R-2022-114 - 4/14/2022 RESOLUTION NO. R-2022-114
WHEREAS, Zoning and Development Code, Chapter 4, Article V1, Section 4-80 Code of
Ordinances (2018 Edition) provides that under certain conditions the City will furnish water and
wastewater services outside of the city limits; and
WHEREAS, CR 110 RE Investment, LLC is in the process of purchasing property located at
8801 Sofia Place, Round Rock, Texas, as described in Exhibit"A" ("Property"),and has requested that
the City furnish wastewater service to said Property; and
WHEREAS, the Council hereby determines that the City has adequate capacity of wastewater
service available for the purpose of serving the Property without impairing services within the City;
and
WHEREAS, the owner of the Property must comply with all of the provisions of§4-80 with
respect to costs, construction standards, inspections,et cetera; and
WHEREAS, the owner of the Property must also comply with applicable subdivision and
platting statutes and ordinances, Now Therefore
BE IT RESOLVED BY THE COUNCIL OF THE CITY OF ROUND ROCK,TEXAS,
That subject to owner compliance with applicable subdivision and platting statutes and
ordinances, and pursuant to Zoning and Development Code, Chapter 4, Article V1, Section 4-80 Code
of Ordinances (2018 Edition) the City Council hereby approves the furnishing of wastewater service to
the Property, subject to the owner's compliance with the requirements of said §4-80, at the rates
specified in §4-80(b) of the Code, and in accordance with the Out-of-City Wastewater Service
Agreement described below, and
01�12 2012 4:11,2:('564 75152:
BE IT FURTHER RESOLVED,
That the Mayor is hereby authorized and directed to execute on behalf of the City an Out-of-
City Wastewater Service Agreement with CR 110 RE Investment, LLC, a copy of said agreement
being attached hereto as Exhibit"B"and incorporated herein for all purposes.
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 14th day of April,2022.
R
CRAIG M GA Mayor
City of Ro and R ',k, Texas
ATTEST.,
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'PAG'AtNJ'S 4S, 0 y
KSCily Clerkk
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EXHIBIT"A"
LEGAL DESCRIPTION
Lot 7,Block"A",Siena South,a subdivision in Williamson County,
Texas,according to the map or plat thereof, recorded under Document
No.2020099280,Official Public Records of Williamson County,
Texas.
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EXHIBIT
OUT-OF-CITY WASTEWATER SERVICE AGREEMENT
THIS OUT-OF-CITY WASTEWATER SERVICE AGREEMENT ("Agreement"), is
made and entered by and between CR 110 RE INVESTMENT, LLC, a Texas limited liability
company an address of 11940 Jollyvillc Road, Suite 110-N, Austin, Texas 78759, referred to
herein as the"Customer," and the CITY OF ROUND ROCK, TEXAS a home-rule municipality
located in Williamson and Travis Counties,State of Texas with an address of 221 East Main Street,
Round Rock, Texas, 78664, referred to herein as the "City." The Customer and the City are
hereinafter referred to collectively as"the Parties,"or individually as a"Party."
RECITALS:
WHEREAS, the Customer is in the process of purchasing property at 8801 Sofia
Place, Round Rock, Texas ("Property"), being more particularly described and shown in
the attached Exhibit"A"which is hereby incorporated for all purposes;and
WHEREAS, the Customer is developing an approximately 8800 square foot retail center,
referred to as"Siena South—CRI 10 Retail"(the"Project");and
WHEREAS;the City has determined that it is desirable for the patties for the Property to
receive wastewater service from the City notwithstanding the fact that the Property is outside the
City's corporate limits,subject to the conditions set forth herein;and
WHEREAS, the City does not have an existing Out-of-City Wastewater Service
Agreement with the Customer to provide wastewater tothe Property,and
WHEREAS, the Customer and the City desire to enter into this Agreement to formalize
the terms by which the City will provide two and one-half (2.5) living unit equivalents of
wastewater service to the Property, and
WHEREAS,pursuant to the Zoning and Development Code,Chapter 4,Article VI,Sec.4-
80, Code of Ordinances (2018 Edition), City of Round Rock, Texas, the City Council hereby
determines that there is adequate capacity of wastewater treatment services available for the
purpose of servicing Customer without impairing services within the City,NOW,THEREFORE:
WITNESSETH-
That for and in consideration of the mutual promises contained herein and other good and
valuable consideration, and the covenants and agreements hereinafter contained to be kept and
performed by the respective Parties hereto, it is agreed as follows:
Article 1. Customer's Obligations Cinder this reement
1.01 Customer shall be required to own and install a standard wastewater service line
which will connect with Siena Municipal Utility District's ("District") wastewater system as
Out of City WastewaterAgreement rarCR 1 180 4874-5428-5330 v.1
shown in Exhibit "B," incorporated herein by reference for all purposes. Customer shall be
required to enter into a separate agreement with the District for pass-through wastewater service
and maintain said agreement at all times during the term of this Agreement. Customer's
wastewater flows shall enter the City's wastewater system as shown in Exhibit "B." Customer
shall provide the City with a copy of the executed pass-through agreement with the District prior
to the parties executing this Agreement,attached as Exhibit"C," incorporated herein by reference
for all purposes.
