Contract - ELMURR LLC - 12/7/2023 OUT-OF-CITY WASTEWATER SERVICE AGREEMENT
THIS OUT-OF-CITY WASTEWATER SERVICE AGREEMENT ("Agreement"), is
made and entered by and between ELMURR LLC, a Texas limited liability company, 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, 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 the owner of record of the property located at 101 Limmer
Loop, Round Rock, Texas 78665 (the "Property"), being more particularly described in the
attached Exhibit"A"which is hereby incorporated for all purposes; and
WHEREAS,the Property is not located within the corporate limits of the City; and
WHEREAS, the Customer wishes to develop an approximately 9,307 square foot retail
center on the Property; and
WHEREAS, the Customer has requested wastewater collection and treatment services
from the City; and
WHEREAS;the City has determined that it is desirable for Customer 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 Customer and the City desire to enter into this Agreement to formalize
the terms by which the City will provide six (6) 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:
t--20Z3_itl
Out of city wastewater agreement 101 Limmer Loop v.2
Article I. Customer's Oblijzations Under this Agreement
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
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 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.
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Article II. 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.
Article III. 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$10,794.00. 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 II, 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 (16a') 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 IV. 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
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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.
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 VI. 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.
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 fide purchaser of
the Property as long as the intended use of the service and the Property remains the same or similar.
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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 Wastewater Serylpe
Agree Went in two (2)counterparts, each of which will be deemed an original on this the
day of 2023.
ELMURR LLC
By: K ),�AT` e
Name: Nabil Elmurr
Customer's Mailing Address:
3800 Hidden Estates Drive
Austin, Texas 78727
CITY OF OUND OCK,TEXAS
By: 1,4' Pf
Attest: C aig fgan, Mayor
to
eagan S s, ty Clerk
For City,Approved as to Form:
tephame"Sandre, City Attorney
5
EXHIBIT "A"
LEGAL DESCRIPTION
Lot 3, Block"A", Siena Section 35, a subdivision in Williamson County, Texas, according to the
map or plat thereof, recorded in Document No. 2020046670 of the Official Public Records of
Williamson County, Texas.
6
EXHIBIT "B"
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PASS THROUGH AGREEMENT WITH SIENA MUD
[See following page.]
8
Exhibit "C"
District's Unique Control Number: 2023ioi8-7c
AGREEMENT FOR PASS-THROUGH WASTEWATER SERVICE
[LOT 3, BLOCK A, SIENA SECTION 351
THIS AGREEMENT FOR PASS-THROUGH WASTEWATER SERVICE [LOT 3,
BLOCK A, SIENA SECTION 351 (this"Agreement") is entered into effective as of the
Effective 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 54 of the
Texas Water Code ("District No. Y"), SIENA MUNICIPAL UTILITY DISTRICT NO. 2, a
political subdivision of the State of Texas operating under Chapters 49 and 54 of the Texas
Water Code ("District No. 2" and, collectively with District No. 1, the "Districts"), ELMURR,
LLC, a Texas limited liability company ("ELMURR"), and the CITY OF ROUND ROCK,
TEXAS, a home rule municipality located in Williamson County, Texas (the " it "}. District
No. i, District No. 2, ELMURR, and the City are sometimes referred to individually in this
Agreement as a"Party" and collectively as the"Parties".
RECITALS•
A. District No. 1 purchases and receives wholesale wastewater service from the City
pursuant to the Wholesale Wastewater Agreement dated June 27, 2013 between District No. i
and the City (the "District No. 1 Wholesale Agreement"); and District No. 2 purchases and
receives wholesale wastewater service from the City pursuant to the Wholesale Wastewater
Agreement dated June 27, 2013 between District No. 2 and the City (the "District No. 2
Wholesale Agreement" and, collectively with the District No. 1 Wholesale Agreement, the
"Wholesale Agreements").
B. ELMURR is planning to develop Lot 3, Block A, SIENA SECTION 35, a subdivision
in Williamson County, Texas, according to the map or plat thereof recorded under Document
No. 2020046670(the"Property"), with an t9,307 square foot building, comprised of a"General
Retail" uses, as defined in the City's Code of Ordinances. The City has represented to ELMURR
that 6 living unit equivalents ("LUEs") of wastewater capacity in the City's wastewater system
are available for use by ELMURR to serve the Property. However, because the City does not
have existing wastewater lines in the area to which the Property could readily connect, ELMURR
has requested to use the Districts'wastewater systems 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 ELMURR may utilize the Districts' wastewater systems 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 1. 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 owned by
Exhibit "C"
ELMURR (the "ELMURR Wastewater Line") to the Districts' wastewater lines (the
"District Wastewater Lines") and wastewater collection systems at the point of
connection identified as the "Lot 3 Connection to Existing system" on Exhibit "A"
attached hereto (the "District Wastewater Point of Connection") to allow the City to
provide up to 6 LUEs of retail wastewater service to the Property using the Districts'
wastewater systems on a pass-through basis. The Districts have reviewed their current
capacity and have determined that they have the wastewater capacity to allow 6 LUEs of
wastewater to pass from the Property through their 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 ELMURR, without the prior written consent of the
Districts, deliver through the Districts' wastewater collection system more than 6
LUEs of wastewater from the Property measured at the District Wastewater Point
of Connection.
