligations under this Temporary License. This Temporary License is terminable only with cause, and in any event upon breach of this Temporary License. LICENSEE shall promptly vacate the Premises upon termination of this Temporary License (including without limitation removing all personal property stored therein) or not later than one (1) day after notice of termination of this License from Owner. LICENSEE will comply with any reasonable rules and regulations promulgated by Owner at any time(s) concerning the Premises. In the event LICENSEE fails to timely vacate the Premises and leave the same in the condition required hereunder, LICENSEE acknowledges that it will be liable to Owner for any and all damages caused. [REMAINDER OF PAGE INTENTIONALLY LEFT BLANK] .2. IN WITNESS WHEREOF, the parties hereto have caused this Temporary License to be duly executed by their duly authorized representatives as of the date first written above. LICENSEE: CITY OF ROUND ROCK, TEXAS, a Texas home rule municipality By: Name: Title: Date: M4 RONTERA It, LLC, a Tex limited liability company By: Name: Stephen A. Metzger Title: Chief Operating Officer Date: ?- z—a — ,,Y- -3 - y _3- EXHIBIT A DESCRIPTION OF THE PREMISES IT t - `• ry / ` •�'(tz 1 4 7 • The Premises is depicted by the yellow shaded area in the above diagram. + The red star in the above diagram depicts the location of a gate between Owner's property and LICENSEE'S property. Such gate will be locked with a combination lock provided by LICENSEE. The combination of the lock will be provided by LICENSEE to Owner. -4- EXHIBIT B DEVELOPMENT AGREEMENT REGARDING SUMMIT II IMPROVEMENTS (See Attached) EXHIBIT "E" Access Easement (See Attached) 11 ACCESS EASEMENT AGREEMENT STATE OF TEXAS ) ) KNOW ALL MEN BY THESE PRESENTS: COUNTY OF WILLIAMSON ) That the CITY OF ROUND ROCK, TEXAS, a Texas municipal corporation, "GRANTOR", for and in consideration of the payment of TEN and NO/100 DOLLARS, and other good and valuable consideration, in hand paid to GRANTOR by M4 LA FRONTERA II, LLC, a Texas limited liability company, "GRANTEE", the receipt of which is hereby acknowledged, has GRANTED, SOLD and CONVEYED and by these presents does GRANT, SELL, and CONVEY unto the said GRANTEE, certain rights and interests in the nature of a perpetual access easement for pedestrian and vehicular ingress and egress to and from the Summit It Property (defined below) and Hesters Crossing Road, on, across and through the following described property: Being all that certain tract, piece or parcel of land lying and being situated in the County of Williamson, State of Texas, being more particularly described by metes and bounds in Exhibit "A" and by diagram in Exhibit "B" attached hereto and made a part hereof for all purposes (herein sometimes referred to as the "Easement Area" or the "Property"). upon, over, and across said Property as herein described, for the benefit of the Summit lI Property. GRANTOR is the owner of the real property located at 650 Hesters Crossing Road, Round Rock, Texas 78681 used for an elevated water storage tank (hereinafter, "City Property"), further described in Exhibit "C" attached hereto and made a part hereof for all purposes. 'Be Easement Area is located on a portion of the City Property. GRANTEE is the owner of the real property located at 710 Hesters Crossing Road, Round Rock, Texas 78681 known as The Summit at La Frontera (hereinafter, "Summit II Property"), further described in Exhibit "D" attached hereto and made a part hereof for all purposes. This easement, and the rights and privileges granted by this conveyance, are non- exclusive and appurtenant to the Summit II Property. However, GRANTOR hereby covenants that GRANTOR and GRANTOR's successors and assignees shall not convey any other easement, license, or conflicting right to use the Easement Area or any portion thereof, or otherwise permit the use of the Easement Area, in any manner that will materially interfere with the use for which this casement is granted. This easement is appurtenant to and runs with the title to all or any portion