1.02 Customer shall grant the City the right of entry and access to Customer's private
wastewater line attached to the District's wastewater lines at all times to inspect,to investigate the
source of operational or maintenance problems,to prevent or detect,minimize,or avert operational
or maintenance problems,or for any other purpose reasonable related to the provision of service
under this Agreement. The Customer will cooperate with the City to provide access for these
purposes,provided that the City provides Customer at least one working day's written notice or,
in the event of an emergency,prior notice by telephone,confirmed facsimile,or electronic mail of
its need for access.
1.03 Customer shall be responsible for securing sufficient rights allowing Customer to
construct, install, operate, maintain, inspect, reconstruct, enlarge, relocate, rebuild, repair, and
remove a wastewater system and lines,together with all necessary lines,pipes,conduits,manholes,
ventilators, and other equipment, improvements, accessories and appurtenances or operations
thereto, in,upon, over,under,above and across any necessary areas of private or public property
to connect to the District's wastewater system. Customer has provided City an agreement
evidencing said connection rights,attached as Exhibit"C." Such right shall not conflict with any
existing easements held by the City.
1.04 Customer shall comply with all requirements of the Zoning and Development Code,
Chapter 4,Article VI,Sec.4-80, Code of Ordinances(2018 Edition),City of Round Rock,Texas,
regarding the furnishing of sewer services outside the city limits,a copy of such See. 4-80 being
attached hereto as Exhibit"D," incorporated herein by reference. Failure to comply with any of
these requirements shall give the City the option of terminating this Agreement.
1.05 Customer agrees that in the event the Property becomes contiguous with the City
limits of Round Rock,Texas,and meets all requirements of annexation,the owner of the Property
shall immediately apply for annexation into the City, and cooperate fully with the annexation of
the Property into the City and any zoning requirements of the City.
1.06 Any wastewater line that will be owned by the City shall be permitted through the
City's development office.
Article il.Provision of Wastewater Services
2.01 City agrees to sell Customer wastewater service as required by Customer for
domestic use on an as needed basis for a retail center located on the Property.
2.02 The wastewater service to be provided herein is for the Property as described in
Exhibit"A"and no other property.
2
Article Ill. Rates and Fees
3.01 Prior to connecting to the City's wastewater system,Customer agrees to pay City a
one-time wastewater connection fee of$4,497.50. Any additional service resulting from future
additions built on the Property shall require Customer to pay additional impact fees in accordance
with Zoning and Development Code, Chapter 4,Article VI,Sec.4-82, Code of Ordinances(2018
Edition), City of Round Rock,Texas,and as may be amended from time to time.
3.02 Customer agrees to pay City for all wastewater services provided to Customer at
the rate authorized by Chapter 44, Article 11, Sec. 4-34, Code of Ordinances(2018 Edition),City
of Round Rock,Texas, as amended from time to time,applicable to customers located outside the
corporate limits of the City. Consistent with that provision,the volume charge shalt be twice the
rate for commercial customers located within the corporate I units oft e City.Because the Property
is served with water from Jonah Water Special Utility District(Jonah SUD),the wastewater service
will be calculated based on the Customer's average water consumption for December, January,
and February of each winter, as determined from Jonah SU 's water bills, Customer agrees to
provide the City with copies of the aforesaid bills by April 1,of each year.
3.03 The City shall render monthly bills to Customer for wastewater services. Payment
shall be made no later than the sixteenth (16"')day following the mailing of the bill. Failure by
Customer to make a payment when and as specified will give the City the option to terminate all
obligations of the City under this Agreement.
104 Customer shall be subject to the penalty provisions for late payment as now exist
in Chapter 44, Code of Ordinances (2018 Edition), City of Round Rock, Texas, and as may be
amended from tirne to time.
Article IV. Com iance with Ordinances
4.01 Customer agrees to comply with all of City's ordinances as they now exist or may
be amended from time to time regarding the sanitary use oft e wastewater treatment system.
4.02 Custorner agrees to pay the one-time wastewater connection fee as set forth in See,
3.01 above and to pay all other fees applicable to wastewater service.
4.03 Customer agrees and understands that the City's willingness to provide wastewater-
service
astewaterservice to the Property is expressly contingent on the Property continuing to be used for its
proposed uses,namely a retail enter.Customer shall not change or expand the existing uses without
the express written consent of the City, which may be withheld for any reason. Any change or
expansion of uses without the consent of the City will give the City the option of terminating this
Agreement.
