CM-2021-104 - 4/16/2021ELECTRONICALLY RECORDED 2021056417
Williamson County, Texas Total Pages: 12
LICENSE AGREEMENT
This License Agreement (the "Agreement") is made this day o
2021 (the "Effective Date"), by and between the CITY OF ROUND ROCK, a Texas home rule
municipality (hereinafter "Licensor"), and CITY OF GEORGETOWN, TEXAS, a Texas home
rule (hereinafter "Licensee"). Licensor and Licensee are collectively referred to as the "Parties."
RECITALS
WHEREAS, Licensor is the owner of the real property (hereinafter, the "License Area"),
which is the public right-of-way of New Hope Drive east and west ofCR175, as shown in Exhibit
"A," attached hereto and incorporated herein; and
WHEREAS, Licensee desires to exercise certain rights and privileges upon public rights -
of -way located within the License Area; and
WHEREAS, Licensor desires to grant Licensee certain rights and privileges upon public
rights -of -way within the License Area.
NOW, THEREFORE, in consideration of the mutual agreements, conditions and covenants
covenants herein set forth, receipt, adequacy and sufficiency of which are hereby acknowledged, the
Parties hereto agree as follows:
I. License
1.1 Licensor shall grant Licensee a license to construct, install, operate, maintain, inspect,
reconstruct, enlarge, relocate within the License Area, rebuild, repair, and remove a water
distribution system and waterlines, together with all necessary lines, pipes, conduits, valves,
vaults, manholes, ventilators, and other equipment, improvements and appurtenances
thereto ("Improvements") under and across the License Area, subject to all conditions
recited herein.
1.2 It is understood that this Agreement creates a license only and that Licensee does not and
shall not claim at any time any interest or estate of any kind in the public rights -of -way
located within the License Area by virtue of this license.
1.3 It is further understood that the Improvements may be located only as depicted on the
attached Exhibit "A," and that no further improvements of any kind in the public right-of-
way shall be allowed, subject to such relocation as described below.
1.4 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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004650561ss2
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1.5 It is further understood that Licensor has no duty to maintain, operate, replace, or repair any
improvement in the License Area, including the payment of any fees of any kind associated
with any improvements.
1.6 It is further understood that Licensee shall promptly make any repairs to the License Area
and shall restore it at its own expense to its existing condition after construction or
maintenance by Licensee. If repairs are not promptly made by Licensee, the Licensor shall
have the right to make the repairs at the expense of the Licensee.
1.7 It is further understood and acknowledged by Licensee that the License Area is intended for
a future public transportation right-of-way, including utility, drainage, and other facilities
appurtenant thereto, and Licensee accepts this license subject to the following conditions:
(i) Licensee shall, at is sole expense, install and maintain all improvements, and exercise
the rights granted herein, in such a way as to not interfere with Licensor's use of the
property as a public transportation right of way;
(ii) Licensee shall bear sole responsibility for costs associated with relocating the
facilities, or for mitigating, eliminating, or removing any conflicts with Licensee's
improvements caused by Licensor's use of property as a public transportation right of
way; and
(iii) To the extent allowed by law, Licensee does hereby indemnify and hold harmless
Licensor for any damage to Licensee's improvements caused by use of the property
by Licensor, its heirs, and successors. It is hereby explicitly understood and affirmed
that no such indemnity shall extend to assignees or franchisees of Licensor.
In the event a relocation is required, as described in 1.7(iii) above, Licensor and Licensee
shall cooperate to identify an alternative location within the right-of-way of New Hope Drive
for relocation of Licensee's improvements; and, to amend the Agreement as necessary.
1.9 It is further understood that Licensor retains, reserves, and shall continue to enjoy the License
Area for any and all purposes which do not interfere with and prevent the use by Licensee of
the License Area.
U. Consideration
2.1 In consideration for this license, Licensee shall pay Licensor $10.00 and other good and
valuable consideration the sufficiency of which is hereby acknowledged.
III. Nonassignability
3.1 The license granted in this Agreement is personal to Licensee and this Agreement is not
assignable. Any assignment in violation of this Agreement will automatically terminate the
license.