of the Summit 1I Property, whether or not the easement is referenced or described in any conveyance of all or such portion of the Summit lI Property. The easement granted herein (and obligations of GRANTOR hereunder) are for the benefit of and enforceable by GRANTEE and GRANTEE's heirs, successors, assigns, transferees, and mortgagees who at any time own the Summit II Property or any portion of or interest in the Summit 11 Property (as applicable, the "Holder") and such easement may be used by Holder and its tenants, and their respective employees, agents, representatives, consultants, customers, mortgagees, invitees, permittees and guests ("Permitted Users"). GRANTEE covenants that: (a) Following completion of construction of the Driveway Improvements (defined below) by GRANTEE pursuant to that certain Development Agreement Regarding Summit It Improvements by and between GRANTOR and GRANTEE dated of even date herewith (the "Development Agreement"), GRANTEE shall operate, maintain and repair (at GRANTEE'S sole cost) those certain driveway improvements and other paved areas located within the Easement Area, as well as any landscaping installed by GRANTEE adjacent to such driveway improvements (only to the extent located between the Summit II Property and such driveway improvements, and not any other landscaping on the City Property) (such driveway improvements and landscaping referred to collectively herein as the "Driveway Improvements"). (b) GRANTEE shall promptly repair (at GRANTEE's sole cost) any damage to the City Property caused by GRANTEE or its Permitted Users during their use of the Easement Area; (c) GRANTEE shall perform, at its sole cost and expense, maintenance, operation, management, restoration and normal repair and replacement of all Driveway Improvements located within the Easement Area (collectively, the "Grantee Maintenance Obligations"). GRANTEE shall perform the Grantee Maintenance Obligations in a commercially reasonable manner and in at least the same standard and quality as GRANTEE maintains the remainder of the drives and parking areas on the Summit It Property. In the event GRANTEE fails to satisfy the Grantee Maintenance Obligations, GRANTOR may provide written notice to GRANTEE of such failure, and GRANTEE shall proceed to cure any such failure as soon as reasonably practicable but in no event more than thirty (30) days following receipt of written notice thereof from GRANTOR (or as soon as possible if in the event of an emergency, or, if such Grantee Maintenance Obligations cannot reasonably be fulfilled in said thirty (30) days, then such additional time as may be reasonably required provided GRANTEE commences such cure within the initial thirty (30) day period and thereafter diligently pursues completion of same). In the event GRANTEE fails to perform the Grantee Maintenance Obligations, and such failure continues after the foregoing cure period, GRANTOR may, at GRANTOR's sole option (without any obligation), perform such Grantee Maintenance Obligations, and GRANTEE shall reimburse GRANTOR for its actual costs in connection with such Grantee Maintenance Obligations within thirty (30) days following GRANTEE's receipt of an invoice therefor from GRANTOR. (d) GRANTEE SHALL DEFEND, INDEMNIFY, AND HOLD HARMLESS GRANTOR AND ITS OFFICERS, EMPLOYEES, REPRESENTATIVES AND AGENTS FROM AND AGAINST ALL CLAIMS, DEMANDS, LIABILITIES, CAUSES OF ACTION, SUITS, JUDGMENTS, DAMAGES, AND EXPENSES (INCLUDING ACTUAL REASONABLE ATTORNEYS' FEES) ARISING FROM (1) ANY INJURY TO OR DEATH OF ANY PERSON OR PERSONS OR DAMAGE TO OR THEFT, DESTRUCTION, LOSS, OR LOSS OF USE OF ANY PROPERTY (A "LOSS") TO THE EXTENT CAUSED BY GRANTEE'S OR ITS PERMITTED USER(S)' USE OF THE EASEMENT AREA OR (2) GRANTEE'S FAILURE TO PERFORM ITS OBLIGATIONS UNDER THIS AGREEMENT. THE FOREGOING INDEMNITY SHALL NOT EXTEND TO ANY LOSS CAUSED BY GRANTOR OR ANY OF GRANTOR'S OFFICERS, EMPLOYEES, REPRESENTATIVES OR AGENTS. THIS INDEMNITY PROVISION SHALL SURVIVE TERMINATION OR EXPIRATION OF THIS AGREEMENT. (e) GRANTEE shall not undertake, nor shall GRANTEE permit any