2. District No. 1 has and will continue to have its guaranteed
reservation and commitment of 2,556 LUEs of wastewater capacity from the City
under the District No. i Wholesale Agreement; and District No. 2 has and will
continue to have its guaranteed reservation and commitment of 2,556 LUEs of
wastewater capacity from the City under the District No. 2 Wholesale Agreement.
None of the LUEs of capacity guaranteed and reserved to the Districts under the
Wholesale Agreements will be utilized to serve the Property under this
Agreement. Instead, the City is committing 6 LUEs of wastewater capacity
directly to the Property and will simply be using the Districts'wastewater systems
to provide retail wastewater service to the Property on a pass-through basis.
3. To the extent that ELMURR desires to make improvements to the
Property that would impact wastewater generation, ELMURR will submit all
plans and specifications for such improvements to the Districts prior to
construction of such improvements so that the Districts 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 Districts. Further,
within ten days after approval by the applicable governmental authority,
ELMURR will provide the Districts with copies of all approved site plans, and
amendments thereto. ELMURR will be solely responsible for the cost of any
infrastructure improvements to ELMURR's or the City's wastewater systems that
are necessary to enable the City to provide retail wastewater service to the
Property, including the ELMURR Wastewater Line from the Property to the
District Wastewater Point of Connection (the "ELMURR Wastewater Facilities")
and ELMURR will, at its sole cost and expense, operate and maintain the
ELMURR Wastewater Facilities in compliance with all applicable rules and
regulations; provided, however, that the ELMURR Wastewater Facilities may be
dedicated to the City, in which case the City will accept the ELMURR Wastewater
Facilities for operation and maintenance.
Agreement for Pass-Through Wastewater Service 2
4886-1887-4750,v.2
Exhibit "C"
4. THE DISTRICTS WILL HAVE NO LIABILITY OF ANY
KIND OR NATURE WITH RESPECT TO THE ELMURR
WASTEWATER FACILITIES, AND DEVELOPER WILL INDEMNIFY,
DEFEND, AND HOLD THE DISTRICTS AND ITS DIRECTORS,
OFFICERS, EMPLOYEES, CONSULTANTS, AGENTS, AND
REPRESENTATIVES HARMLESS FROM AND AGAINST ANY AND
ALL COSTS, DAMAGES, LIABILITIES (INCLUDING REASONABLE
ATTORNEYS' FEES AND COSTS OF LITIGATION), SUITS, ACTIONS,
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 ELMURR WASTEWATER FACILITIES.
SUCH OBLIGATION APPLIES WHETHER ACTUAL OR ALLEGED
NEGLIGENT ACTS OR OMISSIONS OF THE DISTRICTS CAUSED THE
LOSS IN WHOLE OR IN PART; PROVIDED HOWEVER, IN THE
EVENT OF ANY JOINT OR CONCURRENT LIABILITY BETWEEN THE
DISTRICTS AND DEVELOPER, DEVELOPER'S OBLIGATIONS
HEREIN WILL BE REDUCED BY THE PERCENTAGE OF
NEGLIGENCE OR FAULT APPORTIONED TO THE DISTRICTS.
6. ELMURR 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 Districts will be entitled to
inspect the facilities constructed to serve the Property and the connections 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 Districts will not have any obligations regarding the
required pretreatment of such wastewater. The City will not impose any fee,
charge, or fine upon the Districts 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 Districts any
surcharge that is caused by wastewater received at the District Wastewater Point
of Connection.
6. The 6 LUEs of wastewater service authorized under this
Agreement may only be used to provide wastewater service to ELMURR for the
Property. Except as expressly authorized by this Agreement for pass-through
wastewater service to the Property, neither ELMURR 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 Districts'water or wastewater utility systems
without the prior written consent of the Districts. If ELMURR or the City does
so, the Districts may immediately terminate this Agreement and/or require
ELMURR or the City, as applicable, to immediately terminate service to the
facilities, persons, or property that have been connected in violation of this
Agreement for Pass-Through Wastewater Service 3
4886-18874750,v.2
Exhibit "C"
Agreement. The Districts reserve the right to deny for any reason any request by
ELMURR 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 6 LUEs of pass-through wastewater service
capacity made available under this Agreement to the Property, ELMURR will pay a
non-refundable capacity charge of$3,485.25 to District No. i and $646.28 to District
No. 2 (collectively, the "Capacity Chargeses"). The Capacity Charges must be paid on or
before the Effective Date.
D. Operation & Maintenance Payment. The Districts will each invoice
ELMURR 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 the
Property under this Agreement (the "Operation & Maintenance Payments"). The
Operation&Maintenance Payments will be allocated based on the ratio of the number of
LUEs of pass-through wastewater service capacity made available under this Agreement
to the Property (provided that such number will not include any LUEs for which the
Capacity Charges have 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 (the"Prorata Allocation"). The Operation &Maintenance
Payments will be paid by ELMURR within 3o days after receipt of the invoice. The
Operation & Maintenance Payments will be in addition to any other payments required
by this Agreement. Interest charges for any overdue Operation & Maintenance
Payments will be paid by ELMURR in accordance with Texas Government Code Section
2251.025.
E. Debt Service Payment. On or before October 31st of each year during the
term of this Agreement through and including 2043, ELMURR will pay an annual fee of
$23 per LUE to District No. 1 and an annual fee of$4 per LUE to District No. 2 for the
debt service for the District Wastewater Lines used to provide pass-through wastewater
service to the Property under this Agreement(collectively, the"Debt Service Payments"),
except that any LUEs will not be factored into the Debt Service Payments until such
LUEs are actually being utilized. The Debt Service Payments are ELMURR's Prorata
Allocation of the debt service owed for the District Wastewater Lines. The amount of the
Debt Service Payments may be adjusted by the Districts annually to reflect the actual
debt service for the District Wastewater Lines, if such debt service changes; provided,
however, the Districts shall provide written notice to ELMURR of any adjustment at least
thirty days prior to the effective date of such adjustment. The Debt Service Payments
will be in addition to any other payments required by this Agreement. Interest charges
for any overdue Debt Service Payments will be paid by ELMURR in accordance with
Texas Government Code Section 2251.025.
F. Payment 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
Agreement for Pass-Through Wastewater Service 4
4886-1887-4750,v.2
Exhibit T"
be obligated to pay all expenses incurred by the nondefaulting Party, including reasonable
attorneys' fees. In addition to all other remedies available to the Districts, if, for any reason,
ELMURR or the City violates any provision of this Agreement, the Districts will, after the notice
and opportunity to cure period described above, have the right to disconnect the Property from
the Districts'systems and to terminate this Agreement if, in which event, ELMURR will be solely
responsible for all actual costs and standard District fees related to disconnection from the
Districts'systems.
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
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 g. 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 ELMURR or the
City, in whole or in part,without the prior written consent of the Districts. 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 Districts 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. Flahive
ioo Congress Avenue, Suite 1300
Austin,Texas 78701
Siena Municipal Utility District No. 2
c/o Armbrust&Brown, PLLC
Attn: Kevin M. Flahive
ioo Congress Avenue, Suite 1300
Austin,Texas 78701
Agreement for Pass-Through Wastewater Service i
48W-1887-4750,v.2
Exhibit "C"
with copies to:
Armbrust&Brown, PLLC
Attn: Kevin M. Flahive
ioo Congress Avenue,Suite 1300
Austin,Texas 78701
All notices to ELMURR will be in writing and mailed by Certified Mail, Return Receipt
Requested,addressed to:
ELMURR, LLC
Attn: Nabil El Murr
380o Hidden Estates Drive
Austin,Texas 78727
All notices to the City will be in writing and mailed by Certified Mail, Return Receipt Requested,
addressed to:
City of Round Rock
Attn: City Manager
221 East Main Street
Round Rock,Texas 78664
with a copy to:
Sheets &Crossfield, P.L.L.C.
Attn: Stephanie L.Sandre
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 11. Term. This Agreement will be in force and effect for the term of the
Wholesale Agreements.
Section 12. Effective Date. The effective date of this Agreement (the "Effective
Date") will be the date that the latter of the Districts executes this Agreement after receipt of
fully executed original counterparts from ELMURR and the City.
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.
Agreement for Pass-Through Wastewater Service 6
4086-1887-4750,v 2
Exhibit "C"
Section 16. IN WITNESS WHEREOF, the Parties have caused this Agreement to
be executed effective as of the Effective Date.