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IV. Terminable at Will
4.1 Licensor may terminate this agreement at any time, upon 180 days written notice to Licensee
in accordance with Section 8.1 of this Agreement, but no but no sooner than the termination
or expiration of the Wholesale Water Service Agreement Between the Cities of Round Rock
and Georgetown, or subsequent agreement (Water Contract). Upon termination, Licensor
may at its election, remove or abandon in place the Improvements.
V. Indemnity
5.1 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.
5.2 Licensor shall comply with the requirements of all applicable laws, rules and regulations,
and to the extent allowed by law, shall indemnify and hold harmless Licensee, 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 Licensor's exercise or
interruption of the license under this Agreement.
VI. Release
6.1 Licensee assumes full responsibility for its exercise of the license, and 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 cost 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 (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.
6.2 To the extent allowed by law, Licensor hereby releases, relinquishes and discharges
Licensee, its officers, agents and employees, from all claims, demands, and causes of action
of every kind and character, including the cost 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 (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 Licensor's granting 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.
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VII. Governing Law
7.1 This Agreement shall be construed under and accord with the laws of the State of Texas,
without regard to its conflict of law principles and all obligations of the parties created
hereunder are performable in Williamson County, Texas. Venue for any dispute under this
Agreement shall lie exclusively in the courts of Williamson County, Texas.
VIII. Notice
8.1 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:
CITY: City of Round Rock
ATTN: City Manager
221 East Main Street
Round Rock, Texas 78664
LICENSEE: CITY OF GEORGETOWN
ATTN: City Manager
808 Martin Luther King Jr. Street
Georgetown,
IX. Attorneys' Fees
9.1 In the event of any dispute and/or legal action arising from an interpretation and/or
performance of any of the provisions of this license, the parties hereby agree that the
prevailing party shall be awarded reasonable attorneys' fees and costs.
X. Limitation of Liability
10.1 Neither party is responsible for any indirect, incidental, special, exemplary, or punitive
damages.
XI. Modification
11.1 No change or modification shall be made effective unless in writing and signed by an
authorized representative of each party.
XII. Waiver of Jury Trial
12.1 In the event of any legal proceeding between Licensor and Licensee relating to this
Agreement, neither party may claim the right to a trial by jury, and both parties waive any
right they may have under applicable law or otherwise to a trial by jury.
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XIII. Severability
13.1 In the event any provision of this Agreement should be held to be void, voidable or
unenforceable in any respect, the remaining provisions shall remain in full and effect.
XIV. Integration
14.1 This Agreement contains the entire understanding, agreement of compromise and
settlement between the parties with respect to its subject matter, and supersedes all
previous agreements concerning the subject matter.
(Signatures on the following page.)
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IN WITNESS WHEREOF, this Agreement is executed as of the Effective Date.
LICENSEE
The City of Georgetgwq, Texas
By:
Printed Name: y" �kr
Title: '}� /_{w''"-��✓
LICENSOR
The City of Round Rock, Texas
Bg
Laurie Hadley, City Ma ger
(Acknowledgments on following pages.)
2021056417 Page 7 of 12
STATE OF TEXAS
COUNTY OF WILLIAMSON
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s=)-/T=�Zme)
wledged before me on this day of , 2021,
by, as City Manager of the City of Georgeto , whose name is
subscribed to the pr ceding instrument and acknowledged to me that he executed it for the
purposes and consideration expressed in it.
Notary Public, State of A
THE STATE OF TEXAS
COUNTY OF WILLIAMSON
This instrument was acknowledged before me on this /OAdayof 2021,
by Laurie Hadley, City Manager of the City of Round Rock, in the capacity and for the purposes
and consideration therein indicated.
X\a%ti1uuuit_ ,� L
��N1QUEgp Signature
49
r ; Printed N ._e
Notary Public, State of
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Exhibit "A"
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ELECTRONICALLY RECORDED
OFFICIAL PUBLIC RECORDS
2021056417
Pages- 12 Fee- $73.00
04/16/2021 02.31 PM
Nancy E. Rister,County Clerk
Williamson County,Texas