Contract - RE Investment, LLC - 4/14/2022 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 Jollyville 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 CR 110, Round
Rock, Texas ("Property"), being more particularly described 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 -CR 110 Retail" (the "Project"); and
WHEREAS; the City has determined that it is desirable for the parties 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 to the 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 V1, Sec. 4-
80, Code of Ordinances (2019 Edition), City of Round Rock, Texas, the City Council hereby
detennines 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 ON44tions Under this Aareement
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
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 to 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, See. 4-90, Code of Ordinances (2018 Edition), City of Round Rock, Texas,
regarding the furnishing of sewer services outside the city limits, a copy of such Sec. 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 11. 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 ll,l,. R, ates; 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 V1, 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 shall be twice the
rate for commercial customers located within the corporate limits of the 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 SUD'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 (10h) 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.
3.04 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 time to time.
Article I . Compliance 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 of the wastewater treatment system.
4.02 Customer agrees to pay the one-time wastewater connection fee as set forth in Sec.
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 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 jeure" 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 V . Term
6.01 The term of this Agreement shall be for a term of twenty ( 0) 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 service purchased herein
to anyone else.
7.02 Customer shall be permitted to assign its right herein to a bona fie purchaser of
the Property s 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.
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 Agreement shall 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 of 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.
IN WITNESS HEREOF, the parties have executed this Out of City WastewaterServi�C�
Agreement in two (2) counterparts, each of which will be deemed an original on this the
i........................
day of
��,�2022.
5
CR 110 RE INVESTMENT LLC
e �p
.......
Na e: I ijaj Badarpura
Customer's Mailing Address:
11940 Jollyville Road, Suite 110-
Austin, Texas 78759
6
CITY OF ROUND ROCK,TEXAS
By:
Craig Mor an-, ayor
Attest:
i
eagan Spi s, City [er
For ,° Approved to Form:
Stephan . Sheets, City Attorney
7
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.
8
Exhbt"A"
m 1 Nat 2�,kCt
I�D......... .... ..... ......
w
..... ........
...............
0
152065 u pIERA Ill � 1 � E
pm,
d
SI I1�I
.. ig
—slF
a 606976
l Il
...�� � .
IN
�I ------------
934"1956 ,.
6 SI St UTI I
n�
Q�629� �m
00
1 IC'NUTI' I G
169979
8696976
96399
I
1d
i
129917
R020772 �
N
G°w 102.6729
�w
�I I
t I
Enter Map �h�� ... �aiir.ia.k,"rui�K rapI:t 4Irw� TrssInaj:nMayo, M» ru,i a.rY.n r11k1wi4l rraluAjlr �a
�Mln PpV I�°04/101512022er a mw,r ted I au bow Am Il�n�'i I'at rrr8 ru by u�air lrq�d r NX rOCT iX w nnl 10.
m I � 1A � b V �
m
Inn�IIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIl01111111111W ��'"�=� (,',2012Stc,➢uurIlll„4111 rit 1hts r'Srt*rrq^d
,I N11V1ki111lJ11C7 ' ,1 "'T.M.Ml,TE1111OI:Illil 11 "I IIlDNN'lI','lice' :V 011lI`
Ill h't I'D"M+ "8 a „�tiFiwmP' rl.. IRV,1awu.m�� ow'V...•t
� ure'a,vlk��� y I�
raeMlwa awroma IIW
euro
N t IrolI u" (�uJr. %y^6+B" YNqM� .!t.l.l,lllU IIi� 40111.11
RII
I B�uIIVIIIIIIOIII�MIi�'wu � � � � P9� n � 1
uu
r
oV a P�•, I �, rBY
� IIV� 'o,
ro•: m��
.............
