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R-02-08-22-13D2 - 8/22/2002THE STATE OF TEXAS COUNTY OF WILLIAMSON AGREEMENT CONCERNING PURCHASE AND SALE OF WEST ROUND ROCK WATER SYSTEM IMPROVEMENTS This Agreement Concerning Purchase and Sale of West Round Rock Water System Improvements (hereinafter, this Agreement) is entered into as of this c2c2. day of h, 2002, by and between Brushy Creek Municipal Utility District, a conservation and 1. 2t district created under the provisions of Article XVI, Section 59, Texas Constitution (hereafter the District) and City of Round Rock, Texas, a home rule municipality (City). Recitals Whereas, the City, Milburn Investments, Inc., Hy -land Joint Venture, Hy -land North Joint Venture, E.C. Joint Venture No. 1, L &N Land Corp., Tom E. Nelson, Jr., Trustee No. 1, Mayfield Ranch Venture, and Reata Management entered into that certain "West Round Rock Water System Improvements Agreement" dated September 14, 1987 (the "Construction Agreement"); Whereas, the Construction Agreement sets forth the terms and conditions pursuant to which certain of the parties thereto jointly financed the construction of certain water system improvements more particularly described therein (the "West Round Rock Improvements "), generally consisting of several water lines and one or more elevated water storage tanks; Whereas, by an instrument entitled "Assignment and Conveyance" dated June 16, 1994, Hy -Land Joint Venture, Hy -land North Joint Venture and Cat Hollow Associates, L.P. assigned, transferred and quitclaimed to the District all of their rights, titles and interests in the living unit equivalents allocated td-Iy- land Joint Venture, Hy -land north Joint Venture and E.C. Joint Venture No. 1 in the West Round Rock Improvements, as set forth in paragraph 2.01 of the Construction Agreement; Whereas, the City furnishes a wholesale supply of treated water to the District pursuant to the terms and conditions of that certain "Agreement Between the City of Round Rock and Williamson County Municipal Utility District No. 2" dated October 14, 1986 (the "Wholesale Water Agreement "). The Wholesale Water Agreement terminates on October 14, 2006; Whereas, the District intends to construct certain water supply intake, treatment, storage and transmission improvements for purposes of furnishing water service directly to its customers. Upon construction of the District's water system improvements, the District will no longer need or utilize its capacity in the West Round Rock Improvements; Whereas, the City desires to purchase the District's share of capacity in the West Round Rock Improvements for purposes of meeting its future water service obligations; and 1 Whereas, the City and the District desire to enter into this Agreement in order to set forth the terms and conditions upon which the District shall sell to the City, and the City shall purchase from the District, the District's share of capacity in the West Round Rock Improvements. Now, Therefore, Agreement For and in consideration of the mutual promises, covenants, obligations and benefits of this Agreement, the City and the District contract and agree as follows: ARTICLE I. Surplus Property 1.1 Declaration. The District hereby declares all of its rights and interests in the West Round Rock Improvements (the "Property") to be property surplus to the needs of the District, and the same shall be conveyed to the City as provided in this Agreement and pursuant to Section 49.226, Texas Water Code. 1.2 Limitation of Declaration. The declaration set forth in Section 1.1 above is made only for the purposes of and in consideration of this Agreement, and shall be effective only upon commencement of operation of the District's proposed water system improvements. Further, the declaration is made subject to the terms and conditions of this Agreement, and is effective for no other purpose or benefit of any persons or entities not a party to this Agreement, and may not be used against the Parties in any other context. In the event that this Agreement is terminated for any reason, the declaration shall be void andof no further force and effect. 2.1 Conveyance of Property. ARTICLE II. Conveyance (a) The District hereby agrees to sell and convey to the City, and the City hereby agrees to purchase and accept, the Property, subject to the terms and conditions set forth in this Agreement. (b) Upon execution of a contract(s) by the District for construction of the District's water system improvements, the District shall provide notice thereof to the City, along with the dates of substantial and final completion of construction set forth in the contract(s). The District shall further endeavor to provide notice to the City of the status of construction approximately sixty (60) days prior to the anticipated completion date, and not later than thirty (30) days prior thereto. The notice sent by the District to the City not later than thirty (30) days prior to commencement of operation of the District's water system improvements shall specify the anticipated date of commencement of District water system improvements, which date shall also be the date on which the District shall convey the Property to the City in accordance with the terns and conditions set forth in this Agreement (the "Conveyance Date "). In the event that the date of commencement of water system improvements changes from the date set forth in the District's notice, the District shall provide as much advance notice thereof as practicable to the City, and the date of conveyance of the Property shall be revised accordingly. 2 (c) Transfer by the District to the City of the Property shall be by "Assignment and Conveyance" the form of which is attached hereto as Exhibit "A ". (d) Possession of the Property shall be tendered by the District to the City on the Conveyance Date, upon receipt by the District of the "Purchase Price" as hereinafter defined. 2.2 Purchase Price. (a) For and in consideration of the transfer and conveyance to the City of the Property in accordance with the provisions of this Agreement, the City agrees to pay to the District a sum of money equal to THREE MILLION SIX HUNDRED THOUSAND DOLLARS ($3,600,000) (the "Purchase Price "). (b) Payment of the Purchase Price by the City to the District shall be in the form of the City's check made payable to "Brushy Creek Municipal Utility District" which will be delivered by the City to the General Manager of the District at 901 Great Oaks Drive, Round Rock, Texas 78681 on the Conveyance Date. In exchange for payment, the General Manager of the District shall simultaneously tender to the City the executed Assignment and Conveyance. ARTICLE III. Operational Matters 3.1 Cooperation. The Parties agree to cooperate in good faith concerning the termination of wholesale service by the City to the District. In connection therewith, the respective operators of the District and the City shall maintain regular communications, cooperate, and operate their respective systems so as to minimize the disruption of water service to the customers of the City and the District. 3.2 Emergency Interconnect. The Parties agree that the disconnection of the District's water system from the City's water system shall be conducted in a manner so as to leave in place a physical interconnect. The purpose of the emergency interconnect will be to allow one party to provide service to the other party in the event of an emergency. The terms and conditions for the provision of emergency service shall be set forth in a subsequent written agreement to be entered into by the Parties. ARTICLE IV. Wholesale Water Agreement 4.1 Termination. The parties mutually acknowledge and agree that Wholesale Water Agreement terminates October 14, 2006 (the "Termination Date "), and the City has adopted an ordinance specifying that it shall not renew the agreement. The District acknowledges that the City must begin planning for utilizing the water supply capacity that is going to be available upon completion of the alternative water supply system and termination of the Wholesale Water Agreement. This planning will include, but is not necessarily limited to, contracting with third parties to reserve and/or utilize said capacity when it is available on the Termination Date. Accordingly, the City and the District acknowledge and agree that under no circumstances will the Wholesale Water Agreement be allowed to continue beyond the previously agreed Termination Date. In order to encourage the District to complete the alternative system prior to the Termination Date, the City agrees that beginning January 1, 2006, the District shall have the option of terminating the Wholesale Water 3 Agreement early by completing the alternative water supply system prior to the Termination Date. In the event that the Wholesale Water Agreement is terminated early, all volume and demand charges owed the City by the District shall also cease as of the early termination date. ARTICLE V. Remedies 5.1 Remedies. If either party fails to comply with its obligations under this Agreement, the other party shall have the right, as its sole and exclusive remedy, to enforce this Agreement by specific performance, injunction, or similar remedy. The defaulting party shall be liable to the other for all costs actually incurred in pursuing such remedies, including attorney's fees. ARTICLE VI. General 6.1 Force Majeure. In the event that any Party is rendered unable, wholly or in part, to perform any of its obligations under this Agreement (by reason of failure or national moratorium of operation of the banks, transfer agents, brokers, stock exchanges or modes of transportation; or work stoppages or restraint by court order or other public authority; or action or inaction concerning governmental or regulatory authorizations; or transportation delay; or death or personal injury of a representative of either Party whose signature is necessary), upon the provision of written notice which fully relates the particulars of the claimed force majeure, including but not limited to the dates on which it commenced and ceased or is expected to cease by the Party claiming force majeure to the other Party as soon as is reasonably practicable after the occurrence of the cause relied upon, the obligations of the Party claiming force majeure, to the extent they are affected by the force majeure, shall be suspended during the continuance of any inability of performance so . This Agreement shall not be terminated by reason of any such cause but shall remain in full force and effect. Either Party rendered unable to fulfill any of its obligations under this Agreement by reason of force majeure shall exercise the utmost diligence to remove such inability. 6.2 Modification. This Agreement shall be subject to change or modification only with the mutual written consent of the Parties. 6.3 Sole Agreement. This Agreement constitutes the sole and only agreement of the Parties concerning the subject matter hereof and supersedes any prior understanding or oral or written agreements between the District and the City relating thereto. 6.4 Captions. The captions appearing at the first of each numbered section or paragraph in this Agreement are included solely for convenience and shall never be considered or given any effect in construing this Agreement. 6.5 Waiver. Failure to enforce or the waiver of any provision of this Agreement or any breach or nonperformance by the District or the City shall not be deemed a waiver by the District or the City of the right in the future to demand strict compliance and performance of any provision of this Agreement. No 4 modifications to or rescission of this Agreement may be made expect by a written document signed by the District =s and Customer =s respective authorized representatives. 6.6 Severability. The provisions of this Agreement are severable, and if any provision or part of this Agreement shall 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 shall not be affected thereby. 6.7 Cooperation. Each Party hereby agrees that it will take all actions necessary to fully carry out the purposes and intent of this Agreement. 6.8 Addresses and Notice. All notices, demands, requests, and other communications between the Parties required or permitted hereunder shall be in writing, except where otherwise expressly provided herein, and shall be deemed to be delivered when actually received; provided that if the communication is sent by depositing it in a regularly maintained receptacle for the United States mail, registered or certified, postage prepaid, addressed to the appropriate addressee as follows, or to such other location or address for a party for which notice has been given by such party in the same manner, the same shall be deemed to have been received on the second mail delivery day following the day on which the communication is so postmarked. If to the District: With a copy to: If to City: With a copy to: Brushy Creek Municipal Utility District 901 Great Oaks Drive Round Rock, Texas 78681 Tony Corbett Freeman & Corbett, LLP 2304 Hancock, Suite 6 Austin, Texas 78756 City of Round Rock 214 East Main Street Round Rock, Texas 78664 Mr. Steve Sheets Attorney at Law 309 E. Main Street Round Rock, TX 78664 5 6.9 Assignability. Neither Party may assign its interests in this Agreement without the prior written consent of the other Party. 6 IN WITNESS WHEREOF, the Parties hereto have caused tfyis instrument be sign , sealed and attested in duplicate by their duly authorized officers, this the S i-(i day of S , 2002. BRUSHY CREEK MUNICIPAL UTILITY Cy 1 is Forkner, Secretary City Secretary AUSTIN_1 \186724\4 22157 -1 DISTRICT By: 1/044:. Ste 'te Widacki, President CITY OF ROUND ROCK, TEXAS 7 Mayor Nyle Maxwell Mayor Pro -tem Tom Nielson Council Members Alan McGraw Carrie Pitt Scot Knight Isabel Gallahan Gary Coe City Manager ibert L. Bennett. Jr- City Attorney Stephan L. Sheets ROUND ROCK, TEXAS PURPOSE. PASSION. PROSPERITY. August 29, 2002 Mr. Tony Corbett Freeman & Corbett, LLP 2304 Hancock, Suite 6 Austin, Texas 78756 Dear Sir: The Round Rock City Council approved Resolution No. R- 02- 08- 22 -13D2 at their regularly scheduled meeting on August 22, 2002. This resolution approves an Agreement Concerning Purchase and Sale of West Round Rock Water System Improvements. Enclosed is a copy of the resolution and agreement for your files. If you have any questions, please do not hesitate to contact Steve Sheets at 255 -8877. incerely, Christine R. Martine z City Secretary Enclosure CITY OF ROUND ROCK 221 East Maw Street • Round Rock, Texas 78664 Phone: 512.218.5400 • Fax. 512.218.7097 • Voice: 1.800,735,2988 • 1.800.735 -2989 TDD www.cisound rock,tx - Mayor Nyle Maxwell Mayor Pro-tem Tom Nielson Council Members Alan McGraw Carrie Pitt Scol Knight Isabel Gallahan Gary Coe City Manager Jbert L Bennett, Jr. City Attorney Stephan L. Sheets ROUND ROCK, TEXAS PURPOSE. PASSION. PROSPERITY. August 29, 2002 Mr. Mike Taylor, General Manager Brushy Creek Municipal Utility District 901 Great Oaks Drive Round Rock, Texas 78681 Dear Sir: The Round Rock City Council approved Resolution No. R- 02- 08- 22 -13D2 at their regularly scheduled meeting on August 22, 2002. This resolution approves an Agreement Concerning Purchase and Sale of West Round Rock Water System Improvements. Enclosed is a copy of the resolution and agreement for your files. If you have any questions, please do not hesitate to contact Steve Sheets at 255 -8877. ncerely, Christine R. Martinez City Secretary Enclosure cc: Tony Corbett Freeman & Corbett, LLP CITY OF ROUND ROCK221 East Main Street • Round Rock, Texas 78664 Phone: 512.218.5400 • Fax 512.218.7097 • Voice; 1,800.735.2988 • 1.800.735.2989 TDD • www.ci.round-rock.tx.us RESOLUTION NO. R- 02- 08- 22 -13D2 WHEREAS, the City of Round Rock desires to acquire water system improvements from the Brushy Creek Municipal Utility District, and WHEREAS, the City Council wishes to enter into an Agreement Concerning Purchase and Sale of West Round Rock Water System Improvements with the Brushy Creek Municipal Utility District, Now Therefore BE IT RESOLVED BY THE COUNCIL OF THE CITY OF ROUND ROCK, TEXAS, That the Mayor is hereby authorized and directed to execute on behalf of the City an Agreement Concerning Purchase and Sale of West Round Rock Water System Improvements with the Brushy Creek Municipal Utility District, a copy of said agreement being attached hereto as Exhibit "A" 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 22nd day of August, 20 ELL, Mayor ATTEST ��� i �_ _ , , ,jU /�I . 'City of Round Rock, Texas CHRISTINE R. MARTINEZ, City Secretary oDINA\" OR\ o : \wnmc\RRSOCVrx \AZaexzuz.uao/ "c THE STATE OF TEXAS COUNTY OF WILLIAMSON AGREEMENT CONCERNING PURCHASE AND SALE OF WEST ROUND ROCK WATER SYSTEM IMPROVEMENTS This Agreement Concerning Purchase and Sale of West Round Rock Water System Improvements (hereinafter, this Agreement) is entered into as of this day of , 2002, by and between Brushy Creek Municipal Utility District, a conservation and reclamation district created under the provisions of Article XVI, Section 59, Texas Constitution (hereafter the District) and City of Round Rock, Texas, a home rule municipality (City). Recitals Whereas, the City, Milbum Investments, Inc., Hy -land Joint Venture, Hy -land North Joint Venture, E.C. Joint Venture No. 1, L&N Land Corp., Tom E. Nelson, Jr., Trustee No. 1, Mayfield Ranch Venture, and Reata Management entered into that certain "West Round Rock Water System Improvements Agreement" dated September 14, 1987 (the "Construction Agreement "); Whereas, the Construction Agreement sets forth the terms and conditions pursuant to which certain of the parties thereto jointly financed the construction of certain water system improvements more particularly described therein (the "West Round Rock Improvements "), generally consisting of several water lines and one or more elevated water storage tanks; Whereas, by an instrument entitled "Assignment and Conveyance" dated June 16, 1994, Hy -Land Joint Venture, Hy -land North Joint Venture and Cat Hollow Associates, L.P. assigned, transferred and quitclaimed to the District all of their rights, titles and interests in the living unit equivalents allocated td-Iy- land Joint Venture, Hy -land north Joint Venture and E.C. Joint Venture No. 1 in the West Round Rock Improvements, as set forth in paragraph 2.01 of the Construction Agreement; Whereas, the City furnishes a wholesale supply of treated water to the District pursuant to the terms and conditions of that certain "Agreement Between the City of Round Rock and Williamson County Municipal Utility District No. 2" dated October 14, 1986 (the "Wholesale Water Agreement "). The Wholesale Water Agreement terminates on October 14, 2006; Whereas, the District intends to construct certain water supply intake, treatment, storage and transmission improvements for purposes of furnishing water service directly to its customers. Upon construction of the District's water system improvements, the District will no longer need or utilize its capacity in the West Round Rock Improvements; Whereas, the City desires to purchase the District's share of capacity in the West Round Rock Improvements for purposes of meeting its future water service obligations; and EXHIBIT nAn Whereas, the City and the District desire to enter into this Agreement in order to set forth the terms and conditions upon which the District shall sell to the City, and the City shall purchase from the District, the District's share of capacity in the West Round Rock Improvements. Now, Therefore, 1.1 Declaration. The District hereby declares all of its rights and interests in the West Round Rock Improvements (the "Property") to be property surplus to the needs of the District, and the same shall be conveyed to the City as provided in this Agreement and pursuant to Section 49.226, Texas Water Code. 1.2 Limitation of Declaration. The declaration set forth in Section 1.1 above is made only for the purposes of and in consideration of this Agreement, and shall be effective only upon commencement of operation of the District's proposed water system improvements. Further, thedeclaration is made subject to the terms and conditions of this Agreement, and is effective for no other purpose or benefit of any persons or entities not a party to this Agreement, and may not be used against the Parties in any other context. In the event that this Agreement is terminated for any reason, the declaration shall be void andof no further force and effect. Agreement For and in consideration of the mutual promises, covenants, obligations and benefits of this Agreement, the City and the District contract and agree as follows: 2.1 Conveyance of Property. ARTICLE I. Surplus Property ARTICLE II. Conveyance (a) The District hereby agrees to sell and convey to the City, and the City hereby agrees to purchase and accept, the Property, subject to the terms and conditions set forth in this Agreement. (b) Upon execution of a contract(s) by the District for construction of the District's water system improvements, the District shall provide notice thereof to the City, along with the dates of substantial and final completion of construction set forth in the contract(s). The District shall further endeavor to provide notice to the City of the status of construction approximately sixty (60) days prior to the anticipated completion date, and not later than thirty (30) days prior thereto. The notice sent by the District to the City not later than thirty (30) days prior to commencement of operation of the District's water system improvements shall specify the anticipated date of commencement of District water system improvements, which date shall also be the date on which the District shall convey the Property to the City in accordance with the terms and conditions set forth in this Agreement (the "Conveyance Date "). In the event that the date of commencement of water system improvements changes from the date set forth in the District's notice, the District shall provide as much advance notice thereof as practicable to the City, and the date of conveyance of the Property shall be revised accordingly. 2 (c) Transfer by the District to the City of the Property shall be by "Assignment and Conveyance" the form of which is attached hereto as Exhibit "A ". (d) Possession of the Property shall be tendered by the District to the City on the Conveyance Date, upon receipt by the District of the "Purchase Price" as hereinafter defined. 2.2 Purchase Price. (a) For and in consideration of the transfer and conveyance to the City of the Property in accordance with the provisions of this Agreement, the City agrees to pay to the District a sum of money equal to THREE MILLION SIX HUNDRED THOUSAND DOLLARS ($3,600,000) (the "Purchase Price "). (b) Payment of the Purchase Price by the City to the District shall be in the form of the City's check made payable to "Brushy Creek Municipal Utility District" which will be delivered by the City to the General Manager of the District at 901 Great Oaks Drive, Round Rock, Texas 78681 on the Conveyance Date. In exchange for payment, the General Manager of the District shall simultaneously tender to the City the executed Assignment and Conveyance. ARTICLE III. Operational Matters 3.1 Cooperation. The Parties agree to cooperate in good faith concerning the termination of wholesale service by the City to the District. In connection therewith, the respective operators of the District and the City shall maintain regular communications, cooperate, and operate their respective systems so as to minimize the disruption of water service to the customers of the City and the District. 3.2 Emergency Interconnect. The Parties agree that the disconnection of the District's water system from the City's water system shall be conducted in a manner so as to leave in place a physical interconnect. The purpose of the emergency interconnect will be to allow one party to provide service to the other party in the event of an emergency. The terms and conditions for the provision of emergency service shall be set forth in a subsequent written agreement to be entered into by the Parties. ARTICLE IV. Wholesale Water Agreement 4.1 Termination. The parties mutually acknowledge and agree that Wholesale Water Agreement terminates October 14, 2006 (the "Termination Date "), and the City has adopted an ordinance specifying that it shall not renew the agreement. The District acknowledges that the City must begin planning for utilizing the water supply capacity that is going to be available upon completion of the alternative water supply system and termination of the Wholesale Water Agreement. This planning will include, but is not necessarily limited to, contracting with third parties to reserve and/or utilize said capacity when it is available on the Termination Date. Accordingly, the City and the District acknowledge and agree that under no circumstances will the Wholesale Water Agreement be allowed to continue beyond the previously agreed Termination Date. In order to encourage the District to complete the alternative system prior to the Termination Date, the City agrees that beginning January 1, 2006, the District shall have the option of terminating the Wholesale Water 3 Agreement early by completing the alternative water supply system prior to the Termination Date. In the event that the Wholesale Water Agreement is terminated early, all volume and demand charges owed the City by the District shall also cease as of the early termination date. ARTICLE V. Remedies 5.1 Remedies. If either party fails to comply with its obligations under this Agreement, the other party shall have the right, as its sole and exclusive remedy, to enforce this Agreement by specific performance, injunction, or similar remedy. The defaulting party shall be liable to the other for all costs actually incurred in pursuing such remedies, including attorney's fees. ARTICLE VI. General 6.1 Force Majeure. In the event that any Party is rendered unable, wholly or in part, to perform any of its obligations under this Agreement (by reason of failure or national moratorium of operation of the banks, transfer agents, brokers, stock exchanges or modes of transportation; or work stoppages or restraint by court order or other public authority; or action or inaction concerning governmental or regulatory authorizations; or transportation delay; or death or personal injury of a representative of either Party whose signature is necessary), upon the provision of written notice which fully relates the particulars of the claimed force majeure, including but not limited to the dates on which it commenced and ceased or is expected to cease by the Party claiming force majeure to the other Party as soon as is reasonably practicable after the occurrence of the cause relied upon, the obligations of the Party claiming force majeure, to the extent they are affected by the force majeure, shall be suspended during the continuance of any inability of performance so . This Agreement shall not be terminated by reason of any such cause but shall remain in full force and effect. Either Party rendered unable to fulfill any of its obligations under this Agreement reason of force majeure shall exercise the utmost diligence to remove such inability. 6.2 Modification. This Agreement shall be subject to change or modification only with the mutual written consent of the Parties. 6.3 Sole Agreement. This Agreement constitutes the sole and only agreement of the Parties concerning the subject matter hereof and supersedes any prior understanding or oral or written agreements between the District and the City relating thereto. 6.4 Captions. The captions appearing at the first of each numbered section or paragraph in this Agreement are included solely for convenience and shall never be considered or given any effect in construing this Agreement. 6.5 Waiver. Failure to enforce or the waiver of any provision of this Agreement or any breach or nonperformance by the District or the City shall not be deemed a waiver by the District or the City of the right in the future to demand strict compliance and performance of any provision of this Agreement. No 4 modifications to or rescission of this Agreement may be made expect by a written document signed by the District =s and Customer =s respective authorized representatives. 6.6 Severability. The provisions of this Agreement are severable, and if any provision or part of this Agreement shall 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 shall not be affected thereby. 6.7 Cooperation. Each Party hereby agrees that it will take all actions necessary to fully carry out the purposes and intent of this Agreement. 6.8 Addresses and Notice. All notices, demands, requests, and other communications between the Parties required or permitted hereunder shall be in writing, except where otherwise expressly provided herein, and shall be deemed to be delivered when actually received; provided that if the communication is sent by depositing it in a regularly maintained receptacle for the United States mail, registered or certified, postage prepaid, addressed to the appropriate addressee as follows, or to such other location or address for a party for which notice has been given by such party in the same manner, the same shall be deemed to have been received on the second mail delivery day following the day on which the communication is so postmarked. If to the District: With a copy to: If to City: With a copy to: Brushy Creek Municipal Utility District 901 Great Oaks Drive Round Rock, Texas 78681 Tony Corbett Freeman & Corbett, LLP 2304 Hancock, Suite 6 Austin, Texas 78756 City of Round Rock 214 East Main Street Round Rock, Texas 78664 Mr. Steve Sheets Attomey at Law 309 E. Main Street Round Rock, TX 78664 5 6.9 Assignability. Neither Party may assign its interests in this Agreement without the prior written consent of the other Party. 6 IN WITNESS WHEREOF, the Parties hereto have caused thjs instrument be sign d, sealed and attested in duplicate by their duly authorized officers, this the day of , 2002. BRUSHY CREEK MUNICIPAL UTILITY DISTRICT By: (,(J1 L . St e Widacki, President C}4thia Forkner, Secretary City Secretary AUSTIN_1 \186724 \4 22157-1 CITY OF ROUND ROCK, TEXAS By: 7 DATE: August 16, 2002 SUBJECT: City Council Meeting — August 22, 2002 ITEM: 13.D.2. Consider a resolution authorizing the Mayor to execute an Agreement Concerning Purchase and Sale of West Round Rock Water System Improvements with the Brushy Creek Municipal Utility District. Resource: Jim Nuse, Chief of Operations /Assistant City Manager History: Brushy Creek MUD participated in the construction of a water transmission main to serve our western water service area. Brushy Creek MUD will be constructing a line and water treatment facility to serve their needs by 2006. The City wishes to purchase the 6,200 connections that Brushy Creek MUD has acquired in the line. A detailed cost analysis was done and the parties agreed to the value of $3,600,000. Funding: Cost: $3,600,000 Source of funds: Water Impact Fees, Operating Funds & Revenue Bonds Outside Resources: Brushy Creek MUD Impact/Benefit: Provides valuable needed capacity to our western service area. Public Comment: N/A