of GRANTEE's agents, contractors, employees or representatives to undertake, any invasive investigation, drilling or sampling of the soil or groundwater on City Property without the prior written consent of GRANTOR, which consent shall be in GRANTOR's sole discretion. Notwithstanding the foregoing, GRANTOR shall not unreasonably withhold written consent of invasive investigation, drilling, or sampling of the soil or groundwater within the Easement Area to the extent required pursuant to or related to the Grantee Maintenance Obligations. (f) GRANTEE shall conduct all activities and rights under this agreement in such a manner so as to not disturb GRANTOR's use of the remainder of the City Property (provided that use by Holder and the Permitted Users of the Easement Area for the purpose described herein and the performance of the Grantee Maintenance Obligations shall not be considered a disturbance of GRANTOR's use of the remainder of the City Property), In the event GRANTEE's use of the Easement Area hereunder disturbs GRANTOR's use of the remainder of the City Property, GRANTOR may provide written notice to GRANTEE of such disruption, and GRANTEE shall proceed to cease or remediate any activities causing such disturbance as soon as reasonably practicable but in no event less than thirty (30) days following receipt of written notice thereof from GRANTOR. (g) In no event shall GRANTEE have any obligation hereunder to maintain, repair or replace those certain fence and gate improvements constructed by GRANTEE in accordance with the Development Agreement (whether or not located in the Easement Area), nor shall GRANTEE have any obligation hereunder to maintain any Iandscaping adjacent to the Driveway Improvements (other than the landscaping located between the Summit Il Property and Driveway Improvements). (h) GRANTEE shall have no liability for any Loss caused by GRANTOR or GRANTOR's officers, employees, representatives, agents, vendors, or guests (collectively, the "Grantor Parties") use of the Easement Area or City Property. (i) In the event GRANTOR or any Grantor Parties cause Material Damage to the Driveway Improvements, GRANTEE shall promptly notify GRANTOR of such Material Damage, including a description of the damage, how it was caused, and the estimated costs to repair such Material Damage. "Material Damage" shall mean damage to the Driveway Improvements that would cost more than One Thousand Dollars ($1,000.00) to repair and excludes ordinary wear and tear and damage due to the customary use for vehicular ingress and egress by GRANTOR or Grantor Parties. Within twenty (20) days of receipt of such notice, GRANTOR shall notify GRANTEE as to whether (i) GRANTOR elects to perform the repairs necessary to repair such Material Damage at GRANTOR's sole cost and expense, (ii) GRANTOR elects to reimburse GRANTEE for GRANTEE's costs incurred in repairing such Material Damage, such reimbursement not to exceed the estimated costs set forth in GRANTEE's notice and such reimbursement to be made within thirty (30) days following receipt of an invoice therefore, or (iii) GRANTOR objects to the claim that such Material Damage was caused by GRANTOR or Grantor Parties. In the event GRANTOR timely objects pursuant to subsection (iii) above, GRANTOR and GRANTEE shall submit such claim to an independent third -parry mediator in an attempt to resolve such claim, and if such claim is not resolved via mediation, then GRANTOR and GRANTEE shall have all rights at law and in equity for the resolution of such claim. TO HAVE AND TO HOLD the rights and interests herein described unto GRANTEE, and its successors and assignees, forever, and GRANTOR does hereby bind itself, its successors and assignees, to warrant and forever defend, all and singular, these rights and interests unto GRANTEE, and its successors and assignees, against every person whomsoever lawfully claiming, or to claim same, or any part thereof, by, through or under GRANTOR but not otherwise. The rights, benefits, burdens and obligations of GRANTOR and GRANTEE respectively hereunder are