DISTRICT NO. 1•
SIENA T CIP "UTI DISTRICT NO. i
By:
0 as Kue ler, P ident
d of Directors
Date: October 18. 2023
THE STATE OF TEXAS §
COUNTY OF TRAVIS §
This instrument was acknowledged before me on the 181h day of October, 2023, by
Douglas Kuenstler, President of the Board of Directors of Siena Municipal Utility District No. i,
on behalf of said District.
owo ;P;;•. KEVIN M. FLAHIVE `i
+: 1 Notary Public,Stale of Texas 1►✓ l`
E� •F Notary iD#12978191-2
My Commission Expires NotaryPublic Signature
APRIL 11, 2026 g
Agreement for Pass-Through Wastewater Service 7
4886-18874750,v.2
Exhibit "C"
DISTRICT NO. 2:
SIENA M CIPAL UTILITY DISTRICT NO. 2
i
By:
Adam Kruger,Vi President
Board of Directors
Date: October 18. 2021
THE STATE OF TEXAS §
COUNTY OF TRAVIS §
This instrument was acknowledged before me on the 18lh day of October, 2023, by Adam
Kruger, Vice President of the Board of Directors of Siena Municipal Utility District No. 2, on
behalf of said District.
��
KEVIN M. ELAHIV ] V1.
o= Notary Public, Texa Notary Pu lic Signature
Notary 1D#191-2
My CaramsAPRIL 1Expires
Agreement for Pass-Through Wastewater Service 8
4886-1887-4750,v.2
Exhibit "C"
ELMURR:
ELMURR, LLC,
a Texas limited liability company
By: N 0.� (�( rn wty
Name: 1
Title: AwNACQ i N (t M E ,5C
Date: f 1�bb 12-D,1 3
THE STATE OF TEXAS §
COUNTY OF §
This instrum nt was ac �o edged before me on the tAay of , 2023,
by �c L fl't of ELMU LLC, a Texas limited liability
company, on behalf of said limited liability compa
(seal)
Victoria Nicole Salazar N blic nature
. Notary Public,State of Teas
Notary ID#13277098-2
My Cwa ission E4*es 11.052024
Notary without Bond
Agreement for Pass-Through Wastewater Service 9
4886-1887-4750.v.2
Exhibit "C"
CITY:
CITY OF ROUND ROCK,TEXAS
By:
Craig Morgan,Mayor
Date:
THE STATE OF TEXAS §
COUNTY OF_ _. §
This instrument was acknowledged before me on the day of , 2023,
by Craig Morgan, Mayor of the City of Round Rock,Texas, on behalf of said City.
(seal)
Notary Public Signature
Agreement for Pass-Through Wastewater Service 10
4886-1887-4750,v 2
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Exhibit "C"
EXHIBIT"B"
PRORATA ALLOCATION
Siena MUD 1 WW Allocation for Siena Commercial Along CR 109
Segment MH ID Pipe Sae Slope Unit Cost Siena Lues Total Coats
(in) M
Seca i Contad
12 0.5 Line A 695
Sid MH 4 4000.00 16000
Drop MH 1 4.900.00 4900
12.10-17 deep 616 37.00 22792
12.12-14'deep 51 52.00 3162
12.14-IS'deep 50 68-00 3400
Connect to Ex 1 1 B00.00 1800
Trench Safety 717 1 717
Adjust MH 5 100 500
53,211.00
Seel 3 Contract
tl 0.5 Dire F 11
SW MH 1 3.500.00 3500
8.0-8'deep 150 32.00 48W
8'8-10'deep 100 34.00 3400
8'10-17 deep 100 39.00 3900
Connect lo Ex 1 1,000.00 1000
Trench Safety 350 0.5 175
Adjust MH 1 100 100
16,875.00
Total Costs f70,146.00
Sect 3 Sect 1
Pro-Rated Costs 8'Dine 12'Une Twat Pro4Uted Casts
Lot 3 6 LUES $2,700.00 S443.00 $3,143.00
Total $3,143.00
Page 1 of 2
Agreement for Pass-Through Wastewater Service
4886-1887-4750,v.2
Exhibit "C"
Developer Interest Catcuattions
Lot 3
Series 2018 Bonds 3 77% Costs Interest
Subtotal Section 1 Costs $443 00
Completed 10/14
Assume 10123 dose 108 months S150 12
Series 2019 Bonds 3 31% Costs Interest
Subtotal Section 3 Costs $2.700 00
Completed 8/18
Assume 1023 dose 62 months $461.25
Tots!Developer Interest S61 1 37
Total Costs
Construction
Prorated share through Section ' S443.00
Pro-rated share through Section 3 52,700.00
Engineering and Testing® 12%construcbon costs
Section 1 S53 16
Section 3 S324.00
Developer Interest
Section 1 S150.12
Section 3 S461.25
Total Costs Per Section
Section 1 S64628
Section 3 S3,485.25
Total Cost for Pass-Through Service for Lot 3 $4,131.53
OF t��l
k
Prepared by
Jones - Heroy&Associates Inc h
TBPE F,rm #F-006320
1QNAL
9/22123
Page 2 of 2
Agreement for Pass-Through Wastewater Service "B"-2
4886-1887-4750 v 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) 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, 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, 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
9
forth. The reimbursement to the owner, developer, or entity who paid for the line construction
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.
10