H° � .�— ,� � IIpI w luau .. a � �
,.. ,4d 'YI I�' N' p^" W T ^�Inr 040""
wuxm 9W _•�';
� w
� � �� ++ „,.,, r IIS � �„r..,.•�- � �; �m'.,� u � i, P
Nu
,P11• Ir, I I� � w ,� ° rA
II
w�m��w� of mw+A° rd
.TI..M. '.'@", r 4
' m, lu, x
tt a I y�
I W 1 fW Iw "dart
�JI
vl "
IPJ1 � •B
�uB
1141
r
a�iIII dwa' mV� PV1w� ro
�nx IY I� aN I ,
n'IfiiP� ow / � "I�q get op ,...
w I
p illBd I
u "
w�•
M
I e,
I �IpI
Al
rl 4 �o11w "•1 t .. _ app .,
;' R VIII I
P �I1I VR 1 , P I I61 I� !Ip WW' w mu Bro n lro
WuWa asp u n w n a n. '� IN
IIIIIIIIIIIIIIIIIIIIIIIIIul�wfnrrtl.�.. I � � �� �� 0. � � i
u
,IIP
I � I�
EXHIBIT "C"
PASS THROUGH AGREEMENT WITH SIENA MUD
[See following e.]
l
AGREEMENT FOR PASS-THROUGH WASTEWATER SERVICE
[LOT 7,BLOCK A,SIENA SOUTH]
THIS AGREEMENT FOR PASS-THROUGH WASTEWATER SERVICE ILOT 7,,
BLOCK A, SIENA SOUTH] (this"AgLesn1of) is entered into effective as of the Eftective
Date (defined below), by and among SIENA MUNICIPAL UTILITY DISTRICT NO. 1, a
political subdivision of the State of Texas operating under Chapters 49 and 54of the Texas
Water Code (the "DkWLQft CR iio IRE DaTSTMENT LLC, a Texas limited liability
company and the CITY OF ROUND ROCK, TEXAS, a home rule municipality
located in Williamson County, Texas (the "Qr). The District, CR i1o, and the City are
sometimes referred to individually in this Agreement as a "&rW and collectively as the
"Pg�e
A. The District purchases and receives wholesale wastewater service from the City
pursuant to the 351Woalt Was ,—waAgr—A==.Pn–t dated June 27, 2013 between the District and
the City(the"IAalmle Aareement").
B. CR no 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.
2020099820, Official Public Records of Williamson County, Texas (the "ftagMr), with
convenience store, gas station and other retail and/or restaurant uses within a single ±8,7oo
square foot building. The City has represented to CR uo that 2.5 living unit equivalents
("LUEI") of wastewater capacity in the City's wastewater system are available for use by CR lio
to serve the Property. However,because the City does not have existing wastewater lines in the
area to is 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 iio may utze 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:i. 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
JYafitg&UJer Line") to the Districes wastewater lines (the "Dig���er L�`)
and wastewater collection system at the point of connection identified as the "Point of
Connection to Siena MUD #1 System" on &&jh1LfA! attached hereto (the "Digir Lct
Qf 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
{W'048333.21
pass-throughsis. The Districts reviewed its current capacity and has determined
that it has e wastewater capacity s e
Property s wastewater lines to the Citys wastewater system cc ce with
this e t.
B. Li:mitationsAnA other Can itigns vi
L Notwithstanding anything else in this Agreement to the contrary,
in no event will the City , without the prior written consent e
District, iver through the District'swastewater collection system r
wastewaterLUEs of from the Propertymeasured istrict Wastewater Point
of Connection.
2. The District has and will continue to have its guaranteed
reservation i wastewater capacity from the City
under the Wholesale Agreement. None of the LUEs of capacity t and
reserved to the Districtunder the Wholesalet will be utilized to serve
e Property under this Agreement. Instead, the City is committing
wastewater capacity ire y to the Property '1 simply using the
District's s ter system provide retail wastewater service to the Property
pass-throughon a sis.
