CM-2020-124 - 5/1/2020 ELECTRONICALLY RECORDED 2020045795
Williamson County, Texas Total Pages: 10
LICENSE AGREEMENT
This License Agreement ("Agreement"), is entered into by and between the CITY OF
ROUND ROCK, TEXAS (hereinafter "Licensor"), a Texas home rule municipality, and UV
MEMORY CARE,LLC,a Texas limited liability company("Licensee").
WHEREAS,Licensor is the owner of a Public Utility Easement(hereinafter,"Property"),
which is described as a 10-foot Public Utility Easement running parallel to the east property line
of Lot 1, Block A, of University Village North Section 2, a subdivision in Williamson County,
Texas,according to the map or plat thereof recorded in Document No.2010067711 of the Official
Public Records of Williamson County, Texas. A copy of page 2 of the recorded plat is attached
hereto as Exhibit"A";and
WHEREAS, Licensee owns Lot 1, Block A, of University Village North Section 2, a
subdivision in Williamson County, Texas, according to the map or plat thereof recorded in
Document No. 2010067711 of the Official Public Records of Williamson County, Texas
("Licensee's Property");and
WHEREAS,Licensee desires to exercise certain rights and privileges within the Property;
and
WHEREAS, Licensor desires to grant Licensee certain rights and privileges within the
Property;and
NOW,THEREFORE, it is agreed as follows:
License
1. Licensee shall have the right to install and maintain irrigation and landscaping
improvements ("Licensee's Improvements") in, over and upon the Property in the locations
indicated as the"Area of Encroachment"on the map attached hereto as Exhibit`B."
It is understood that this Agreement creates a license only and that Licensee does not and
shall not claim at any time any additional interest or estate of any kind in the easement located
within the Property, or any other easements located within Licensee's Property, by virtue of this
license.
It is further understood that before the installation of Licensee's Improvements or
subsequent improvements,but not for the purpose of maintaining,upgrading or repairing,Licensee
shall obtain all required permits from Licensor.
It is further understood that Licensee must comply with all other requirements of the Code
of Ordinances of the City of Round Rock,Texas.
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427259 THC
License to Encroach—University Village Memory Care
2020045795 Page 2 of 10
It is further understood that Licensor has no duty to maintain,operate,replace,upgrade,or
repair any of Licensee's Improvements in or upon the Property,including the payment of any fees
of any kind associated with any of Licensee's Improvements.
Consideration
2. In consideration for this license, Licensee shall pay Licensor $10.00 and other
valuable consideration.
Nonassignable
3. This license granted in this Agreement is personal to Licensee and Licensee's
tenants.This Agreement is not assignable other than to a tenant of Licensee and Licensor hereby
expressly consents to any assignment to a tenant. Any other assignment of this Agreement will
automatically terminate the license.
Terminable at Will
4. This Agreement is terminable by either party at will by the giving of actual notice
of a particular termination date to the other party but with not less than 30 days' notice. Upon
termination, if Licensee does not remove Licensee's Improvements prior to the termination date,
which shall be not less than 30 days from notice,any of Licensee's Improvements to Property will
become the property of Licensor and it is agreed that Licensor will not need to reimburse Licensee
or a tenant for any costs expended for said Licensee's Improvements.
Indemnity
5. LICENSEE SHALL COMPLY WITH THE REQUIREMENTS OF ALL
APPLICABLE LAWS, RULES AND REGULATIONS, AND SHALL INDEMNIFY AND
HOLD HARMLESS LICENSOR, ITS OFFICERS,AGENTS AND EMPLOYEES FROM
AND AGAINST ANY AND ALL CLAIMS,LOSSES,DAMAGES, CAUSES OF ACTION,
EXPENSES OF LITIGATION, COURT COSTS, AND ATTORNEY'S FEES, FOR
INJURY TO OR DEATH OF ANY PERSON, OR FOR DAMAGE TO ANY PROPERTY,
ARISING OUT OF OR IN CONNECTION WITH LICENSEE'S EXERCISE OF THE
LICENSE UNDER THIS AGREEMENT, EXCEPT FOR ACTS OF LICENSOR OR ITS
OFFICERS, AGENTS OR EMPLOYEES, THAT ARE GROSSLY NEGLIGENT OR OF
WILLFUL MISCONDUCT OR OF LICENSOR'S CONTRACTOR'S ACTS THAT ARE
NEGLIGENT OR OF WILLFUL MISCONDUCT.