intended to run with the City Property and the Summit 11 Property respectively, and to bind and inure to the benefit of and be enforceable by and against the respective heirs, successors, assigns, transferees, mortgagees and tenants of GRANTOR and GRANTEE respectively who at any time own the Summit Il Property, the City Property, or any portion of or interest in either the Summit 11 Property or the City Property. All notices, requests or other communications required or permitted by this Access Easement Agreement shall be in writing and shall be sent by (i) by overnight courier or hand delivery, or (ii) certified mail, postage prepaid, return receipt requested, and addressed to the parties at the following addresses (or to such other address(es) as GRANTOR and/or GRANTEE, or their respective transferee(s) of the City Property or the Summit 11 Property, shall specify from time to time in written notice to the other party): If to GRANTOR: Laurie Hadley, City Manager 221 East Main Street Round Rock, Texas 78664 Phone: (5I2) 218-5401 With copy to: Stephan L. Sheets Sheets & Crossfield, PLLC 309 E. Main St. Round Rock, Texas 78664 If to GRANTEE: M4 La Frontera II, LLC c/o Mark IV Capital, Inc. 4450 MacArthur Blvd., Second Floor Newport Beach, California 92660 Attn: Regional Vice President With copy to: M4 La Frontera II, LLC c/o Mark IV Capital, Inc. 4450 MacArthur Blvd., Second Floor Newport Beach, California 92660 Attn: Chief Operating Officer GRANTOR and GRANTEE agree that the obligations of each party shall be subject to force majeure events including, but not limited to, acts of God, war, acts of terrorism, civil commotion, labor disputes, strikes, fire, flood or other casualty, shortages of labor or material, government regulation or restrictions, weather conditions, and other acts beyond the applicable party's control. GRANTOR and GRANTEE agree that all actions to be performed under this Access Easement Agreement are performable in Williamson County, Texas. GRANTOR and GRANTEE agree that this Access Easement Agreement has been made under the laws of the State of Texas in effect on this date, and that any interpretation of this Access Easement Agreement at a future date shall be made under the laws of the State of Texas with venue being in the state District Court of Williamson County, Texas. [REMAINDER OF PAGE INTENTIONALLY LEFT BLANK; SIGNATURE PAGES FOLLOW] EXECUTED this day of , 2018. GRANTOR: CITY OF ROUND ROCK By: Craig Morgan, Mayor Date Signed: ACKNOWLEDGEMENT STATE OF TEXAS COUNTY OF WILLIAMSON BEFORE ME, the undersigned, a notary public in and for said county and state, on this day personally appeared CRAIG MORGAN, Mayor of the City of Round Rock, a Texas Home Rule Municipality, on behalf of said municipality, known to me to be the person whose name is subscribed to the foregoing instrument, and acknowledged to me that he executed the same for the purpose and consideration therein expressed. Given under my hand and seal of office on this the_ day of .2018. NOTARY PUI3LIC in and for the State of Texas [SIGNATURES CONTINUE ON FOLLOWING PAGE] [SIGNATURE PAGE FOR ACCESS EASEMENT AGREEMENT, CON'TJ LA FRONTERA II, By: 1 Stephen A. Me ger Its: Chief Operating Officer Date Signed: 7 -moo —11L ACKNOWLEDGEMENT STATE TEXAS § COUNTY OF WIL, SON § BEFORE ME, the un a ed, a notary public in and for said county and state, on this day personally appeared (Name), (Title) of M4 La Froatera H, LLC, on behalf of s ' company, known to me to be the person whose name is subscribed to the foregoing instrument, and owledged to me that he/she executed the same for the purpose and consideration therein expresse . Given under my hand and seal of office on this they of , 2018. NOTARY PUBLIC in and for a State of Texas Sce oak o'-c.Meok (End) 7 CALIFORNIA ALL-PURPOSE ACKNOWLEDGMENT CIVIL CODE J 1189 A notary public or other officer completing this certificate verifies only the identity of the individual who signed the document to which this certificate is attached, and not the truthfulness, accuracy, or validity of that document. State of California County of On O before me, own r ' a U Pwbi;c� Date Here Insert Name a d Title of the O r personally appeared Namb*) of Signer(s) who proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/sheAhey executed the same In his/her/their authorized capacity(ies), and that by hls/her/their signatures) on the Instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument. I certify under PENALTY OF PERJURY under the ALESSONORACONCEPCION RIMING laws of the State of Callfomia that the foregoing ' NolaryPuh9c-CaCdomla paragraph Is true and correct. K Orange Camly CanmE.Pi rM 175 WITNESS my hand and official seal. My Comm. Es�.a Aug 1T, 2f321 Signature a-Lf.GA'R..A efte.'_� Place Notary Seal and/or Stamp Above Signature of Notary Public Completing this Information can deter alteration of the document or fraudulent reattachment of this form to an unintended document Description of Attached Document Title or Type of Document: Document Date: Signer(s) Other Than Named Above: Capacity(ies) Claimed by Signer(s) Signer's Name: ❑ Corporate Officer — Title(s): ❑ Partner — ❑ Limited ❑ General 0 Individual 13 Attorney In Fact ❑ Trustee ❑ Guardian of Conservator o Other. Signer Is Representing: ®2017 National Notary Association Number of Pages: Signer's Name: 0 Corporate Officer — Title(s): © Partner — C Limited ❑ General E3 incilvldual ❑ Attorney in Fact ❑ Trustee ❑ Guardian of Conservator 11 Other. Signer is Representing: City of Round Rock ROl1NDROCK Agenda Item Summary TEXAS Agenda Number: Title: Consider executing a Temporary License to Use Real Property with M4 La Frontera, LLC regarding Summit II Improvements. Type: City Manager Item Governing Body: City Manager Approval Agenda Date: 7/27/2018 Dept Director: Michael Thane, Director of Utilities and Environmental Services Cost: Indexes: Attachments: LAF - Temporary License to use Real Property w- M4 La Frontera, LLC (00406017xA08F8).pdf, Partially executed Temporary License to Use Real Property w -M4 La Frontera, LLC (with exhibits) (00405989xA08F8).pdf Department: Utilities and Environmental Services Text of Legislative t=ile CM -2098-1800 Consider executing a Temporary License to Use Real Property with M4 La Frontera, LLC regarding Summit II Improvements. The City is the owner of a property located at 650 Hesters Crossing Road that is improved with a City elevated water storage tank. M4 La Frontera II, LLC (M4) is the owner of the property located at 710 Hesters Crossing Road known as The Summit at La Frontera. On July 26th, the City entered into a Development Agreement that allows the City to grant M4 certain access rights and privileges upon the City Property for the purposes of constructing driveway, landscaping, and fence improvements on the City Property according to the Site Development Plan for Summit 11 Eastern Drive Improvements. M4 shall promptly backfill any trench on the City Property and repair any damage caused by or on behalf of M4 to the remainder of City Property. The City grants and conveys to M4 and its agents and contractors a license to access and utilize the City Property to the extent reasonably necessary to install, construct, repair and maintain the improvements. In addition to the Development Agreement, the City also wishes to enter into an Access Easement Agreement with M4 for pedestrian and vehicular ingress and egress to and from the Summit II property and Hester's Crossing Road following the construction and City of Round Rock Page 1 Printed on 7/25/2018 Agenda item Summary Continued (CM -2018-1800) acceptance of the improvements. A third item, which is this Temporary License to Use Real Property, is required in order for City employees to temporarily access the City's water tower during construction of improvements by M4 to the existing driveway serving the water tower. This will allow the City employees to drive thru the Summit EI property in order to access the City property where the water tower is located. This temporary license will be in affect starting around July 16, 2018 and ending on or before September 15, 2018. City olRoundRock Page 2 Printed on 7/23/2018