e extent that CR i10 desires to make improvements
Property that would impact wastewater generation, CR lio will submit all plans
and specifications such r e a is to the District prior to construction
such r v is so that the District mayconfirm ate generated
from suchimprovements xcee e maximum limits set forth in this
Agreement. Each submissioninclude ' ee 's calculation
wastewater service proposed and the peak wet weather wastewater flows that will
be generated y the improvements, and such c a ' subject o
confirmation and appr v y the District. Further, within ten days after
approval the applicable governmental authority, lio will provide to
District copies of all approvedsite plans, and amendments thereto. CR 110
will e solely responsible r the cost of any infrastructure
iio's or the City's wastewater systems t are necessaryenable
provide retail s ter service to the Property, includingii
Wastewater i e from the manhole located adjacent r e
District Wastewater Point of Connection c11 'es")
and CR iio will, at its sole cost and expense, operate and maintainthe CR lio
Wastewater Facilities in compliance with all applis 1 1 s;
provided, however, that the CR i10 Wastewater Line may be dedicated to the
District, in whichcase the District will accept the CR iio Wastewater Line for
operation i ce.
4. THE DISTRICT WILL HAVE NO LL4,BILrrY OF ANY
IUND 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
REPRESENTATWES HARMLESS FROM AND AGAINST ANY AND
ALL COSTS, DAMAGES,
LIABILITIES (INCLUDING REASONABLE
ATTORNEYSmFEES AND COSTS OF ' SUITS, ACTIONS,
{ 104 333°21
Agreement for Pass-Through aseaer Service
OR ADMINISTRATIVE
LEGAL, PROCEEDINGS, DEMANDS, FINES,
PUNITIVE DAMAGES, LOSSES, COSTS,
OR CLAIMS OF ANY KINDOR NATURE (COLLECrIVELY, "MUY) THAT ARISE BECAUSE OF
OR IN CONNECTION WITH THE USE,
OPERATION, OR
MAINTENANCE OF THE SIENA NORTH WASTEWATER FACIIMES.
SUCH OBLIGATION "PI"S 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 LL4,BU=BETWEEN THENORTH'S
HEREIN WILL BE REDUCED BY THE PERCENTAGE OF
NEGLIGENCE OR FAULT"PORTIONED TO THE DISTRICT.
iio and the City will be responsible for ensuring that all
discharges of industrial waste from the Property complyfederal, state,
municipal requirements a ent and monitoringindustrial
waste and other prohibited waste. Any compliance or enforcement
pretreatment requirements will be establishedy the City in
accordance with the City'sc District win be entitled t
inspect tha facilities constructed to serve the Property and the connection at the
District st t of Connection and to testthe wastewater received
e District Wastewater Point of Connection. If any test reflects that any
wastewater other than domestic wastewateris being receivedthe District
Wastewater Point of Connection, pretreatment of such st ter will be
required, in accordances ordinances, at the expense of the
discharging party. The District t have any obligationsregarding
required pretreatment of such wastewater. The City will not imposee ,
charge, e upon the Districtt any violationf any ordinance, rule,
regulation, or agee t a received at the District
Wastewater Point of Connection, i impose uponDistrict
surcharge that is caused ter received at the DistrictWastewater t
f Connection.
6. The 2.5 LUEs of wastewater service authorized underis
Agreement may onlye used to provide wastewater service to CR lio for the
Property. ce as expressly authorizedy this Agreement forpass-through
wastewater service to the Property, neither iio nor the City mayconnect, or
allow any othero r entity to connect, directly or indirectly, a r
facilities,persons, or propertyDistrict's water or wastewater utilitysystems
withoute prior writtenconsent of the District. If CR i10 or the City does s ,
e District may immediatelyterminate i Agreementand/or require
the City, l le, to immediately ter 1 t service to the facilities, persons,
or propertyt have beenconnected in violationis Agreement. The District
reserves the ` to deny for any reason any request by CR iio or the City
increase the level of service underi e e r to serve any other facilities,
persons,or property.
C. CaDacityCharge. For the 2.5 LUEs of pass-throughwastewater e ' e
capacity a e available under this Agreement to the Property, CR i10 will pay a
non-refundable c ci care of $1,208.84 to the District ci t` " .