4.04 Customer agrees that it will comply with all of the City's ordinances regarding
subdivision,zoning,development,and building permits.
3
Article V.Force Majeure
5.01 In the event either Party is rendered unable,wholly or in part,by force majeure to
carry out any of its obligations under this Agreement, then the obligations of that Party, to the
extent affected by the force majeure and to the extent that due diligence is being used to resume
performance at the earliest practicable time, shall be suspended during the continuance of the
inability. The cause,as far as possible,shall be remedied with all reasonable diligence. The term
"force majeure"includes acts of God,strikes,lockouts or other industrial disturbances,acts of the
public enemy,orders of the government of the United States or the State of Texas or any civil or
military authority, insurrections, riots, epidemics, landslides, lightning, earthquakes, fires,
hurricanes, storms,floods,washouts,droughts,arrests,restraints of government and people,civil
disturbances,explosions,breakage or accidents to equipment,pipelines,or canals,partial or entire
failure of water supply, and any other inabilities of either Party, whether similar to those
enumerated or otherwise,that are not within the control of the Party claiming the inability and that
could not have been avoided by the exercise of due diligence and care. It is understood and agreed
that the settlement of strikes and lockouts shall be entirely within the discretion of the Party having
the difficulty and that the requirement that any force majeure be acceding to the demands of the
opposing party if the settlement is unfavorable to it in the judgment of the Party having the
difficulty. Force majeure shall relieve City from liability to Customer for failure to provide water
service due to an inability covered by this article. Force majeure shall not relieve Customer of its
obligation to make payments to City as provided in this Agreement.
Article V1.Term
6.01 The term of this Agreement shall be for a term of twenty(20) years from the date
hereof.
6.02 This Agreement shall become null and void upon the annexation of the Property by
the City.
6.03 This Agreement shall become null and void in the event Customer fails to purchase
the Property within six(6)months of the date this Agreement is fully executed.
Article VII. Miscellaneous Provisions
7.01 Customer is prohibited from selling or giving wastewater set-vice purchased herein
to anyone else.
7.02 Customer shall be permitted to assign its right herein to a bona fide purchaser of
the Property as long as the intended use of the service and the Property remains the same or similar.
7.03 This Agreement shall be construed under and in accordance with the laws of the
State of Texas, and any and all actions brought to enforce the terms of this Agreement shall be
brought in Williamson County,Texas.
7.04 This Agreement shall be binding upon and inure to the benefit of the Parties hereto
and their respective heirs, executors,administrators,legal representatives,successors, and assigns
where permitted by this Agreement.
4
7.05 In case any one or more of the provisions contained in this Agreement shall for any
reason be held to be invalid, illegal,or unenforceable in any respect,such invalidity, illegality,or
unenforceability shall not affect any other provision thereof,and this Agreementshall be construed
as if such invalid, illegal,or unenforceable provision had never been contained herein.
7.06 This Agreement constitutes the sole and only agreement of the parties hereto and
supersedes any prior understandings or written or oral agreements between the parties respecting
the within subject matter.
7.07 The violation by Customer of any or City's ordinances related to the use or
disposition of wastewater, or to subdivision, zoning, development or building ordinances shall
render this Agreement voidable at the option of City.
I'N WITNESS HEREOF, the parties have executed this Out of City Wastewater Service
Agreement in two(2) counterparts,each of which will be deemed an original on this the
day of 2022.
CR 110 RE INVESTMENT LLC
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Customer's Mailing Address:
11940 Jollyviile Road,Suite 110-N
Austin,Texas 78759
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CITY OF ROUND ROCK,TEXAS
By:
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Craig Morgan,Mayor
Attest:
Meagan Spinks, City Clerk
For City,Approved as to Form:
Stephan L. Sheets,City Attorney
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EXHIBIT"A"
LEGAL DESCRIPTION
Lot 7,Block"A",Siena South,a subdivision in Williamson County,
Texas,according to the map or plat thereof,recorded under Document
No.2020099280,Official Public Records of Williamson County,
Texas.
Exhibit"A"
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EXHIBIT"C"
PASS THROUGH AGREEMENT WITH SIENA MUD
[See following page.]
AGREEMENT FOR PASS-THROUGH WASTEWATER SERVICE
[LOT 7,BLOCK A,SIENA SOUTH]
THIS AGREEMENT FOR PASS-THROUGH WASTEWATER SERVICE [LOT 7,
BLOCK A, SIENA SOUTH] (this"Agreement') is entered into effective as of the Effective
Date (defined below), by and among SIENA MUNICIPAL UTILITY DISTRICT NO. i, a
political subdivision of the State of Texas operating under Chapters 49 and 54 of the Texas
Water Code (the "District"), CR iio RE INVESTMENT LLC, a Texas limited liability
company ("CR fro"), and the CITY OF ROUND ROCK, TEXAS, a home rule municipality
located in Williamson County, Texas (the "CW)."). The District, CR iio, and the City are
sometimes referred to individually in this Agreement as a "party" and collectively as the
"Parties' .1
RECITALS;
A. The District purchases and receives wholesale wastewater service from the City
pursuant to the Wholesale Wastewater Agreement_dated June 27,2013 between the District and
the City(the"WhoIesaie Agreement").
B. CR iio is planning to develop Lot 7, Block A, Siena South, a subdivision in
Williamson County,Texas, according to the map or plat thereof recorded under Document No.
20200()9820, Official Public Records of Williamson County, Texas (the "Property"), with
convenience store, gas station and other retail and/or restaurant uses within a single t8,7oo
square foot building. The City has represented to CR 110 that 2.5 living unit equivalents
("LUEs")of wastewater capacity in the City's wastewater system are available for use by CR 110
to serve the Property. However,because the City does not have existing wastewater lines in the
area to which the Property could readily connect, CR 110 has requested to use the District's
wastewater system on a pass-through basis in order to obtain retail wastewater service from the
City to the Property.
C. The Parties desire to enter into this Agreement to set forth the terms and
conditions on which the City and CR 110 may utilize the District's wastewater system to provide
wastewater service to the Property on a pass-through basis.
AGREEMENT
For and in consideration of the mutual promises,covenants,obligations, and benefits of
this Agreement,the Parties contract and agree as follows.
Section x. Recitals. The above and foregoing recitals are incorporated herein by
reference.
Section 2. Pass-Through Wastewater Service.
A. Authorization of Pass Through Service. Subject to the terms and
conditions of this Agreement, the City may connect a wastewater line (the "CR .tio
Wastewater Line") to the District's wastewater lines (the "Distlict Wastewater Lines")
and wastewater collection system at the point of connection identified as the "Point of
Connection to Siena MUD #i System" on Exhibit "A" attached hereto (the " istrict
Wastewater Point of Connection") to allow the City to provide up to 2.5 LUEs of retail
wastewater service to the Property using the District's wastewater system on a
M1048333.21
pass-through basis. The District has reviewed its current capacity and has determined
that it has the wastewater capacity to allow 2.5 LUEs of wastewater to pass from the
Property through its wastewater lines to the City's wastewater system in accordance with
this Agreement.
B. Limitations and other Conditions of Service.
1. Notwithstanding anything else in this Agreement to the contrary,
in no event will the City or CR 11o, out the prior written consent of the
District,deliver through the District's wastewater collection system more than 2.5
LUEs of wastewater from the Property measured at the District Wastewater Point
of Connection,
2. The District has and will continue to have its guaranteed
reservation and commitment Of 2,556 LUEs of wastewater capacity from the City
under the Wholesale Agreement. one of the L of capacity guaranteed and
reserved to the District under the VVbolesale Agreement will be utilized to serve
the Property under this Agreement. Instead, the City is committing 2.5 LUES of
wastewater capacity directly to the Property and will simply be using the
District's wastewater system to provide retail wastewater service to the Property
on a pass-through basis.
3. To the extent that CR 110 desires to make improvements to the
Property that would impact wastewater generation,CR iio will submit all plans
and specifications for such improvements to the District prior to construction of
such improvements so that the District may confirm that wastewater generated
from such improvements will not exceed the maximum limits set forth in this
Agreement. Each submission will include an engineer's calculation of LUES of
wastewater service proposed and the peak wet weather wastewater flows that will
be generated by the improvements, and such calculation will be subject to
confirmation and approval by the District. Further, within ten days after
approval by the applicable governmental authority, CR iio will provide the
District with copies of all approved site plans, and amendments thereto. CR 110
will be solely responsible for the cost of any infrastructure improvements to CR
iia's or the City's wastewater systems that are necessary to enable the City to
provide retail wastewater service to the Property, including the CR iio
Wastewater Line from the manhole located adjacent to the Property to the
District Wastewater Point of Connection (the TR_w2 lAste&aMEYaLzrL1i_u")
and CR i10 will, at its sole cost and expense, operate and maintain the CR 1.10
Wastewater Facilities in compliance with all applicable rules and regulations;
provided, however, that the CR iio Wastewater Line may be dedicated to the
District, in which case flie District will accept the CR iio Wastewater Line for
operation and maintenance.
