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R-86-809 - 1/9/1986WHEREAS, certain developers are proposing to develop land in the Southeast Round Rock Area; and WHEREAS, certain developers have presented the appropriate paper- work to the County Commissioners of Williamson County for the creation of a road district; and WHEREAS, the Commissioners•are scheduled to take appropriate action to facilitate the creation of a Southeast Williamson County Road District No. 1; and WHEREAS, the City Council of the City of Round Rock is in support of the creation of the Southeast Williamson County Road District No. 1, Now Therefore BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF ROUND ROCK, TEXAS That this resolution be presented to the County Commissioners of Williamson County and any other citizen demonstrating the support of the City Council of the City of Round Rock, Texas for the proposed Southeast Williamson County Road District No. 1. RESOLVED this "/ � day of L// / [/J i , 1986. ATTEST: MI NE LAND, City Secretary RESOLUTION NO. /69/Q MIKE ROBINSON, Mayor City of Round Rock, Texas ija THE STATE OF TEXAS COUNTY OF WILLIAMSON OPTION CONTRACT Preamble This Option Contract is made this Round Rock, Williamson County, Texas by to in this Option Contract as Optionor or Seller, and Southeast Williamson County Road District No. 1, referred to in this contract as Optionee or Purchaser. A Recitals DRAFT day of , 1986, at , referred WHEREAS, Optionor is the owner of real property in Williamson County, Texas, which property lies along the northside of proposed County Road 170, and being a strip of land 100 feet in width, and being more particularly described in Exhibit "A ", which is attached hereto and incorporated herein by reference (hereinafter referred to as the "Option Property "); and WHEREAS, Optionor has already donated feet of right -of -way to the District in connection with the construction of improvements, extentions and widening of County Road 170; and WHEREAS, Optionee desires to acquire the exclusive right and option to purchase, without becoming obligated to purchase, the option property at an agreed price and under specified terms and conditions stated in this Agreement; and WHEREAS, it is necessary to provide a perserve for additional right -of -way of up to 100 feet should it be required for such road at a later date; NOW THEREFORE, it is agreed as follows: Grant of Option 1. For the consideration expressed in Paragraph 3 of this Option Contract, Optionor hereby grants to Optionee the exclusive right and option to purchase the property described in Exhibit "A" at the price and under the terms set forth herein. lja Option Period 2. The option to purchase the property shall commence on the date which is exactly years from the effective date of this contract, and said option shall expire and be of no further force in effect on the date which is 15 years from the effective date of this contract. Consideration 3. Optionee shall pay to Optionor contemporaneously with the execution of this Option Contract and on or before the same day of each succeeding year during the option term the sum of $10.00 per year. The aggregate of the option consideration which has been paid by Optionee to Optionor as of the date of the exercise of an option as hereinafter provided, shall be applied against the purchase for the Option property. In the event this Option Contract is terminated because of the failure of Optionee" to exercise an option, Optionor not being in default, the option consideration paid by Optionee to Optionor shall be the property of Optionor. Application of Consideration to Purchase Price 4. If this option is exercised in accordance with the terms hereof, then the consideration paid to Optionor by Optionee shall apply to the purchase price. Return of Consideration 5. The purpose of the option period is to permit Optionee to determine if said property is required for additonal road right -of -way. If this investigation shows that the use of the subject property is not required for Optionee's purposes, the option consideration shall be promptly returned to Optionee in full provided that Optionee notifies Optionor prior to the end of the option period that the subject property is not required for Optionee's purposes. Exercise of Option 6. Optionee may exercise this option at any time during the option period by Optionee forwarding to Optionor at the address set forth below written notice of its election to - 2 - lja exercise the option, accompanied by its check in the amount of Thousand and No /100 Dollars ($ ). Said notice of exercise of option , shall be effective the date deposited in United States Post Office Certified Mail Return Receipt requested. With respect to said option, Optionee agrees that, if during the term of said option, it decides not to exercise all or any part of its option, it shall be give Optionor written notice of such decision, and to execute and acknowledge and deliver to Optionor a termination of all or any part of the option not exercised. Purchase Price 7. The