The Capacity a must be paid on or before the Effective Date.
x 333.2}
Agreement for Pass-Through steater Service
D.
e i &.Mgintenance Paymeni. The District willinvoice CR x1
prorata portion of the costs of the operation and maintenanceis r
Lines sed to provide pass-through wastewater 'ceach Lot under this Agreement
Maintenance(as to each Lot, the "Operation & Maintenam_ftynnLemft The Operation &
t will be allocated basedpass-through ter service a r this
Agreement t such number win not include
Charge een paid untilsuch LUEs are actually beingutilized) total
wastewater i is r Lines, "
attachedreto (as to each Lot, the �. li H). The Operation &
Maintenance i 110 within 3o days after receiptinvoice.
OperationThe i to ce Payment will be in addition
required by this Agreement. res r s for any overdue
Payment will e paid by CR noin accordanceTexas Government Code Section
2251.025.
E. e t 'C r r October
term of this Agreementincluding 2047, CR iio will pay an annual fee of
r LUE to the Districta is 'ct Wastewater Lines used
provideto s- e r service to each Lot unders Agreement(as to each
Lot, the " r e ), except that any LUBs will not be factored
ServiceDebt e such y being utilized. Service
Payment is CR 11 's Prorata Allocation of the debtservice owed for the District
Wastewater Lines. The amount of the Debt Service Payment may be adjusted
District to reflecte service for the District Wastewater Lines, i
such debt servicec provided, v r, the Districte written notice to
CR 110 of any adjustment atlst thirty dayseffective date of such
adjustment. e Debt Service Payment will be in addition to any other payments
required y this r ement. Interest charges for any overdueService
be paid by CR 110 in accordanceTexas Government Code Section1.
e it a `c , i wastewater customers
within the Property
F. ® directly forretail s r services rise such .
Default.Section 3. In the eventof y a Party,each nondefaulting
ve to the defaulting Party written noticeo t specifying the failurei
question. If the defaulting Party fails to fully cure the default specified in such noticewithin
thirtys after receipt of such notice, each afaulting Party will have the ` t to terminate
this s of the date of the event of the default and/or pursue all other legal or
equitable remedies. It employ attorneys to pursue its legal rights
and, if it prevails ear t jurisdiction,
e obligated to pay all expenses incurred , including reasonable
attorneys' fees. In additionter remedies available to the District, if, for any reason, CR
110 or the City violatesy provision of this Agreement, the Districtnotice
opportunity to cure perioddescribede, have the right to disconnecte
District's wastewater system and to terminateis Agreement if, in whichevent, CR iio win be
solely responsible for all actual costs and standardDistrictees related to disconnection
the District's wast ater system.
Section 4. Severability. The provisions of this Agreement areseverable, and if any
provision is Agreement orte application thereof to any person or circumstance
ver be held by any court of competent jurisdiction to be invalid or unconstitutionaly
I04 $$$. )
Agreement for Pass-Through steter Service
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 S. Modification. This Agreement will be subject to change or modification
only with the mutual written consent of all Parties.
Section i®
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, it
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. i
c/o Armbrust&Brown,PLLC
Attn: Kevin M.Flahive
loo 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 iio will be in writing and mailed by Certified Mail, Return Receipt Requested,
addressed to:
CR no RE Investment LLC
Attn: Shakeel Badarpura
11940 Jollyville Road,Suite 11 -
'
Austin,Texas 78759
All notices to the City will be in writing and mailed by Certified Mail, Return Receipt Requested,
addressed to:
{W1048,333.2}
Agreement for Pass-Through Wastewater Service 5
City of Round Rock
Attn: City Manager
221 East Main Street
Round Rock,Texas 78664
with a copy to:
Sheets&Crossfield, P.C.
Attn: Stephan L.Sheets
3og 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 to of twenty
years from the Effective Date.
Section
® Effective Date. The effective date of this Agreement (the "Affec *ve
Date") will be the date that the last of CR tio,the City and the District executes this Agreement;
provided, however, that notwithstanding anything herein to the contrary, in the event CR 110
fails to acquire fee simple title to the Property by September 30, 2021, this Agreement will
automatically terminate and be of no farther 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.