4. THE DISTRICT WILL HAVE NO LL4LBILITY OF ANY
KIND OR NATURE WITH RESPECT TO THE SIENA NORTH
WASTEWATER FACILITIES,AND SIENA NORTH WILL INDEMNIFY,
DEFEND, AND HOLD THE DISTRICT AND ITS DIRECTORS,
OFFICERS, EMPLOYEES, CONSULTANTS, AGENTS, AND
REPRESENTATIVES HARMLESS FROM AND AGAINST ANY AND
ALL COSTS, DAMAGES, LIABILITIES (INCLUDING RFASONABLE
ATTORNEYS' FEES AND COSTS OF LITIGATION), SUITS,ACTIONS,
fW'048333-2)
Agreement for Pass-Through Wastewater Set-vice 2
LEGAL, OR ADMINISTRATIVE PROCEEDINGS, DEMANDS, FINES,
PUNITIVE DAMAGES, LOSSES, COSTS, OR CLAIMS OF ANY KIND
OR NATURE (COLLECTIVELY, "COSTS")THAT ARISE BECAUSE OF
OR IN CONNECTION WITH THE USE, OPERATION, OR
MAINTENANCE OF THE SIENA NORTH WASTEWATER FACILITIES.
SUCH OBLIGATION APPLIES WHETHER ACTUAL OR ALLEGED
NEGLIGENT ACTS OR OMISSIONS OF THE DISTRICT CAUSED THE
LOSS IN WHOLE OR IN PART; PROVIDED HOWEVER, IN THE
EVENT OF ANY JOINT OR CONCURRENT LIABILITY BETWEEN THE
DISTRICT AND SIENA NORTH, SIENA NORTH'S OBLIGATIONS
HEREIN WILL BE REDUCED BY THE PERCENTAGE OF
NEGLIGENCE OR FAULT APPORTIONED TO THE DISTRICT.
5. CR 110 and the City will be responsible for ensuring that all
discharges of industrial waste from the Property comply with federal, state, and
municipal requirements regarding pretreatment and monitoring of industrial
waste and other prohibited waste. Any compliance or enforcement efforts or
pretreatment requirements will be established and monitored by the City in
accordance with the City's ordinances; however, the District will be entitled to
inspect the facilities constructed to serve the Property and the connection at the
District Wastewater Point of Connection and to test the wastewater received at
the District Wastewater Point of Connection. If any test reflects that any
wastewater other than domestic wastewater is being received at the District
Wastewater Point of Connection, pretreatment of such wastewater will be
required, in accordance with the City's ordinances, at the expense of the
discharging party. The District will not have any obligations regarding the
required pretreatment of such wastewater. The City will not impose any fee,
charge, or fine upon the District for any violation of any ordinance, rule,
regulation, or agreement caused by wastewater received at the District
Wastewater Point of Connection, nor will the City impose upon the District any
surcharge that is caused by wastewater received at the District Wastewater Point
of Connection.
6. The 2.5 LUES of wastewater service authorized under this
Agreement may only be used to provide wastewater service to CR iio for the
Property. Except as expressly authorized by this Agreement for pass-through
wastewater service to the Property, neither CR no nor the City may connect, or
allow any other person or entity to connect, directly or indirectly, any other
facilities,persons,or property to the District's water or wastewater utility systems
without the prior written consent of the District. If CR no or the City does so,
the District may immediately terminate this Agreement and/or require CR i10 or
the City,as applicable,to immediately terminate service to the facilities,persons,
or property that have been connected in violation of this Agreement. The District
reserves the right to deny for any reason any request by CR no or the City to
increase the level of service under this Agreement or to serve any other facilities,
persons,or property.
C. Capacity Charge. For the 2.5 LUEs of pass-through wastewater service
capacity made available under this Agreement to the Property, CR 110 will pay a
non-refundable capacity charge of $1,208.84 to the District (the "Capacity Charge").
The Capacity Charge must be paid on or before the Effective Date.
(W1048333.2)
Agreement for Pass-Through Wastewater Service 3
D. Operation&M—aintenanct-P-ay—ment. The District will invoice CR no for a
prorata portion of the costs of the operation and maintenance of the District Wastewater
Lines used to provide pass-through wastewater service to each Lot under this Agreement
(as to each Lot, the "Operation & MainLenance-Ygymene'). The Operation &
Maintenance Payment will be allocated based on the ratio of the number of LUEs of
pass-through wastewater service capacity made available to the Lot under this
Agreement(provided that such number will not include any LUEs for which the Capacity
Charge has been paid until such LUEs are actually being utilized)to the total number of
wastewater LUE capacity in the District Wastewater Lines,as set forth on Exhibit"B"
attached hereto (as to each Lot, the "Prorata-Allocatian'). The Operation &
Maintenance Payment will be paid by CR iio within 3o days after receipt of the invoice.
The Operation & Maintenance Payment will be in addition to any other payments
required by this Agreement. Interest charges for any overdue Operation&Maintenance
Payment will be paid by CR 110 in accordance with Texas Government Code Section
2251.025.
R. Debt Se ce a ent. On or before October 31'of each year during the
term of this Agreement through and including 2047, CR 110 will pay an annual fee of
$75.00 per LUE to the District for the debt service for the District Wastewater Lines used
to provide pass-through wastewater service to each Lot under this Agreement(as to each
Lot, the "Debt Soryke Ppumene'), except that any LUEs will not be factored into the
Debt Service Payment until such LUES are actually being utilized. The Debt Service
Payment is CR no's Prorata Allocation of the debt service owed for the District
Wastewater Lines. The amount of the Debt Service Payment may be adjusted by the
District annually to reflect the actual debt service for the District Wastewater Lines, if
such debt service changes;provided,however,the District shall provide written notice to
CR no of any adjustment at least thirty days prior to the effective date of such
adjustment. The Debt Service Payment will be in addition to any other payments
required by this Agreement. Interest charges for any overdue Debt Service Payment will
be paid by CR iio in accordance with Texas Government Code Section 2251.025.
F. Pavment for Retail Service. The City will bill wastewater customers
within the Property directly for retail wastewater services furnished to such customers.
Section 3. Default. In the event of default by a Party,each nondefaulting Party may
give to the defaulting Party written notice of such default specifying the failure or default in
question. If the defaulting Party fails to fully cure the default specified in such notice within
thirty days after receipt of such notice, each nondefaulting Party will have the right to terminate
this Agreement as of the date of the event of the default and/or pursue all other legal or
equitable remedies. Each nondefaulting Party may employ attorneys to pursue its legal rights
and,if it prevails before any court or agency of competent jurisdiction,the defaulting Party will
be obligated to pay all expenses incurred by the nondefaulting Party, including reasonable
attorneys'fees. In addition to all other remedies available to the District,if,for any reason, CR
iio or the City violates any provision of this Agreement, the District will, after the notice and
opportunity to cure period described above,have the right to disconnect the Property from the
District's wastewater system and to terminate this Agreement if, in which event,CR 110 will be
solely responsible for all actual costs and standard District fees related to disconnection from
the District's wastewater system.
Section 4. Severability. The provisions of this Agreement are severable,and if any
provision or part of this Agreement or the application thereof to any person or circumstance is
ever be held by any court of competent jurisdiction to be invalid or unconstitutional for any
{W1048333.2}
Agreement for Pass-Through Wastewater Service 4
reason, the remainder of this Agreement and the application of such provision or part of this
Agreement to other persons or circumstances will not be affected thereby.
Section 5. Modification. This Agreement will be subject to change or modification
only with the mutual written consent of all Parties.
Section 6. Assignability. This Agreement may not be assigned by CR 110 or the
City,in whole or in part,without the prior written consent of the District. This Agreement will
be recorded in the Official Public Records of Williamson County,Texas,will run with the land
comprising the Property,and will be binding upon and inure to the benefit of the Parties,their
respective successors and permitted assigns, and all future owners or occupants of any portion
of the Property.
Section 7. Applicable Law. This Agreement will be governed by,and construed in
accordance with the laws of the State of Texas. All of the obligations contained in this
Agreement are performable in Williamson County,Texas.
Section 8. Parties at Interest. This Agreement will be for the sole and exclusive
benefit of the Parties hereto and will never be construed to confer any benefit to any third party.
Section 9. Waiver. Each Party may specifically, but only in writing, waive any
breach of this Agreement by another Party,but no such waiver will be deemed to constitute a
waiver of similar or other breaches by such other Party.
Section io. Notices. All notices to the District will be in writing and mailed by
Certified Mail,Return Receipt Requested,addressed to:
Siena Municipal Utility District No. 1
c/o Armbrust&Brown,PLLC
Attn: Kevin M.Fiahive
wo Congress Avenue,Suite 1300
Austin,Texas 78701
with copy to:
Armbrust&Brown,PLLC
Attn: Kevin M.Flahive
ioo Congress Avenue,Suite 1300
Austin,Texas 78701
All notices to CR 110 will be in writing and mailed by Certified Mail,Return Receipt Requested,
addressed to:
CR 110 RE Investment LLC
Attn: Shakeel Badarpura
11940 Jollyville Road,Suite ilo-N
Austin,Texas 78759
All notices to the City will be in writing and mailed by Certified Mail,Return Receipt Requested,
addressed to:
{Wi048333.2}
Agreement for Pass-Through Wastewater Service 1
City of Round Rock
Attn. City Manager
221 East Main Street
on Rock,Texas 78664
with a copy to:
Sheets&Crossfield,P.C.
Attn: Stephan L.Sheets
go g East Main Street
Round Rock,TX 78664
Any Party may change its address by giving written notice of such change to the other Parties.
Section ii. Term. This Agreement will be in force and effect for a ter rn of twenty
years from the Effective Date.
Section 12. Effective Date. The effective date of this Agreement (the "Effective
Date')will be the date that the last of CR no,the City and the District executes this Agreement;
provided, however, that notwithstanding anything herein to the contrary, in the event CR im
fails to acquire fee simple title to the Property by September 30, 202.1, this Agreement will
automatically terminate and be of no further force or effect
Section 13. Multiple Originals. This Agreement may be executed in a number of
counterparts, each of which will for all purposes, be deemed to be an original, and all such
counterparts will together constitute and be one and the same instrument.
Section:14. Entire Agreement. This Agreement,including Exhibits,constitutes the
entire agreement of the Parties and supersedes all prior agreements and understandings related
to the subject matter hereof.
Sectiont5. Authority. Each Party represents and warrants that it has the full right,
power, and authority to execute this Agreement and all related documents. Each person
executing this instrument on behalf of a Party represents that he or she is an authorized
representative of and has the authority to sign this document on behalf the respective Party.
[counterpart signature pages follow]
{wro4S333•2}
Agreement for bass rough Wastewater Service 6
IN WITNESS WHEREOF, the Parties have caused this Agreement to be executed
effective as of the Effective Date.
DISTRICT:
SIENA ICI AL TRICT NO.i
By.
o5rdf
Kuenstler, resident
B Directors
Date: June 2021
THE STATE OF TEXAS §
COUNTY OF TRAVIS §
This instrument was acknowledged before me on the2�'y of June,2021,by Douglas
Kuenstler,President of the Board of Directors of Siena Municipal Utility District No.t,on behalf
of said district.
(s l USA KAUFA
NoteryPuh� PAteatTew Notary Public S nature
IINk 6 Mr6
I yftVWM:0"0W3-1a�oz�
{W1048333.2}
Agreement for Pass-Through Wastewater Service
CR xx
CR no INVESTMENT LLC,
a Texas limited liability company
Date: June ��i
STATETHE TEXAS
COUNTY OF U42 —�1t
This instrument was acknowledged before me on the day of June,2021,by I �,Gc f
p° M, of CR xxo Investment LLC, a Texas limited is ili company, o
behalfof said limifediriability company.
(seal)
Rotary9Wic Si nature
DIRG A KAFL
r Notary ID N1117b5
42
My Corremisston£xQVr s
November S.1012
I'
i'
1W10483312)
r Agreement for Pass-Through Wastewater Service
CITY:
CITY OF ROUND ROCK,TEXAS
By,
Craig Morgan,Mayor
Date: June a 2021
THE STATE OF TEXAS §
COUNTY OF §
This instrument was acknowledged before me on the day of June, 2021,by Craig
Morgan,Mayor of the City of Round Rock,Texas,on behalf of said city.
(seal) ........ .
Notary Public Signature
{Wx048333.2}
Agreement for Pass-Through Wastewater Service 19
EXHIBIT"A?'
DISTRICTTCONNECTION
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M1048333x2)
Agreement for Pass-Through wastewater Service A-1
EXHIBIT"B"
PRORATA ALLOCATION
Developer Interest Calcualtions
LOT 7 and LOT 6
not bonded 3.00% Costs Interest
WWA Costs $628.59
Completed 1/2812021
Close 3/21/2021 Assume 3 months $4.71
Not bonded 3.00% Costs Interest
WW E Costs $580.25
Completed 112812021
Close 3121/2021 Assume 3 months $4.35
Total Developer Interest $9.07
Total Costs
Construction
W W A $628.69
WW E $584.26
Engineering and Testing(ate 12%construction costs
WW A $76.42
WW E $69.63
Developer Interest
WW A $4.71
WW E $4.35
Total Costs Per Section
WW A $708.74
WW E $654.23
Total Cost for Pass.Through Service for Lot 7 and or Lot 6 $1,362.97
{Wa048333.2}
Agreement for Pass-Through Wastewater Service
Slens MUD I VVWAJlocaUon for Siena Cmumdal Along CR 110 SieneSoOLCU60W7
segmad MH 10 Pipe Size Sbpe Unit Cost Siena Lues Total Costs
fin) N
WWA
12 025 line A BCD
5®Dim MH 1 7,00000 7000
v namprop MH 2 8,000.00 16000
12'24-W deep 150 280.00 42000
12"22-2W deep 214 215DO 46010
S.D.6 MH 44 500.0a 22000
Canned 10 EX I 2,5w.00 25W
Trench So" 304 1 364
Adjust MH 3 250 750
24'StW En 80 188.00 15040
Sb*1ng 364 125 455
M119-00
WWE 0.5 Line E 300
4 Std MH bofted 3 4,9MMO 14700as
163 53.00 8639
8'10-12'deep
8-12-14 deep 370 SUO 21090
8.14-1 'deep Ila 71.00 8378
a
"1 1 ' 5 9MOO 6750
E-D.-F MH 18 450-00 8100
stawng 726 1.25 907.5
Trench$vfey 726 1 725
Acrpd MH 6 250 1500
70,790.50
TOW Costs $=.909-50
lb
VVWE VVWA -C,4- 8
C,5 -
r Une 12"Llne TOW Pw*wed Costs m 1=
Pro-Raled Costs CO
LOT 7 U ILES $58025 $s2a.59 $1,2DL&4
LOT a 25Lues $6802B $132aZ9 $1ADL84
'S
EXHIBIT I'D"
Zoning and Development Code, Chapter 4,Article VI,Sec.4-80
Sec.4 84. -Furnishing of water, reuse water,and sewer services outside city limits.
(a) Conditions under which city services will be provided.The city shall furnish water,sewer and/or reuse
water services to residential and commercial users located outside the city limits only upon the
following conditions:
(1) Adequate capacity exists.There is adequate capacity of city services available for the purpose of
servicing residential and commercial users outside the city without impairing services within the
city.Whether such adequate capacity exists shall be determined solely by the city council, and
the determination of the city council shall be final.
(2) Owners outside city limits to bear costs of lines and furnish easements.The construction costs of
water,sewer and/or reuse water lines and appurtenances which serve residential and commercial
users outside the city limits shall be paid for by the owner,developer,or political entity requesting
the service. Such owner,developer,or political entity shall also furnish suitable construction and
permanent easements and rights-of-way for utility lines.
(3) Construction to conform to city standards.All design and construction shall be in accordance with
city standards and specifications.
(4) New subdivisions to comply with subdivision regulations. New subdivisions recorded after the
date of passage of this section desiring city water,sewer and/or water reuse services shall comply
with the subdivision regulations of the City of Round Rock,Texas,in effect at the time such new
subdivision is approved. Existing subdivisions whose plats were recorded with the County Clerk
of Williamson County,Texas,at the time of the passage of the original Ord. No. 269 (January 8,
1976) can be furnished with water and sewer services without the necessity of having sanitary
sewer collection and treatment facilities.
(5) City to have right of review.The city shall have the right to review and approve all plats and plans
and inspect and approve all water, sewer and/or reuse water construction within subdivisions
where water, sewer,andlor reuse water service is to be provided.
(6) Water and sewer facility requirements. Except as provided in subsection (4)of this section, all
residential and commercial users shall have sanitary sewer collection and treatment facilities.
Water will not be provided to residential and commercial users who utilize septic tanks save and
except water can be provided to subdivisions whose plats were recorded with the County Clerk
of Williamson County,Texas, at the time original Ord. No.269 was adopted(January 8, 1976).
(7) Water,sewer,and/or reuse waterlines to meet ultimate requirements of city.Where water,sewer,
and/or reuse water lines and appurtenances are extended outside the city limits, the lines shall
be sized to serve the ultimate requirements of the city.
(8) Extended lines to be designed and inspected by city's engineer. All water, sewer, and/or reuse
water lines and appurtenances extending from existing city facilities to any tract of land outside
the city limits requesting water, sewer, and/or reuse water service shall be designed and
inspected by the city's engineer. The owner, developer, or political entity requesting the service
shall pay for these services in keeping with the current contract between the city and the engineer
employed by the city.
(9) City may reimburse owner for oversized lines.Where the size of the water, sewer,and/or reuse
water lines required to meet the ultimate requirements for the city is larger than eight inches and
the total capacity is not required to serve the tract of land to be developed,the city may enter into
a contract with the owner, developer, or entity constructing the lines for reimbursement for the
excess capacity as other users request and are granted service. The developer or entity
requesting service from an existing line shall pay a tap fee on a pro rata basis,as hereinafter set
forth. The reimbursement to the owner, developer, or entity who paid for the line construction
11
shall be made only from those tap fees paid to the city by users of the facility paid for by the said
owner,developer,or entity.
(10) Pro rate basis for tap fee. The pro rata basis for the tap fee shall be computed based upon the
required demand for use and the fire protection as specified by the engineering criteria approved
by the city®s engineer. The basis for cost shall be the actual total cost of the facility plus five
percent(5%)interest The total cost shall include, but shall not be limited to,construction costs,
engineering costs,and inspection costs.
(11) Wholesale bulk rate sales of water, Facilities constructed and paid for by another public entity or
facilities which will later be acquired by a public entity may be owned, operated,and maintained
by that entity. Such facilities shall purchase water from the city at a negotiated wholesale bulk
rate.The city shall own, operate,and maintain all other facilities.
(b) Rates.The rates paid by residential and commercial users located outside the city limits for the use of
the water, sewer, and/or reuse water facilities of the city shall be in accordance with sections 44-32,
44-33,and 44434 of the Code of Ordinances.
12
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