purchase price for the Option Property shall be the amount which equals the fair market value of said property, determined as of the date this Option Contract is entered into by Optionor and Optionee. It is agreed that fair market value shall be the value placed upon any parcel of which the option property is a part by the Williamson County Tax Appraisal District, and it is agreed that said value shall be prorated based upon the relationship that the Option Property bears to the total parcel appraised. Condition to Exercise of Option 8. Optionee in its written notice of exercise of option, must state that its governing board has made an affirmative finding, in a public meeting, that the option property is specifically required for road right -of -way. If said governing body determines, at such a public meeting, that the requirements for such road right -of -way are less than the 100 feet described in Exhibit "A ", then said option may be exercised as to a lesser amount of property so required. If the option exercised is for less than the total Option Property, said notice shall include a release in termination of the option on any remaining property. - 3 - lja Automatic Termination 9. If Optionee fails to exercise the option in accordance with the terms of this Option Contract within the option period or any extension thereof, then the option to purchase granted by this Option Contract, and the rights thereunder of Optionee, shall automatically and immediately terminate without notice. Assignability of Option 10. This Option Contract may be assigned by Optionee any other governmental unit or agency provided that Optionee's assignee, shall expressly assume all Optionee's liabilities, obligations, and duties hereunder. On delivery to Optionor of an instrument in writing whereby the assignee assumes all of the provisions of this Option Contract to be performed by Optionee, then, in that event, Optionee shall be released and discharged of all further liability hereunder. Optionor's Rights in Option Property 11. It is expressly understood and agreed that Optionor is not prohibited in any way from constructing any facility on the option property. However, it is understood that Optionor must remove any such structure at its own expense prior to the closing of the Option Property. Said property must be delivered free and clear from all structure, debris and encumbrances to Optionee at the date specified in the option notice. It is stipulated and agreed however, that the closing of such Option Property shall be not less than 12 months after delivery of said notice of exercise of option. Notices 12. Unless otherwise provided herein, any notice, tender, or delivery to be given hereunder by either party to the other may be effected by personal delivery in writing or by registered or certified mail, postage prepaid, return receipt requested, and shall be deemed received as of actual receipt of (_) days from mailing. Mailed notices shall be lja addressed as set forth below, but each party may change his address by written notice in accordance with this paragraph. To the Optionor: To the Optionee: Southeast Williamson County Road District No. 1 Entire Agreement 13. This Option Contract together with the attached Exhibit "A" contains the entire agreement in the oral representations concerning the contract together with the attached Exhibit "A" shall be of no force in effect. Preliminary Title Report 13. Within thirty (30) days after the date the option granted hereunder is exercised, Optionor and Optionor's cost and expense shall have caused Title Company to issue a preliminary title report (the "Title Report ") accompanied by copies of all recorded documents relating to easements, rights -of -way, etc., affecting the Property. Purchaser shall give Seller written notice on or before the expiration of thirty (30) days after it receives the Title Report that the condition of title as set forth in such title binder is or is not satisfactory, Seller shall promptly undertake to eliminate or modify all such unacceptable matters to the reasonable satisfaction of Purchaser. In the event Seller is unable to do so within thirty (30) days after receipt of written notice, Purchaser shall have the option to (i) teminate this agreement and this agreement shall thereupon be .null and void for all purposes and all OPTION CONSIDERATION shall be forthwith returned to Optionee; or (ii) said condition shall be deemed to be acceptable and any objection thereto shall be deemed to have been waived for all purposes. - 5 - lja Owner's Policy of Title Insurance in the amount of the purchase price, subject only to the exceptions set forth in Article 14 hereof, Optionee shall pay to Optionor the balance of the consideration in cash. Partial Exercise of Option 17. Optionor and Optionee recognize the possibility that Optionee may, in the proper exercise of its rights hereunder, purchase only a portion of the Option Property leaving Optionor the owner of the remaining Property at the termination of all options hereunder. In such event Optionee agrees to execute an instrument in rocordable form, terminating its option to purchase any of the remaining property. The affirmative finding required for such a partial exercise shall be described in Paragraph above. Memorandum of Option 18. Optionor and Optionee shall execute simultaneously with the execution of this Option Agreement, a Memorandum of Contract and Option Agreement to be recorded in the Official Records of Williamson County, Texas. Default 19. A. If Optionee shall fail to exercise its option hereunder, or or any part thereof, Optionor not being in default, the option consideration theretofore paid by Optionee to Optionor shall be the property of Optionor and thereafter neither party shall have any further rights or obligations hereunder. B. If Optionee shall exercise its option to purchase as provided in Article VI hereof, and then defaults in its performance of this Option Agreement as to that Option Property, Optionor not being in default, Optionor may retain the Option Consideration as liquidated damages for the breach of that part of this Option Contract or Optionor may enforce specific performance of that portion of this Option Contract. - 7 - lja Exceptions 14. The parties hereto agree that such Option Property shall be sold free and clear of all liens and encumbrances of any kind or character except: Ad valorem taxes for the year of sale, which taxes shall be prorated on date of delivery of the deed. Optionor shall be liable for any taxes levied as a result of a change of use of the Property. Public utility easements for electric lines as presently existing on the Property, easements which are visible or apparent on the ground and such - additional easements as Buyer may approve in writing, which approval shall not be unreasonably withheld or delayed, hereinafter called "Permitted Exceptions ". Survey 15. Within a reasonable time after Optionee has given Optionor written notice of this exercise of the option granted under Article III hereof, Optionee agrees to have the Option Property surveyed at its own cost and expense by a licensed land surveyor or engineer and to deliver to Optionor a plat and field notes describing the Property and the Option Property to be then conveyed. The field notes for such Option Property to be purchased by Optionee shall be incorporated in the deed for which provision in hereafter made. Consummation of Sales 16. The Option Parcel transaction shall be consummated within a reasonable time and not in any event earlier than twelve (12) months nor later than fifteen (15) months after Optionee has exercised an option to purchase in accordance with Paragraph 6 above. At closing Optionor shall deliver to Optionee a general warranty deed conveying the Option Parcel upon which Optionee has exercised an option, subject only to the exceptions stated in Paragraph 14 hereof, duly executed and acknowledged. When the deed is tendered for delivery to Optionee, together with a current Commitment to issue an - 6 - lja C. If Optionor shall default in its performance of this Option Contract after Optionee shall have exercised its option to purchase the Option Property, Optionee not being in default, the Optionee at its option may elect to demand that Optionor return the Option Consideration as liquidated damages for its breach of this agreement or Optionee shall be privileged to maintain an action against Optionor to enforce specific performance of that part of this Option Agreement. D. Any action to enforce specific performance of this Option Agreement or any portion thereof must be filed in a court of competent jurisdiction in Williamson County, Texas, within ninety (90) days after the non - defaulting party has actual knowledge of the default by the other party. If such action is not filed within said ninety (90) days, then the non - defaulting party waives its right to specific performance of that portion of this Option Agreement then in default and the sole remedy available to such party will be the liquidated damages or return of the cash deposit as provided for herein. E. In the event Optionee brings an action against Optionor to require specific performance of this Option Agreement or any part thereof, the time granted for the exercise and consummation of each then existent option granted by this Option Agreement shall be extended for a period of time equal to the time which elapses from the date any such action is filed until a final judgment is entered in said cause. Further, the purchase price for any Option Parcel purchased under the exercise of an option herein granted after such specific performance action is filed shall be determined as of the date such action is filed, anything herein to the contrary notwithstanding. F. In the event Optionor brings an action against Optionee to enforce specific performance of the purchase of an Option Parcel hereunder, the purchase price for such Option - 8 - lja Parcel shall be determined as of the date of the entry of a final judgment in such action, instead of the date such option is exercised, anything herein to the contrary notwithstanding. G. The waiver of specific performance as to a default hereunder, shall not constitute a waiver as to any subsequent default. H. If because of any default by either Optionor or Optionee, the other party to this Option Agreement not being in default shall be required to employ an attorney, the party in default agrees to pay a reasonable attorney's fee to the party not in default. I. If Optionee shall default in the performance of any undertaking hereunder, other than for failure to consummate the purchase of the Option Property after exercise of an option, Optionor shall give Optionee written notice of the default and Optionee shall have fifteen (15) days after receipt of such notice to cure such default and if cured within such period, that default shall be deemed waived. Binding Effect 19. This Option Contract together with the attached Exhibit "A" shall bind and inure to the benefit of all the respective heirs, personal representatives, successors, and assigns of the parties hereto. Gender 20. (a) Words of any gender used in this contract shall be held and construed to include any other gender, and words in the singular number shall be held to include the plural, and vice versa, unless the context requires otherwise. (b) As used herein Purchaser refers to Optionee and Optionor refers to Optionor. IN WITNESS WHEREOF, the parties hereto have executed this Option Contract the day and year first above written. - 9 - lja Optionor: Southeast Williamson County Road District No 1 Optionee: BY: - 10 - Its President 1 -k MEMORANDUM Southeast Williamson County Road District No. 1 The objective of this County Road and Bridge District is to allow the approximately 970 acres lying in Round Rock City limits and /or ETJ on the north side of County Road 170 to be developed. Currently all of this acreage is in a state of limbo and development is restrained by City ordinance! Neither the landowners nor the City benefits from this restriction. Development will allow landowners to protect their investment and the City to reap the benefits of ad valorem taxes, sales taxes, water and wastewater revenues, and provide employment and job opportunities for its citizens. The orderly development of these lands has been prevented in order to allow right of way for Austin's proposed Outer Parkway to be obtained in accordance with the Texas Highway Commission's Minute Order Number 83158 approved May 22, 1985. Under this Order the vast majority of the monies to construct this "scenic loop" of 80 plus miles around Austin will come from federal funds provided under federal rules and regulations. This Minute Order poses two distinct problems in regard to the obtaining of right of way and they are: 1) Federal funding is essential to the construction of this roadway and federal rules prohibit the acquisition of right of way for the project by the state or any other 1 -k entity on behalf of the state PRIOR to public hearings. At the Chamber of Commerce Transportation Committee Meeting on November 21, 1985, Roland Gamble, Assistant District Engineer for the Department of Highway and Transportation stated that, "the required public hearings were at least 18 months away." In addition the provisions of the National Environmental Protection Act will have to be met as well as other federal regulations. All of which will slow down the process of design and construction. And of course, actual construction cannot commence unless the federal funds have actually been appropriated through the budget process. 2) Since the Minute Order's requirement of 400 feet of right of way is beyond what can constitutionally be obtained under police powers through the platting process, and since some landowners have no economic reason to cooperate, a portion of the right of way will have to be purchased. Therein lies the rub - neither the City of Round Rock, Williamson County nor the State has funds available to purchase the excess right of way. A County Road and Bridge District is the appropriate method of solving the dilemma'we all face and our specific - 2 - proposal is as follows: 1) Owners representing 7 of the 9 tracts involved have agreed to donate to the District sufficient land to equal 100 feet of right of way when combined with 1/2 of the existing right of way of County Road 170 and /or Meister Lane bordering their tract, if any; i.e., in some cases where 1 -k County Road 170 right of way is 50 feet the landowner will donate 75 feet and where there is no existing right of way landowners will donate the full 100 feet. 2) The same landowners have agreed to set aside an additional 100 feet for future right of way purposes to be purchased by the District within 15 years. The portion not so purchased will be released. The purchase price is to be frozen at today's value and the land is to be conveyed free and clear of any improvements. 3) The District will begin design and construction of a 3 lane county road immediately and provide for extension or expansion of 2 more lanes. This 5 lane road will be capable of carrying as much traffic as F.M. 1325 and will be more than sufficient whether the Outer Parkway is ever constructed or not. Why only the north side? While,.the County Road and Bridge District is created by order of the Commissioner's Court, bond elections must be called by petition signed by a majority of the qualified voters and the vote for the bonds must be by a two - thirds majority. Only registered residents, not landowners, may vote. We have already identified 15 individuals residing on the south side and there may be other voters where spouses and children over 18 are involved. Since these residents have no current interest in developing their property they are opposed to a road district and each of their "no votes" would require two "yes votes" to offset it. - 3 - 1 -k Three of the tracts on the north side have no residents, no provisions for water, and no septic tanks in place. Four of the tracts when combined have a total of 4 houses available for rent. One tract owner is opposed to the District and there is an occupied home on his land. While the 9th tract owner is opposed to the road district, there are no current residents on his tract. It is obvious therefore, the inclusion of the south side of County Road 170 poses almost certain failure to implementation of the road district because the defeat of any bond issue requires the immediate dissolution of the District itself. With the very real probability of a bond election defeat, none of the cooperating north side landowners would be willing to expend any funds or obligate themselves for'funds on behalf of the proposed District -until after a successful bond - election is held. The earliest such an election can be held is April. A SOUTH RIGHT OF WAY PROTECTION There are two methods by which additional right of way for the south side can be acquired; they are: 1) Through the platting process. Most of the land lies within the ETJ of the City of Round Rock. That which does not is in Williamson County. A "reasonable amount" of right of way may be required from the landowner during the platting process and certainly 75 to 100 feet is reasonable. - 4 - 1 -k The entire north -south area cannot be economically developed at one time. It is our belief that after improvement begins on the north, other developers will buy up and assemble the small tracts on the south and seek to file plats with the City of Round Rock or Williamson County. When that occurs additional right of way can be obtained. 1 2)' Road District Purchase. If at the time the southern development occurs a total 400 foot right of way is still required the excess right of way over that which is platted may be acquired through a road district. While a County Road and Bridge District does not have the ability to annex land, a new district on the south can be formed and the existing District "folded" into it providing a larger tax base for the acquisition of any excess right of way. We believe our Road District plan to be a sound one. One that permits immediate implementation, assures a favorable bond election and provides for continued Round Rock City Planning approval for the actual road alignment, design and construction. The proposed District encompasses all the lands necessary to complete the road; provides for sufficient favorable voters; and leaves out objecting resident homeowners who do not wish to be included in the District and would vote against the bond issue. It provides a reasonable means to acquire the "northern" 200 feet immediately without jeopardizing the Outer Parkway Concept and provides for method of orderly development of the south side property as new owner /developers come into play. WELLS, WALSH & ARINS Mr. Richard A. Wells 1717 North IH35, Suite 301 Round Rock, Texas 78664 Dear Richard: PENTAD JOINT VENTURE 2121 North Mays Round Rock, Texas 78664 January 6, 1986 Please be advised that in consideration of the creation by the Williamson County Commissioner's Court of the proposed Southeast Williamson County Road District No. 1, we the undersigned hereby agree to donate, free and clear, to the District sufficient land to equal a total 100 feet of right of way when combined with one -half of the existing right of way of County Road 170, and or Meister Lane bordering our tract, if any. Be further advised that by written contract with the District we hereby agree to set aside for 15 years an additional 100 feet. The contract grants the District the right to purchase up to said additional 100 feet of right of way and freezes the purchase price throughout the 15 year period at present day value and requires that such land be cleared of any structures or improvements at owner's expense prior to conveyance to the District. PENTAD JOINT VENTURE BY: N ' N ROUND ROCK Co. RD 170, LTD / 83.64 AC. VOL 1018, PG. 210 t BOARDWALK JOINT VENTURE 232.541 AC. VOL 1070, PG 892 WINDY TERRACE JOINT VENTURE 1381 AC. VOL. 1169; PG. 32 CO SKETCH OF SOUTHEAST WILLIAMSON COUNTY ROAD DISTRICT BEING 978.656 ACRES WILLIAMSON COUNTY, TEXAS • co C6 6-9 0070666 1, Haynie & Kaltman Inc. Ix CONSU: Nag. 11.1.1 711. 15121153.7M1