Release
6. Licensee assumes full responsibility for its exercise of the license, and except for
the acts of Licensor or its officers, agents or employees, that are grossly negligent or of willful
misconduct or of Licensor's contractor's acts that are grossly negligent or of willful misconduct,
Licensee hereby releases,relinquishes and discharges Licensor,its officers,agents and employees
from all claims,demands,and causes of action of every kind and character, including the costs of
defense thereof, for any injury to, including death, of person (whether they be third persons,
contractor, or employees of either of the parties hereto) and any loss of or damage to property
2
2626645795 Page 3 of 16
(whether the same be that either of the parties hereto or of third parties)caused by or alleged to be
caused, arising out of, or in connection with, Licensee's exercise of the license under this
Agreement whether or not said claims, demands and causes of action in whole or in part are
covered by insurance.
Venue
7. This Agreement shall be construed under and according with the laws of the State
of Texas, and all obligations of the parties created hereunder are performable in Williamson
County,Texas.
Notice
8. Notice shall be mailed to the addresses designated herein or as may be designated
in writing by the parties from time to time and shall be deemed received when sent postage prepaid
U.S.mail to the following addresses:
LICENSOR: City of Round Rock
Attn: City Manager
221 East Main St.
Round Rock,TX 78664
LICENSEE: UV Memory Care,LLC
Attn: Paul DeNucci
8310 Capital of Texas Highway, Suite 275
Austin,Texas 78731
IN WITNESS WHEREOF, this Agreement is executed with effective date being the date
last executed below.
CITY OF ROUND ROCK,TEXAS,LICENSOR
B �—
Laurie Hadi y,City Mana r
(Acknowledgement Next Page)
3
2626645795 Page 4 of 16
ACKNOWLEDGMENT
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 LAURIE HADLEY, as City Manager of the CITY OF ROUND ROCK,
TEXAS, 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.
2620
\``�ti���iuuFhyen my hand and seal of office on this tAe4da "It�,20".
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4
2020045795 Page 5 of 10
UV MEMORY CARE, LLC, LICENSEE
By Il
LLf Paul eNucci,President
ACKNOWLEDGMENT
STATE OF TEXAS 4
9
COUNTY OF TRAVIS §
BEFORE ME, the undersigned, anotary public in and for said county and state, cn this day
personally appeared PAUL DeNUCCI, President of UV MEMORY CARE, LLC, aTexas limited
liability company, m behalf of said company, known to me to be the person whose name is
subscribed to the foregoing instrument, and acknowledged to me that lie executed the same for the
purpose and consideration therein expressed.
Given my hand and seal of office on this the 23rd day of April ,2020.
Notary Public, State of Texas
After recording, return to: ®,.®�°8�',!®�® CHISTY MICHELLE JESSEE
Sara Wldte = .Notary Publid,State of Texas
City Clerk, City of Round Rock comm•Expires 01•21•2624
221 E Main St.
®� +�;°®°®®®® N®taty in iqiniia79
Round Rock, TX 78664
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2020045795 Page 6 of 10
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EXHIBIT "A"
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2020045795 Page 7 of 10
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2020045795 Page 8 of 10
EXHIBIT "B"
2020045795 Page 9 of 10
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2020045795 Page 10 of 10
ELECTRONICALLY RECORDED
OFFICIAL PUBLIC RECORDS
2020045795
Pages: 10 Fee: $57.00
05/04/2020 04:24 PM
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Nancy E. Rister,County Clerk
Williamson County,Texas
Agenda Item Summary
City of Round Rock
Agenda Number:
Consider executing a License Agreement with UV Memory Care, LLL for
landscaping and irrigation improvements.
Title:
City Manager ItemType:
City Manager ApprovalGoverning Body:
5/1/2020Agenda Date:
Brad Wiseman, Planning and Development Services DirectorDept Director:
$0.00Cost:
Indexes:
ENCR1902-0001 WL University Medical Center - License Agreement
Executed
Attachments:
Department:Planning and Development Services Department
Text of Legislative File CM-2020-124
This is an agreement to allow landscape and irrigation in the P.U.E. on this site. Franchise
utilities and Utilities have agreed to the encroachment.
Page 1City of Round Rock Printed on 5/5/2020