Section 15. 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)
{W1048333.2}
Agreement for Pass-Through Wastewater Service 6
IN WI`TNESS VMEREOF, the Parties have caused this Agreement to be executed
effectivelDate.
Directors
Date: June 2021
THE STATE OF TEXAS §
COUNTY OF TRAVIS §
This instrument
Kuenstler, President of the Board of DirectorsNo. 1,on behalf
of said district.
P
Texos Notary Public gnature
1
( i m
Agreement for Pass-Through Wastewater Service
CR.IM-
CR.iio INVESTMENT LLC,
aTexas limited liability company
y.
corm
-Title-
ritle.
Date: June 2021
THE STATE OF TEXAS §
COUNTY OF §
dged before me on the—day of June, 2021,cif by OL C44
A h '
io Investment LLC, a Texas limited liability company, on
Y.
(seal)
Motary lc Siggnat�ure ����
ffEilDIRGHA KAFLE
Notary ID#01785442
my commission Exptnos
sovember,3,2022
PA40-48333.2)
Agreement,ftic Pass T'hraugh'Waslewater Siervice 8
CM OF ROUND ROCK, VI
Craig
Morgan,Mayor
t ® June 2021
THE STATE OF TEXAS §
This instrument was acknowledged beforeon of June, 2021, by Craig
Morgan, car of the City of Round Rock,Texas,on behalf of saidcity.
se
Notary Public Signature
Agreement for rough Wastewater Service
uI . 'B'V
tp".ulNy',�WW'rldu' I'A °
draw aw1 0116;. II iW .....� v dam° Jn�swn��iir �k to Y�ud�
.,., VUC�L dV3
.._ .w„..,. .. . ., ,...•. .. ---� ...w„ ®°,....'a"_x.,,a .r,..l
U
N'd PI r ao 1,11I
II
�, � 7% �� �p"� � �rm .,. .�+•.dU 'f: �®W WUW " m �•illlllu ollolo NWI' NIV � � v.,�
U qpF
vwR rmmu O' u I
4n WW1 ..
i�M.✓ um' hl
N6.NL � n�N �q I u 1 Sr IIV X40
�Im1, � .� qw �I �
W'� u A ,� �Nmy
40
m lu°
W4W
All
�fI 't m+' www Ifs
,�� I��ullll�y�°, � �I„ gy A4� �• �� r � � y��, I q ""
AYE'".""II' ,
� � pra
u+' r
Iy, �
✓ p ry nP° �r �, �'
w
Ills �° e• 1, •. ;r,„� I��llpp � ”, f N
P
P t pp y
g
� A"�� rE IIo�V � d
w
'Pill
I
y�
...." w .°
WII'r Wp
Illi r .� g
� IOW
r r
q & d'
c I
m"
II ,p �Nmn
uo.
01
'J,
r IW
M1 ' YyR
IIII RII�
n
n�
IU If
, W lu dm Im m:mm'�
�
G� Im
.. ..A
.n
II
,I•yigreprIl for Pass-Through wrough astewaate r Ser re
EXHIBIT"B"
PRORATA ALLOCATION
Developer Interest Calcuaffions.
LOT 7 and LOT 6
notbonded 3.00% costs Interest
WWACosts $M.59
Completed 1128r2021
Close 3/2112021 Assume 3 months $4.71
Not bonded 3,00% costs Interest
WW E Costs $650.25
Completed IM021
Close 312112021 Assume 3 months $4.35
Total Developer Interest $9.07
Total Costs
Construction
WWA $628.59
Engineefino
WWA $75A3
WWE $69-83
Developer Interest
Total Costs Per Section
WWA $708.74
WWE $654.23
Total Cost for Pass.Throul9b Service for Lot 7 and or Lot 0 $1,362.97
{ I04m2}
Agreement for Pass-Through Wastewater Service
�i
Agreement for Pass-Through e a ter Service B-2
EXHIBIT "D"
Zoning and Development Code, Chapter 4, Article VI, Sec.4-80
Sec. 4-80. - 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) Now 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, and/or 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, andlorreuse 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 rata 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 44-34 of the Code of Ordinances.
12: