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R-06-03-09-9C1 - 3/9/2006RESOLUTION NO. R -06-03-09-9C1 WHEREAS, the City of Round Rock desires to acquire water system improvements from the Brushy Creek Municipal Utility District, and WHEREAS, on August 22, 2002, the City of Round Rock entered into an Agreement Concerning Purchase and Sale of West Round Rock Water System Improvements with the Brushy Creek Municipal Utility District, and WHEREAS, the City now wishes to enter into a Bill of Sale and Assignment for the purchase of the West Round Rock Water System Improvements, 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 a Bill of Sale and Assignment with the Brushy Creek Municipal Utility District for the purchase of the West Round Rock Water System Improvements, a copy of same 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 9th day of March, 2006. ST: XWE Mayor i of Round Rock, Texas CHRISTINE R. MARTINEZ, City Secretar @PFDesktop\::ODMA/WORLDOX/O:/WDOX/RESOLUTI/R60309C1.WPD/sc BILL OF SALE AND ASSIGNMINT Date: January , 2006 Grantor: Brushy Creek Municipal Utility District, a Texas conservation and reclamation district Grantor's Mailing Address (including county): 16318 Great Oaks Drive Round Rock, Texas 78681 Williamson County Attn: General Manager Grantee: City of Round Rock, a Texas home rule municipality Grantee's Mailing Address (including county): Consideration: Ten Dollars ($10.00) and other good and valuable consideration in hand paid by Grantee. Facilities: See Exhibit "A" attached hereto. Conveyance: Grantor, for the consideration herein expressed, ASSIGNS, 'TRANSFERS, and QUITCLAIMS to Grantee any and all of Grantor's rights, titles and interests in and to the Facilities described on Exhibit "A" attached hereto. TO HAVE AND TO HOLD in and to Grantee any right, title and interest in and to the Facilities, together with all and singular the rights and privileges associated with same in any manner, and to its successors and assigns forever, so that no legal representatives of, nor any persons claiming under, Grantor shall at any time in the future have, claim, or demand any right or title to same. Reference is hereby made to that certain "Agreement Concerning Purchase and Sale of West Round Rock Water System Improvements" (the "Agreement"). Grantor agrees to hereafter cooperate with Grantee, take such actions and execute such other specific documents as may be necessary or appropriate to accomplish the transfers contemplated in the Agreement and this document. Executed effective January ,, 2006 GRANTOR: BRUSHY CREEK MUNICIPAL UTILITY DISTRICT, a Texas conservation and reclamation district By: ACCEPTED: Steve Widacki, President GRANTEE: CITY OF ROUND ROCK, a Texas home rule municipality By: Name: Title: Bill of Sale- West Round Rock System Improvements EXHIBIT A All of Grantor's rights and interests (including ownership of capacity) in and to those certain water system improvements constructed pursuant to that certain "West Round Rock Water System Improvements Agreement" dated September 4, 1987 entered into by the City of Round Rock, 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 Riata Management, said rights and interests being acquired by Grantor pursuant to that certain "Assignment and Conveyance" dated June 16, 1994 recorded as Document No. 9453074 of the Official Records of Williamson County, Texas. Bill of Sale- West Round Rock System Improvements DATE: March 2, 2006 SUBJECT: City Council Meeting - March 9, 2006 ITEM: 9.C.1. Consider a resolution authorizing the Mayor to execute and accept a Bill of Sale and Assignment for the purchase of the West Round Rock Water System Improvements from the Brushy Creek Municipal Utility District. Department: Water and Wastewater Utilities Staff Person: Tom Clark, Utilities Director Justification: On August 22, 2002, the Council authorized the purchase of the West Round Rock Water System Improvements from Brushy Creek MUD. The MUD stopped taking water from the City on January 16, 2006 and requested early termination of the wholesale water supply agreement. Funding: Cost: $3,600,000 Source of funds: Utility Self Financed Construction- Water Outside Resources: Brushy Creek Municipal Utility District Background Information: The Brushy Creek MUD Wholesale Water Agreement expires October 14, 2006. The Sale of the West Round Rock Water System Improvements agreement contains a provision that allows for early termination as early as January 1, 2006. The MUD constructed its own water treatment plant, which became fully operational on January 16, 2006 and has requested early termination of the agreement. On August 22, 2002, the City and MUD reached agreement for the purchase of water pipeline transmission facilities and a ground storage tank that were used partially to deliver treated water to the MUD. The assets were constructed at a cost of $6.9 million and the City is paying $3.6 million. Public Comment: N/A CITY OF ROUND ROCK INTERDEPARTMENTAL MEMO TO: Cindy Demers, Director of Finance FROM: Tom Clark, Director of Utilities DATE: February 8, 2006 SUBJECT: Termination of the Wholesale Water Supply agreement Attached is a letter from Mr. A.J. Olsen, Interim General Manager for the Brushy Creek Municipal Utility District, notifying the City that it desires to terminate the Wholesale Water Supply Agreement effective January 16, 2006 and exercise its option to sell the West Round Rock Water System Improvements which is allowed under Section 4.1 of the "Agreement Concerning Purchase and Sale of West Round Rock Water System Improvements". I have enclosed copies of the agreements and attachments for your files. January 17, 2006 Mr. Tom Clark City of Round Rock Round Rock, Texas 78681 Re: Start up of operations of BCMUD Water Treatment Facility Dear Mr. Clark: As we agreed in our meeting on December 15, 2006, Brushy Creek MUD is informing you via this letter that we began full operations of our water treatment facility on January 16, 2006. All valves from the City of Round Rock have been closed. We are still interested in pursuing an emergency interconnect between the City's and the District's water systems. An interconnect would provide an important backup water supply for both systems during emergency conditions. If you are interested in such an interconnect, please let us know so that we can schedule and proceed with discussions. We understand that the City of Round Rock will use our full start up date as the notice that initiates the thirty day period after which Round Rock will pay the $3.6 million for purchase of the; MUD': s interest in the West Round Rock System. We are enclosing a proposed form of a Deed which would be used to transfer the District's ownership rights to the City upon receipt of the purchase payment. A copy of the deed was previously sent to and reviewed by your legal counsel. We also will need to know how you propose making the payment, i.e. by check, wire transfer, etc. We again want to express our appreciation for the cooperation of you and your staff throughout our construction process and in working out the final details of the transfer of ownership of the West Round Rock system. We lookforward to a continuation of this cordial relationship. We also stand ready to assist you in any way we might can in case you have any need of our assistance. Sincerely, eneral Manager Cc: ' Mr Tony Corbett Mr. Steve: Sheets Mr. Jimmy Griffith 16318 Great Oaks Drive • Round Rock, Texas 78681-5685 (512) 255-7871 • Fax (512) 255-0332 www. brushycreekmud.com EXECUTED DOCUMENT FOLLOWS Date: BILL OF SALE AND ASSIGNMENT January Q , 2006 Cts Grantor: Brushy Creek Municipal Utility District, a Texas conservation and reclamation district Grantor's Mailing Address (including county): 16318 Great Oaks Drive Round Rock, Texas 78681 Williamson County Attn: General Manager Grantee: City of Round Rock, a Texas home rule municipality Grantee's Mailing Address (including county): aaa . mAi N RouND EWA cTic 11104) wiLt.1AmSav Cou.ry Rri'N: C)Ty m�}N/4a6K. Consideration: Ten Dollars ($10.00) and other good and valuable consideration in hand paid by Grantee. Facilities: See Exhibit "A" attached hereto. Conveyance: Grantor, for the consideration herein expressed, ASSIGNS, TRANSFERS, and QUITCLAIMS to Grantee any and all of Grantor's rights, titles and interests in and to the Facilities described on Exhibit "A" attached hereto. TO HAVE AND TO HOLD in and to Grantee any right, title and interest in and to the Facilities, together with all and singular the rights and privileges associated with same in any manner, and to its successors and assigns forever, so that no legal representatives of, nor any persons claiming under, Grantor shall at any time in the future have, claim, or demand any right or title to same. Reference is hereby made to that certain "Agreement Concerning Purchase and Sale of West Round Rock Water System Improvements" (the "Agreement"). Grantor agrees to hereafter cooperate with Grantee, take such actions and execute such other specific documents as may be necessary or appropriate to accomplish the transfers contemplated in the Agreement and this document. R-oco • 03-6/. 9c, Executed effective January 4 , 2006 GRANTOR; BRUSHY CREEK MUNICIPAL UTILITY DISTRICT, a Texas conservation and reclamation district By: ACCEPTED: Wax- If)/4-ci-; Stev Widacki, President GRANTEE: CITY OF ROUND ROCK, a Texas home rule municipality Bill of Sale‘ West Round Rock System Improvements EXHIBIT A All of Grantor's rights and interests (including ownership of capacity) in and to those certain water system improvements constructed pursuant to that certain "West Round Rock Water System Improvements Agreement" dated September 4, 1987 entered into by the City of Round Rock, 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 Riata Management, said rights and interests being acquired by Grantor pursuant to that certain "Assignment and Conveyance" dated June 16, 1994 recorded as Document No. 9453074 of the Official Records of Williamson County, Texas. Bill of Sale- West Round Rock System Improvements 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 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 ATTEST ELL, Mayor 'City of Round Rock, Texas CHRISTINE R. MARTINEZ, City Secretary ::OZWAWOR DOX\o:\WDWC\RESOU rr\R20822D2.WPD/ac AGREEMENT CONCERNING PURCHASE AND SALE OF WEST ROUND ROCK WATER SYSTEM IMPROVEMENTS THE STATE OF TEXAS COUNTY OF WILLIAMSON This Agreement Concerning Purchase and Sale of West Round Rock Water System Improvements (hereinafter, this Agreement) is entered into as of this do2i day of 2002, by and between Brushy Creek Municipal Utility District, a conservation and recl ation 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 td3y- 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. ARTICLE II. Conveyance 2.1 Conveyance of Property. (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 fmal 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 Agreemeneby 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 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 this instrument be sign +, sealed and attested in duplicate by their duly authorized officers, this the . is day of ` S 2002. Cyrjiia Forkner, Secretary BRUSHY CREEK MUNICIPAL UTILITY DISTRICT By: 0 Ste e Widacki, President CITY OF ROUND ROCK, TEXAS AUSTIN_1\186724\4 22157-1 7 WEST ROUND ROCK WATER SYSTEM IMPROVEMENTS AGREEMENT STATE OF TEXAS COUNTY OF WILLIAMSON of TT G 11L is made and entered into on this l 4kh day , 1987, by and between the City of Round Rock, Texas, ("City"); Milburn Investments, Inc., Hy -land Joint Venture, Hy -land North Joint Venture, E.C. Joint Venture No. 1, L & N Land Corp., and Tom E. Nelson, Jr., Trustee No. 1 and Mayfield Ranch Venture, ("Participants"); and Reata Management, a sole proprietorship, ("Project Manager"). Recitals WHEREAS, Participants own or have within their boundaries approximately ' 4,700 acres of land contained in an area generally west of the City's limits, said area being designated as the "Study Area" in Exhibit "A" attached hereto, and WHEREAS, the Study Area does not presently have access to a sufficient municipal water service, and WHEREAS, a study performed by the engineering firm of Haynie, Kallman & Gray, Inc. has determined that in order for the Study Area to have access to City's water system, certain improvements consisting of several water lines and one or more elevated tanks must be constructed, ("Improvements"), and WHEREAS, the City requires that the Improvements be oversized beyond the actual needs of the Participants in order to provide capacity for future development in the Study Area, WHEREAS, Haynie, Kallman & Gray, Inc. estimate that the total cost of constructing said Improvements, including an amount for contingencies, engineering, inspection, management, and legal fees is $7,073,982.00, all as set forth in Exhibit "G", attached hereto, and WHEREAS, the City does not have current funds available for the construction of said Improvements, and WHEREAS, in order to construct the needed Improvements on a timely basis, as well as to take advantage of the economic benefits to be derived from sharing the construction costs, Participants wish to jointly finance the construction of the Improvements, and to contract with Riata Management, to administer the construction of the Improvements, Now Therefore, It is Agreed That: I. 1.01. Participants own or have within their boundaries the number of acres of land within the Study Area as indicated below: NAME 1. Milburn Investments, Inc. 2. Hy -land Joint Venture Hy -land North Joint Venture E.C. Joint Venture No. 1 3.. L & N Land Corp. 4. Tom E. Nelson, Jr., Trustee No. 1 Mayfield Ranch Venture WTRAG 3-10-87 MORE PARTICULARLY DESCRIBED IN NUMBER OF ACRES EXHIBIT 690.406 "B" 2,209.540 316.018 497.12 981.29 UC" UD" "En "E-1" J- 4? ,_ '� II. 2.01. The capacity of the water system Improvements to be constructed shall be measured in terms of Living Unit Equivalents (LUE's). For the purpose of this agreement an LUE is deemed to consume 480 gallons per "day of water. Participants require for their respective tracts of land and the City agrees to provide the number of LUE's in the Improvements as indicated below: NAME 1. Milburn Investments, Inc. 2. Hy -land Joint Venture Hy -land North Joint Venture E.C. Joint Venture No. 1 3. L & N Land Corp. LUE's 3,064 6,250 1,400 4. Tom E. Nelson, Jr., Trustee No. 1 2,066 Mayfield Ranch Venture 3,534 The number of LUE's in each segment of the Improvements shall be allocated to each Participant and City in accordance with Exhibit "Gu 2.02. The number of LUE's for determined as follows: TYPE OF RESIDENTIAL UNIT Single Family Detached Duplex Tri-plex, four-plex and multi -family residential uses shall NUMBER OF LUE's 1.0 0.9 per unit 0.7 per unit 2.03. For commercial uses which distinctly comply with one the following development types, the LUE's of service shall be follows: .TYPE OF COMMERCIAL UNIT Office Office Warehouse Retail; Shopping Center Restaurant; Cafeteria Hospital (Includes Cafeteria) Rest Home (Includes Cafeteria) NUMBER OF LUE'S 1 LUE/3000 Sq.Ft. of Floor Space 1 LUE/4000 Sq.Ft. of Floor Space 1 LUE/1660 Sq.Ft. of Floor Space 1 LUE/200 Sq.Ft. of Floor Space 3 LUE/Bed 1 LUE/Bed For facilities owned and operated by Public Schools, Fire Departments serving the public, and churches, the LUE's shall be determined in accordance with the following Building Area x 6 x Land Area in Acres = LUE's Land Area be of as Counties, number of formula; For commercial uses which do not distinctly comply with any of the preceding development types, the number of LUE's of service shall be determined pursuant to certified engineers' data furnished to and approved by the City. 2.04. Participants shall be entitled to allocate their LUEs to their respective tracts, orany portion thereof, as they deem 2. advisable. In the event of transfer of title to any respective tract, or any portion thereof, the City, unless notified as set forth hereinafter, shall deem that a pro rata number of LUEs are transferred with the conveyed property in accordance with the ratio between the area of the conveyed property to the total area of the property of the Participant owning such property at the inception of this Agreement. Provided, however, any Participant may designate in writing to the City the amount of LUES transferred with the conveyance of any tract or portion thereof; such written designations to also be signed by the transferee. 2.05. Participants shall not be permitted to transfer or assign their right to LUEs of line capacity except as follows: 1. To any purchaser of their respective tracts, or any portion thereof; 2. To any other Participant; or 3. Subject to City Council approval, which shall not be unreasonably withheld, to any property not described in the Exhibits hereto, provided such property shall be (i) adjacent and abutting to property described in the Exhibits hereto, and (ii) owned by a Participant who now owns property described in the Exhibits "B" through "E-1" hereto. 2.06 All Participants other than Milburn Investments, Inc. shall be permitted to transfer or assign their right to LUE's of line capacity to a municipal utility district or a water supply corporation created with authority over their property within the Study Area owned by each of them. 2.07. Oversize capacity is required by the City to be built in the project which shall be allocated to the City in accordance with Exhibit "G" to be utilized as the City shall determine in its sole discretion. 3.01. Project Manager, upon the execution of this Agreement by all of the Participants, and in consideration of payment to Project Manager of a management fee of three percent (3%) of the Revised Cost (as hereinafter defined) of the Improvements not already constructed, shall in its name, but on behalf of City, and the Participants: (a) engage the services of Haynie, Kallman & Gray, Inc. to complete the plans and specifications of the Improvements, (b) obtain the acceptance of the City of such plans and specifications, (c) solicit bids and award any contracts for construction of the Improvements in compliance with the requirements of state law governing cities and where more restrictive, in compliance with the requirements of the Texas Water Code and the rules and regulations of the Texas Water Commission relating to water districts, and other applicable regulations for the construction of the Improvements, (d) enter into a contract (which shall include a payment and performance bond for the full amount of the contract) with the successful bidder or bidders, for the construction of the Improvements, 3. (e) do such other acts and deeds as may be reasonably necessary or appropriate, in order to construct and administer the construction of the Improvements in accordance with the plans and specifications, and proceed with due diligence and to use its best efforts to accomplish in a timely manner all of the foregoing. 3.02. Project Manager, Participants, and City agree that any construction contract entered into for the construction of the Improvements shall include the following guarantee by the contractor to the Project Manager and City: The Contractor warrants the materials and workmanship and that the work is in conformance with the plans and specifications included in this contract for a period of one (1) year from the date of acceptance of the project. Said warranty binds the contractor to correct any work that does not conform with such plans and specifications or any defects in workmanship or materials furnished under this contract which may be discovered within the said one (1) year period. The Contractor shall at his own expense correct such defect within thirty (30) days after receiving written notice of such defect from the City of Round Rock or Engineer by repairing same to the condition called for in the contract documents and plans and specifications. Should the Contractor fail or refuse to repair such defect within the said thirty (30) day period or to provide acceptable assurances that such repair work will be completed within a reasonable time thereafter, the City may repair or cause to be repaired any such defect at the Contractor's expense. aCity shall nd that such guarantee after acceptance of the Improvements by the look solelybetosstheedto the Contractorty for and/orits Projectfit and Managerthe forCity remedyaof any defect. 3.03. Within thirty (30) business days after execution of this Agreement by all parties, each of the respective Participants shall deposit either an initial letter of credit in the form of the letter of credit attached hereto as Exhibit "F", or cash, with the Project Manager. The amount of the initial letter of credit or cash for each Participant shall be the amount set forth on Exhibit "G" beneath each Participant's name on the line marked "TOTAL ESTIMATED PARTICIPANT COST". In the event any Participant fails to deposit its letter of credit or cash within the time prescribed above, any other Participant may by written declaration delivered to the City, Project Manager, and other Participants withdraw as a Participant without creating an Event of Default hereunder and with no further liabilities or obligations hereunder. However, upon deposit of all required letters of credit or cash, even if not timely received, the option to withdraw shall terminate, except as otherwise provided in paragraph 3.04. If the nonwithdrawing Participants do not elect to proceed, this Agreement shall terminate, and any cash and letters of credit previously deposited shall be returned to the Participants that deposited them, less any reasonable expenses theretofore incurred in furtherance of this Agreement. Upon opening of bids for construction of the Improvements and prior to the awarding of said construction contracts, the Project Manager shall notify the Participants of the amount of such bids, the Project Manager's estimate of the total cost of the Improvements based upon the bids (including costs other than construction costs, generally as summarized on Exhibit "G", such total cost being hereinafter called the "Revised Cost"), and the amount of each Participant's share of (f) 4. the Revised Cost. The amount of each Participant's said share of the Revised Cost shall be the sum of the following: (1) the sum of the prorated costs for each Improvement described in Exhibit "G", which prorated costs are each the product of multiplying each Participant's prorata percentage of each Improvement times the accepted bid amount for that Improvement, (2) the sum of the prorated engineering fees, contingency, and inspection fees for each Participant determined by multiplying the appropriate percentage times the total of the Participant's prorated costs based on the improvements described in Exhibit "G", (3) legal fees of $3,000.00 per each Participant, and (4) each Participant's prorata share of the City's oversize share calculated by multiplying each Participant's prorata percentage of the City's costs times the accepted bid of the Improvements listed as oversized on Exhibit "G". In the event the Revised Cost is greater than the Estimated Cost, within ten (10) business days after the notice from the Project Manager, each Participant shall, except as otherwise provided in paragraph 3.04, deposit an additional (or substitute) letter of credit or cash in an amount so that such Participant's letter(s) of credit or cash so deposited is equal to such Participant's share of the Revised Cost. In the event any Participant fails to deposit the required additional (or substitute) letter of credit or cash, said Participant shall be deemed in default of this contract and shall, in addition to being subject to all remedies provided by law or equity, forfeit all letters of credit or cash previously deposited. Said funds derived from the letters of credit or cash, LUE's previously reserved to such defaulting Participant, and the obligation of the defaulting Participant to deposit additional cash or letter of credit, shall be shared prorata by all non -defaulting Participants. Prior to completion and acceptance of the Improvements by the City a final Exhibit "G" will be prepared and the cost allocation of LUEs to the participants will be finally determined. Non -construction costs shall be equitably prorated among the Participants. Where non -construction expenses are attributable to specific line segments, the costs shall be prorated among the Participants based on their share of said segment. Where non -construction expenses cannot be attributed to a specific line segment, the cost shall be prorated among the Participants based on their total share of the Improvements. 3.04. In the event that the total of the lowest and best bids is in excess of one hundred twenty percent (120%) of the Subtotal - Estimated Construction Contract Cost as shown on Exhibit "G", attached hereto, then any of the Participants may elect to withdraw from this Agreement by written notice to the other parties hereto, and thereby be entitled to the return of its previously deposited cash or letters of credit less any reasonable expenses theretofore incurred in furtherance of this Agreement, provided that such election to withdraw must be received by the parties hereto within five (5) business days from the date that Project Manager gives written notice to the Participants and City of the amounts of the lowest and best bids. Participants who do not withdraw may elect to proceed with this contract under the same provisions set forth above relating to proceeding in the event one or more Participants fail to make additional deposits upon Revised Cost exceeding Estimated Cost as provided for in Section 3.03 above. 'If the nonwithdrawing Participants do not elect to proceed, this Agreement shall terminate and any cash and letters of credit previously deposited shall be returned to the Participants that deposited them, less any reasonable expenses theretofore incurred in furtherance of this Agreement. 3.05. During construction of the Improvements, Project Manager shall draw from time to time against the letters of credit or cash deposited hereunder such amounts as are necessary to pay the cost of Improvements (costs meaning all costs and expenses incurred by Project Manager including, but not limited to, engineering, surveying, legal, accounting, and condemnation costs, and the costs 5. and' expenses of construction of the Improvements) in accordance with the terms and provisions of the applicable construction contract or contracts or agreements with other parties relating to the construction of the Improvements. As each construction draw is made an additional draw of two percent (2%) shall be paid to the City to reimburse it for its costs of inspecting the Improvements, and an additional draw of the three percent (3%) management fee shall also be paid to Project Manager. Prior to the Project Manager's drawing against the letters of credit, the Project Manager shall notify each Participant in writing of the amount that is necessary to pay the above costs as set out in Exhibit "G". For all such notices received by the Participants on or before the twenty-fifth (25th) day of each month, the Participants shall have until the tenth (10th) day of the following month to substitute cash in lieu of a draw against its letters of credit. Any notice received after the twenty-fifth (25th) day of each month shall be reviewed and paid in the next following billing cycle. 3.06. It is understood and agreed that Exhibit "G" was prepared on February 12, 1987, based upon estimated costs of completion of the Improvements. The parties hereto agree that once the final construction contracts for the Improvements have been executed, such Exhibit "G" shall be revised to properly reflect the actual construction costs as indicated in the construction contracts. The parties hereto agree to deposit additional or substitute letters of credit or cash if the said revision to Exhibit "G" results in construction costs being greater than the estimate of construction costs on the same basis as outlined in paragraph 3.03 above upon Revised Cost exceeding Estimated Cost, which shall be deposited within ten (10) business days after receiving written notice from Project Manager. The parties hereto further agree that Project Manager may approve change orders with the contractors in an aggregate amount not to exceed one percent (1%) of the total amount of such construction contracts without first obtaining the consent of the Participants. Any change orders shall be added or subtracted on a pro -rata percentage basis to the amounts shown on Exhibit "G" as appropriate, and prorated among the Participants in accordance with the manner in which non -construction costs are prorated as provided in paragraph 3.03 above, and shall be payable, within ten (10) business days after receipt of written notice from Project Manager. 3.07. Upon completion of construction of the Improvements, payment of all costs of the Improvements and within thirty (30) days following acceptance by the City of Improvements, the unencumbered balances of the letters of credit or cash deposited hereunder shall be returned by Project Manager to the respective Participants. 3.08. The City hereby agrees to the following provisions: (a) The City will provide use of any and all City rights-of-way and easements that might be reasonably needed by Project Manager to construct the Improvements and perform its obligations as herein provided. If necessary in order to provide further required easements, the City shall initiate eminent domain proceedings if such public necessity is declared by the City Council. All costs of acquiring such easements shall be included as part of the cost of the Improvements. (b) So long as a Participant is not in default under this Agreement, the City agrees to design and construct certain water improvements which shall provide adequate water flow to Participants through the Improvements being constructed by Participants, such improvements to include but not necessarily limited to a transmission line from the water treatment plant south to Hwy. 1431 sized to provide at a minimum the amount of water flow which can pass through the Improvements being constructed under this Agreement. The City agrees to pursue design and construction 6. of ' such improvements with due diligence. It is agreed and understood that the Participants shall have no further obligation to fund any facilities other than the Improvements to connect to the City's water system and other than those facilities for which the financing and/or construction are the subject of other agreements with the City and certain Participants. However, in the event the Improvements as designed and constructed are inadequate to provide the amount of water flow contemplated hereby, the City shall have no obligation to fund any redesign or upgrade of any of the Improvements, and such redesign or upgrade shall be the responsibility of Participants. (c) Although the Participants acknowledge that this Agreement does not provide for actual water service, nevertheless the City does agree to use its best efforts to acquire an adequate supply of water and to construct the necessary treatment facilities, transmission lines and appurtenances to provide water in the Improvements in the amounts contemplated herein. 3.09. In the event any Participant commits an Event of Default as defined herein, City and/or any non -defaulting Participants may enforce specific performance of this Agreement against such Participant and/or seek damages and costs and attorneys fees as provided in 7.02 below. 3.10. Each of the following shall constitute an Event of Default by a Participant hereunder: (a) failure of such Participant to deposit any letter of credit or cash or to pay any sum required to be paid by such Participant under the terms and provisions of this Agreement during the time periods specified herein; or (b) the failure of a Participant to perform any of the other covenants or obligations on its part contained herein. 3.11. (a) Each Participant shall have the right to review and comment upon the plans and specifications prior to acceptance by the City and submission to prospective bidders. The Project Manager shall notify each Participant in writing that the plans and specifications are ready for their review and comment and the Participants shall have five (5) business days to review said plans and specifications and to submit comments thereon. (b) Each Participant shall have the right to review and comment upon the contract for the construction of the Improvements prior to the execution thereof by Project Manager. The Project Manager shall notify each Participant in writing that the construction contract(s) are ready for their review and comment and the Participants shall have five (5) business days to review said contract and to submit comments thereon. 3.12. Upon completion of the Improvements in accordance with the plans and specifications, Improvements shall be the property of City and shall be operated and maintained by City and the City shall administer the Improvements in accordance with this Agreement and the rights of the Participants herein, provided however, the Participants shall retain the right to and shall have an undivided interest in the capacity and use of the water transmission lines equal to their pro rata participation in said lines. 3.13. Nothwithstanding anything in this Agreement to the contrary, the parties hereto consent to the assignment and transfer by any Participant of all of its rights and obligations hereunder to a municipal utility district or a water supply corporation hereafter created over the property within the Study Area owned by them. 7. Iv. 4.01. Participants understand that the actual placement of the water line will result in some tracts being crossed by a line and some tracts not having immediate access to a line. The Participants who own tracts actually crossed by the line agree to grant to'the City at no cost, reasonable easements for the placement, construction, maintenance and repair of the line. While every attempt will be made to locate the required easements along property lines and other locations most convenient to Participants, it is understood this is not always possible. It is agreed that the final determination of the best location for the easements will be made by the City in conjunction with Haynie, Kallman & Gray, Inc. v. 5.01. As indicated in the attached Exhibit "G", the Participants are paying the City's share of this project. The Participants are entitled to be reimbursed for their contribution plus interest as provided in Chapter 8, Section 6.J. (4), Code of Ordinances, City of Round Rock, as currently in effect. The City's obligation herein shall be satisfied by payment in accordance with the above referenced Section to the Project Manager of the City's share of the Improvements. The Project Manager shall then distribute the funds to the Participants in accordance with their agreement. VI. 6.01. This Agreement shall not be construed to exempt Participants from the payment of any development, service, or permit fee otherwise required by ordinances of the City, unless otherwise agreed upon between the individual Participant and the City. 6.02. This is a water line agreement only. Water supply and/or service agreements are expressly excluded from this Agreement. VII. 7.01. This Agreement shall be construed under and in accordance with the laws of the State of Texas, and all obligations of the parties created hereunder are performable in Williamson County, Texas. 7.02. Should any litigation be commenced between the parties hereto concerning this Agreement, the party prevailing in such litigation shall be entitled in addition to such other relief as may be granted, to a reasonable sum as and for attorney's fees and costs. 7.03. This Agreement shall be binding upon and inure to the benefit of the parties hereto and their respective legal representatives, successors and assigns. 7.04. 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 hereof, and this Aontract shall be construed as if such invalid, illegal, or unenforceable provision had never been contained herein. 7.05. This Agreement is not intended to amend any written contracts previously entered into between the City and any Participants concerning the provision of water service. 8. 7.06. This Agreement shall not become effective unless executed by all parties and in the event all parties fail to execute it, any cash deposits or letters of credit shall immediately be returned by the Project Manager to the party depositing same. If all parties execute this Agreement, the effective date shall be the date signed by the City of Round Rock. 7.07. The City shall indemnify and save harmless each Participant and its agents and employees from all suits, actions, or claims of any character, type, or description brought or made for or on account of any injuries or damages received or sustained by any person or persons or property, arising out of, or occasioned by the negligent acts of City or its agents or employees, in the execution or performance of this Agreement. 7.08. This Agreement may be recorded in the Official Records of Williamson County by any party herein. CITY OF ROUND ROCK By: AT EST: /1q/Yl f i , A1 nne Land, City Secretary PARTICIPANTS: 1. MILBURN INVESTMENTS, INC. Mike Robinson, Mayor By: ill Milburn, President 2. HY-LAND JOINT VENTURE By: Robert A. Fritsch Agent and Attorney-in-fact HY-LAND NORTH JOINT VENTURE By: Robert A. Fritsch (date) Agent and Attorney-in-fact (date) (date) (date) E. C. JOINT VENTURE NO. 1, a Texas joint venture By: Robert Walter Cozean 1986 Trust, joint venturer By: Robert Coz an,Trustee(date) By: Harriet Ann Cozean 1986 Trust, joint venturer By: ' Robert T. OZO6n, Truaten /e) 9. By: Tiffanie Cozean 1986 Trust, joint venturer By: `t Hr . 7 % % Rober Cozen, Trustee date) By: Mary Lou Cozean 1986 Trust, joint venturer By: C % Rob rt T. Cozean, Trustee date) By: Debra Sale Trust, joint venturer By:al..-t,Gt.. A? � Z` Ed Wendler, Jr., r{istee (date) 3. L & N LAND CORP. 4. /RAJ, ,2-`ic141 Bruce French, Vice -President (date) TOM E. NELSON, JR., Trustee No. 1 (date) MAYFIELD RANCH VENTURE By: Tom E. Nelson, Jr., Partner PROJECT NAGER REA A MANAGEM By: State of Texas County of Williamson . This instrument was acknowledged before me on 1987, by Mike Robinson as Mayor of the City of Round Rock. � !y (date) State of Texas County of-2Ll�tl� Notary Public, State o T as Printed Name: 1"1-)rO.h B. I.E. My commission expires: `_?-?)O- 1 This instrument was acknowledged before me on •_�< 2-e_./C , 1987, by Bill Milburn, president of Milburn Investments, Ihc. 11 � r CG�y Notary Public, State of Texas Printed Name: )y oommisolof SispisMIs 10. • State of Texas �I�% County of �2C'C' e;77-L:9G7j2 This instrument was acknowledged before me on`391/7l'/(-=/ 1987, by Robert A. Fritsch, Agent and Attorney-in-fact, on behalf of Hy -land Joint Venture, a Texas joint venture. State of Texas '-�.•?l/'G/l' �,/!,(7;=/�'� Com' Notary lic, Sate of T xas, Printed Name: .C%t/f fl,.ls, // ((J.Sv/, My commission expires: County of /(. ,'/I4 -t--) This instrument was acknowledged before me on - 1987, by Robert A. Fritsch, Agent and Attorney-in-fact, on behalf" of Hy -land North Joint Venture, a Texas joint venture. 4/rt Notary �y lic, State of Texas Printed "Name: An3nfa A,6%10,7 My commission expires: /GI • S'c(p State of Texas County of BEWBF M$, the undersigned authority, on the - day 7 j of f���'' 4�% obert T. Con, Trustee, of Robert Walter9Cozeanr19861ly Trusat,�ejointaredRventurer inzEaC. Joint Venture No. 1, a Texas joint venture, known to me to be the person whose name is subscribed to the foregoing instrument and acknowledged to me that he executed the same for the capacity therein stated, and as the act and deed of said Trust in its capacity as a joint venturer of said joint venture. GIVEM WIDER MY HAND AND SEAL of `✓///%1i//- f;ola,y Prl,iic. .'.ial::..1 i.::as .' / My Cuaunr.vou Gyuc: ii607; 90. State of Texas County of ,R//� OF OFFICE this the 7 7" day Notary Publ c, State of Texas Printed Name: My commission expires: BE ORE MV, the undersigned authority, on the 7" ' of'f/�,/� day Trus ee, of Harriet Ann 9Cozean87, r19861Trusly t,, joint eared Rventurer inobert T. zEaC. Joint Venture No. 1, a Texas joint venture, known to me to be the person whose name is subscribed to the foregoing instrument and acknowledged to me that he executed the same for the capacity therein stated, and as the act and deed of said Trust in its capacity as a joint venturer of said joint venture. 7 u/ GIVEN UNDER MY HAND AND SEAL OF OFFICE this th= 77 da of �%�41I fes''(1. , 1987. y f- ' � ' BRIAN AI I -I [R 11. Notary Publi , State of Texas Printed Name: My commission expires: • State of Texas County of ATMA BEFOtE ME, the undersigned authority, on the 7'111/ day of 4d2C(1 , 1987, personally appeared Robert T. Cozean, Trustee, of Tiffanie Cozean 1986 Trust, joint venturer in E.C. Joint Venture No. 1, a Texas joint venture, known to me to be the person whose name is subscribed to the foregoing instrument and acknowledged to me that he executed the same for the capacity therein stated, and as the act and deed of said Trust in its capacity as a joint venturer of said joint venture. GIV N Up DER NY HAND AND of ))//(�.f''/ , 1987. Fuilk. :'15 State of Texas SEAL OF OFFICE this the/ ---1 day Notary Publ c, State of Texas Printed Name: My commission expires: County of /144'I,l BEFORE 11E, the undersigned authority, on the ;77/5/ day of /2.41,-1 , 1987, personally appeared Robert T. Cozean, Trustee, of Mary Lou Cozean 1986 Trust, joint venturer in E.C. Joint Venture No. 1, a Texas joint venture, known to me to be the person whose name is subscribed to the foregoing instrument and acknowledged to me that he executed the same for the capacity therein stated, and as the act and deed of said Trust in its capacity as a joint venturer of said joint venture. G V)y�l U1DER MY HAND AND of Y �i ,f , 1987. Nally Public State of Texas County of y4(X%f SEAL OF OFFICE this Y/'day Notary Publi, State of Texas Printed Name: My commission expires: BEFse y'E, the undersigned authority, on the ?� day of /d' , 1987, personally appeared Ed S•7endler, Jr., Trustee, of Deb a Sale Trust, joint venturer in E.C. Joint Venture No. 1, a Texas joint venture, known to me to be the person whose name is subscribed to the foregoing instrument and acknowledged to me that he executed the same for the capacity therein stated, and as the act and deed of said Trust in its capacity as a joint venturer of said joint venture. GIVZ UNDER MY HAND AND SEAL OF OFFICE this the (XV day of //� r L , 1987. State of Texas Notary Public, State of Te $ Printed Name: (.-(7,(CGL, L ",JOle My commission expires: �,.9- County of This instrument was acknowledged before me on arc h z 1987, by Bruce French, Vice President of L & N Land Corp., a Texas corporation, on behalf of said corporation 12. Notar Public, State of Texas Printed Name: My commission expires: abd- State of Texas County of This instrument was acknowledged before me on 1987, by Tom E. Nelson, Jr., Trustee. State of Texas County of Notary Public, State of Texas Printed Name: My commission expires: This instrument was acknowledged before me on 1987, by Tom E. Nelson, Jr., general partner, on behalf of Mayfield Ranch Venture, a.Texas joint venture. State of Texas County of (0/ 0.(1444 SJn This instrument was acknowledged before me on 1987, by James Hislop, sole proprietor of Reata behalf of said proprietorship. Notary Public, State of Texas Printed Name: My commission expires: 13. Ma agement, on (1/1 4 t ---467,40v'—' Notary Pub c, S to 9f Teas Printed Name: 1 /4 f(IS,i)c My commission expi s:)6 J'A? EXHIBIT A PROPOSED WEST ROUND ROCK WATER SERVICE AREA STORAGE AND TRANSMISSION IMPROVEMENTS NELSON TRACT •11000.10 1.0101 ITA1100101 0 1111 NIL 11' 01 1..110Lw( 111 100 101 ,r1111.11:4 .FFNH . l-UfF 10td i•OW It •AL' Ilt 0]0`01 A 11.ypv0 1.000 01,61 tui 161161. 61.10 ..c.1.1 (1CIYL 1. LG `11(0UK 111(y0 0 oarmia 1.1.1 Haynie Kallman & Gray, Inc. Cartscdti gE(gwec15 ALLLIIn,kOis Page 1 of 9 EXIIIBIT B CARLSON & DIPPEL SURVEYING COMPANY FIELD NOTES BEING ALL THAT CERTAIN TRACT OR PARCEL OF LAND OUT OF AND A PAII'f OF '1'l1E J.11. DILLARD SURVEY, ABSTRACT NO. 179, SITUATED IN WILLIAMSON COUNTY, TEXAS, SAID TRACT BEING MORE PARTICULARLY DESCRIBED AS BEING THAT CERTAIN 207 ACRE TRACT OF LAND CONVEYED IN A DEED TO FRED C. OLSON, OF RECORD IN VOLUME 320, PAGE 306 OF TILE WILLIAMSON COUNTY, TEXAS DEED RECORDS, SAID TRACT BEING 145.31 ACRES OF LAND MORE FULLY DESCRIBED BY METES AND BOUNDS AS FOLLOWS: BEGINNING at an Iron pin found at the southwest corner of the herein described tract, a point in the south line of the J.II. Dillard Survey, corner of a tract described as 330 acres In a ded of Charles N7. AveNo. 19dry,the recordedsoutheast Volume 362, Page 477 Williamson County, Texas Deed Records, THENCE, with the most westerly fence line of the herein described tract, the following six (6) courses and distances, numbered 1 through 6, 1. N 18°57'45" W, 1607.13 feet to a 60d nail set in a dead 8" cedar tree stump, 2. N 18°55'02" W, 625.86 feet to an Iron pin set at the base of an 11" post oak tree,. 3. 14 18°26'50" W, 167.30 feet to a 60d nall set in the root of an 8" elm tree, 4. N 19°02'13" W, 675,41 feet to a 60d nail set in the root of an 8" oak tree, 5. N 19°04'59" W, 1010.75 feet to a Hilti nail set in the fence line, 6. 14 19°01'51" W, 135.56 feet to a point in the center of the south fork of Brushy Creek for the most northwesterly corner of the herein described tract, TIIENCE, with the center of the creek N 52°44' E, 663.30 feet and 14 47°54' E, 628.75 feet to its confluence with Brushy Creek, TIIENCE, with the centerline of Brushy Creek, N 85°02' E, the center of the creek and In the south line of a tract described In a deed to Perry Mayfield, recorded In Volume 511, Page 615.20 fee[ to a point in for the northeast corner of the herein described 698lltracst,n County Texas Deed Records, THENCE, leaving said creek, S 08°06'21 E south line of Brushy�� w1 8 t feet to an Iron pin found in the iron pin set at a fence post, Join and follow a fence line, in all 1489.10 feet to an THENCE following said fence, the following five (5) courses and distances, numbered 1 through 5, 1. S 02°39'16" W, 206.89 feet to a 60d nail set in the base of a 24" 2. S 05°36'46" E, 322.87 feet to a 60d nail set In the base of a 24" live oak tree, 3. S 09°59'2g'� E, 4 cedar tree, 237.77 feet to an iron pin set at the base of a 18" 4. S 15°29'24" , 740.61 feet to an Iron pin found, 5• N 74°38'50" E, pecan tree, 365.09 feet to an Iron pin found in a fence line, being the ' west line of a tract owned by O.E. Beck, recorded In Volume 475, Page 227, Williamson County, Texas Deed Records, TIIENCE, following said fence, the following five (5) courses and distances, numbered 1 through 5, 1. S 15°22'58" E, 416.21 feet to an Iron pin found, 2499 CAPITAL OF TEXAS HWY., SUITE 105 • AUSTIN, TEXAS 78746 • (512) 327.8290 EXHIBIT "B" , Page 1 Page 3 of 9 CARLSON & DIPPEL SURVEYING COMPANY FIELD NOTES BEING ALL THAT CERTAIN TRACT OR PARCEL OF LAND OUT OF AND A PART OF THE J.It. DILLARD SURVEY, ABSTRACT NO. 179, SITUATED IN WILLIAMSON COUNTY, TEXAS, SMD TRACT BEING MORE PARTICULARLY DESCRIBED AS BEING TIIAT CERTAIN 77.28 ACRE TRACT OF LAND CONVEYED IN A DEED TO MARVIN DAVID OLSON, OF RECORD IN VOLUME 599, PAGE 175 OF THE WILLIAMSON COUNTY, TEXAS DEED RECORDS, SAID TRACT BEING 77.40 ACRES OF LAND MORE FULLY DESCRIBED BY METES AND BOUNDS AS FOLLOWS: BEGINNING at a point in the center of Brushy Creek at the northeast corner of the 77.28 acre tract and in the south line of a tract owned by Perry Mayfield of record in Volume 511, Page 698, Williamson County, Texas Deed Records, • TIIENCE, S 17°07'49" E, 125.44 feet to an Iron pin found In the south line of Brushy Creek Road, beside a fence corner post, THENCE, following the most easterly fence line of the herein described tract, the following seven (7) courses and distances, numbered 1 through 7, 1. S 16°15'27" E, 263.16 feet to a 60d nail set In a 14" elin tree, 2. S 20°22'22" E, 76.20 feet to an Iron pipe found, 3. S 27°09'06" E, 50.61 feet to a nail found in an 8'oak tree, 4. S 17°45'46" E, 120.99 feet to an Iron pin found, 5. S 19°00'53" E, 600.20 feet to an iron pin found, 6. S 19°17'04" E, 524.93 feet to an Iron pin found, 7. S 19°56'10" E, 47.56 feet to a 4" steel post found for a corner of the herein described tract, THENCE, with a fence line, the following four (4) courses and distances, numbered 1 through 4, 1. S 70°04'28" W, 57.12 feet to an Iron pipe found, 2. S 70°15' W, 532.68 feet to a nail set in a 16" post oak tree, 3. S 70°53'23" W, 27.30 feet to an Iron pipe found, 4. S 71°15'43" W, 839.45 feet to an Iron pin found beside a fence corner post, THENCE, with a fence line, being the west line of a tract owned by O.E. Beck of record In Volume 475, Page 227, Williamson County, Texas Deed Records, the following three (3) courses and distances, numbered 1 through 3, 1. S 15°20'19" E, 180.17 feet to an iron pin found, 2. S 15°22'51" E, 84.93 feet to an Iron pin found, 3. S 1S°23'07" E, 621.53 feet to an Iron pin found for a corner of the herein described tract, THENCE, following a fence, the following six (6) courses and distances, numbered 1 through 6, 1. S 74°38'58" W, 365.09 feet to an Iron pin found for the southwest corner of the herein described tract, 2. N 15°29'24" W, 740.61 feet to an Iron pin set at the base of an 18" pecan tree, 3. N 09°59'28" W, 237.77 feet to a 60d nail set In the base of 24" live oak tree, 4. N 05°36'46" W, 322.87 feet to a 60d nail set In the base of a 24" cedar tree, 5. N 02°39'16" E, 206.89 feet to an Iron pin set at a fence post, 2499 CAPITAL OF TEXAS HWY., SUITE 105 • AUSTIN, TEXAS 78746 • (512) 327.6290 EXHIBIT "B", Page 3 , Olson Tract 77.40 Acres Page No. 2 Page 4 of 9 6. 11 09°06'21" W, 1370.25 feet to an iron -pin found in the south line of Brushy Creek Road, in all, 1489.10 feet to a point in the center of Brushy Creek, for the northwest corner of the herein described tract, TIIENCE, with the center of the creek, N 85°02' E, 1031.70 feet and N 73°53'21" E, 368.03 .feet to the PLACE OF BEGINNING, containing 77.40 Acres of Land, SAYE AND EXCEPT from subject property 1.50 acres of land out of and a port of that certain tract conveyed to Marvin David Olson of record in Volume 599, Page 175, Williamson County, Texas Deed Records, said 1.50 acres of land being that portion of Brushy Creek Road that crosses the above described 77.40 acre tract of land, more fully described by metes and bounds as follows: BEGINNING at a point in the west line of the said Olson tract from which the northwest corner of said Olson tract bears N 08°26'01" W, 72.78 feet for the northwest corner of the herein described tract, THENCE, with the north line of the herein described tract, the following three (3) courses and distances, numbered 1 through 3, 1. N 85°02' E, 769.72 feet to a point of curvature, 2. With a curve to the left, whose radius equals 3075.06 feet, an arc distance of 598.11 feet and whose chord bears N 79°27'40" E, 597,16 feet to a point of tangency, 3. N 73°53'21" E, 42.27 feet for the northeast corner of the herein described tract, THENCE, S 17°07'49" E, 46.01 feet for the southeast corner of the herein described tract, THENCE, with the south line of the herein described tract, the following three (3) courses and distances, numbered 1 through 3, 1. S 73°53'21" W, 43.09 feet to a point of curvature, 2. With a curve to the right, whose radius equals 3121.06,an arc distance of 607.05 feet and whose chord bears S 79°27'40" W, 606.10 feet to a point of tangency, 3. S 85°02'W, 767.19 feet for the southwest corner of the herein described tract, THENCE, N 08°06'21" W, 46.07 feet to the PLACE OF BE Acres of Land. containing 1.50 Surveyed By: linker Job No. 84-075 9/24/84 T omIl� j`j)6 Carlson & Dippe . - rig Company 2499 Capital of Texas Highway, Suite 8105 Austin, Texas 78746 EXHIBIT "B" , Page 4 PIELn NOTES FOR 466.402 ACRE'S riold notes describing n 466.402 acre tract of laud 1n the William hunnn Survey, Abstract No.. 190, In Willlnmson County, Texas and bein0 ., port of n trnct of land coiled 472.156 Acres of land In n deed ro 11(11 (Itlburn, inc. recordod In Volume 1020 /'age 202 n( the Mond Records n( Williamson County, Tomos and being mora p.nrtic„J•,r1)' dascrlbed by metes and bounds as follows; tll•t'INNtsc at a point nn the .South line of County Road / 174 for the. Northeast corner of this tract from which point the Intersection of the nccopled South'•Iine of County Road /174 and the occupied West line of n tract of lend conveyed to Clarence L. Souls by deed recorded in Volume 608 Pogo 936 of tba above mentioned Deed Records. and the Northeast corner of the above mentioned 472,156 erre tract hears S 75. 31' 03' r; 72.41 feet. '(III:xr, S 19' 33' 16' E 2721.90 feet to a point for on angle point. T1101:CE S 10" 19' 09' r 1401.33 feet to n point on iho occupied •rh (inn of 131.71 acme tract conveyed to A.M. Robinson, ,/r. et n/ ,n Volume 413 Page 676 of the sold Dead Rocords fnr tha Southeast corner of this tract. THENCE with, the occuplod North line of the snid 131,71 acre tract fnr rho following four (4) courses, (1) (2) (3) (4) 67' 25' 44' N 253.91 fent to en Iron pin found. .`% 611. 51' 37' N 436.37 feet to nn iron pin found, 60' 44' 40' W 332,74 feet to an iron pin found. 6I1' 47' 09' W 407,51 (cot to en iron pin found in l:l,e. :%orthenst corner of Lot 1 In Block 12 of Brushy Creek Section Two n, recorded in Cabinet C Slides 324 through 331 of the I'Int I:'ecords of Williamson County, Texas and the occupied 1:urtl.est corner of the snid 131.71 acre tract for the most Easterly Northenst corner n( n 0oundary Llna Agreement, betwnen E.O. !Beck nod C.N. Avery Jr. et nl, recorded to VnJnmc 648 Pone.469 or the said Deed Records, bill(Cl: with, iho sold foun,lary Eine Agreement nod tha North line of rho snid Block I2 (or the following two courses: (1) .' 611' 27' 50' N 1903.98 foot to an iron pin round. (2) ). 69' 43' 22' N 1169,00 (oat to an iron pin found in an nn;7 ie point of the North line of Lot 29 In the snid Block 12 for the fnothwest corner of the sold 472.156 ncro tract And r,ho .Sonlh,.•est cornor of this tract. '(I11:RCE %• 19" 00' 00' 17 with the said 0oundnry Line Anrcement. the l a,t line of the :old Brushy Creel, Section 71.u, the Enst line of 1h'. 115 iir:ide at llroshy Crock ns recorded In Cabinet E Slides 305 and 706 ,.( the sa(,! Plot Records, and the frost line of Brushy Creek Sec ion enc. as recorded in Volume 12 Pages 44 through 49 u( the 1'1x1. A'erurds, 4256.25 feet to an iron pin round In the t„lersertion of the East Hue of Crent Onk.s Brfve and the South lioe „f r•nnnty Road /174. for the Nortl,en.st corner Brachy Cr,•ek •'Ochoa One, of iho sold EXHIBIT "B", Page 5 Page 5 of 9 d Page 6 of 9 TIN:;IL'1:' N l0' on. n0• W nt 40,00 (oet pass nod iron pin found to (1' inters0ction of the snid Boundary Line Agreement nod (ha North • line n! County Rood /174 end continue for o total of 109,00 (net to an iron pin fount on the npproxlmato r.entorJfno of Brushy Crook, In the. .Vortlr e0d n( the said Boundory Line Agreement and the most 1'".cterly Northwest corner of the said 472.156 acre tract. TllEt.'Cl: .•ieh the On.st lino of Lot 7 in Mock 6 of Crest Oaks Section as recorded in. Rolumo 10 Pages 31 through 34 of the said Plat lrcord:; (or the following two (2) courses: (I) (73 55' 22' 10' 0 42.32 (net to an Iron pin found. ' X 0!' 17' 46' 0 95.70 to nn iron pin found in the Southwest corner of a 2.19 acre tract of lend conveyed to the WiJ11nmson County Jlunicipe) Utility District No, 2 1n Volume 738 Papa 555 of the sold Decd Records for the most Northerly Northwest corner of the. snid 472,156 acre tract end the Northwest corner of this tract. Tr1r SCl: 0 76' 00' 46' 0 301.75 feet to nn iron pin found In the :4nrthen•stcornnr of of the said 2.19 acre trnct and the Southwest coro'• Pool n 5.34 ncra trnct of land conveyed tPooll C.lrforrl by 'l,•':(r-ncwrdnd in Volume 633 Pone 270 of the sold Deed Records. '7111:0r;E \' 76' 74' 50' 0 with the South line of the said 5.34 Isar, 157.70 (net to on iron pin set for nn nnele point. I!'I ,V •l• .V 79' Irl' 32' F. 85.05 feet to an Iron pin set for nn 008)0 'I'llliX'Cl: N 05• 00' 03' 0 65.20 feet to nn iron pin found 1n the .,nuthr:r^t corner of the salt! 5.34 acre tract and the. Southwest "•""• of rr 4.15 nr.re tract cnnvoyod to Paul Gifford in Volume 672 l'"r:e 443 nf the. sale/ Poed records. ,IIF.xr;l: N n4' 511' 54' f with tho occupied South line of rho snid 4.11 nett. trnct 29.07 feet to on Iron pin set for nn angle point. 1'J1NNC1i x 77' 17' 72' 0 57.68 feet to en iron pin set (or an nnRle :•Diol . 72' 05' 18' 1: 140.71 feet to no iron pin found In the r ul hr:r;t co,o,•r of the snid 4,15 acre trot[ nod the Southwest r.nrn'•r ,.l n 5.30 ncra tract conveyed renordnd in Volume 645 1'n n 9 to Nn Ren rn by deedll 22 of the sold heed Records., 1'111f,V(li 7'1• I7' 13' 0 with the South line or the sold Iran I66,01I Icer to on trot, pin round. ncra 5.30 ncrc 1 I'rrxcl:• .1 65' 14' 13' f 104.90 feet to no Iron pin round on the r,•:1 !in, o! 'I'w'l:ow,, V!Jlnpn, as recorded 1n Cohlnnl. C :Olde :119 0/ ihn said plot records for the morn tract. Southeast r.or0r.r of the, sold 5.30 J'1:i:.a'lC :: 19. 27' 5!' 0 96.77 (net to n polar no the nppr,. lmnte. cnot,•rlio,, of Brushy Creek snid point being .the .Southwest corner or 11.0 said 'l'nnknwn Vlllnllc. EXHIBIT "B" , Page 6 O 1 Page 7 of 9 (PENCE down the nppro.rlmnto centerline of f)rushy Creek noel the ton r!!I.` line of the sold Tnnko,.n Village for the following eight (8) (l) Il 02' l9' 45' li 179.76 feet to on angle point. (2) ;t 4n' 26' 45' li 224.57 feet to nn angle point. ( 1) 'i 44' 27' 50' 11 350.80 feet to nn ongle. point. (4) '1' 40' 12' 40' li /08.36 feet to nn Angle point. () 0 41' 472''.17' C 342.87 feet to an eng1e point. 1� 0 237.75 feat to on angle point. (1) N 74' 04' 44' 1 264.69 feet to nn 00810 point. 2111.93 feet to n n 2'7.46 ncrn trnct of lend conveyed tot on the to Denr eks[ into of k Join Vnntnre by deed recorded In Volume950 lenge 185of thetsaid old l7lkNCF wish the remnlns of en old fence on the Mect line of the '.1.1 26.4h Acre trnct fur the following three (3) courses: (fl (2) 1)) IC 97' 14' 11' 0 132,113 feet to nn Iron pin found. R 12' 54' Ill' 1i 1/.47 feet to an iron pin found, ub' )p' 32' 0 127,59 fent to nn iron pin (uund on the North floc of County lined /174 for the South,.n.ct corner or lbo maid 29,46 ncra tract. THENCE S 1111' 10 32' E 44.16 feet to nn Iron pin found on the mrrupie,l 'nuth lion of County Road /174 for on Angle point of thin tract. Tll!.1'cr; with the occupied South line u( County Rood 1174 (or the (.l )nwine nine (9) coursed (11 N 66. 13' )9' 0 55.85 fent to en iron pin found. (2) N (.Y• 34' 03' 0 1811.17 feat to nn Iron pin found. ()) 'V 71' 01' 47' 0 303.24 feet to en iron pin found. (4) N 73' 06' 411' E 163.02 feet to en iron pin found, (i) h' 75' 07' 50' E 245.81 foot to on iron pin found, (6) N 85' 43' 14' C 112.87 foot to en iron pin found, (7) c 1n' 26' 12' C 176.31 feet to an iron pin found. (19) S 36' 37' 40' 0 246,95 foot to an iron pin found. (") S 7'' 31' 03' E 53.53 fent to the POINT OF UCCJNNJNC cnntninion 464,402 acres of land more or less. 1. Timothy E. Haynie. 4 REGISTERED PUOI,IC SURVEYOR. do hereby certify chat these field notes nccuretely raprosent the results of t'hr„25thediyonlrl.Ssuvey ode under my direction and supervision on tel ,r September. 1985. 411 corners located are os shown. I operty described herein is correct and hos no visible ""screpr'ocies. protrusions, encronchments, ensemonts. conflicts In hnund:'r)'• nverinpping of improvements, ::!.Acini_em in arca except as shroods ho pinca, own, 001s nor Iron r, Jodie, teal ronrlvn)•, trot.[ .e neeess tn' and 11AY8I0 RALLNAN AND GRAY, INC. Timothy E, lfn .ole, Registered Public Surveyor No, 2J80 llnte' S—oq_ EXHIBIT "B", Page 7 edge 12 or y Pfau NOTES Fou 2.794 AC1l:S 1'1.14 •1.'1 cs dr.•s Crlh loll n 2.794 acro frac r. of laud to t1.,' William now." Sorr.;y. Al$trnct No. 190. 1n 111111 omNon C,,,,n ,. Texan and b.•in'; all of a 2.79 ncrn tract of 'nod des ct dc,d to '.'. lb„r,., Inc. rncnr,lnd In Volume 1070 Pone71(2'/ofl the hard No 11111 cordo .1' lirllinoso,l-County, Terns and IIe.1on more pnrtleulurly dn•;crlbed .. follow::: nl.r:11'?IIG at an iron pin found In the Intcr.^,ortlou or the Ifaa1 lion or ':rent tin1,:, (1rivc and the occupied :ouch lion of Cn"n Cr flood 5174 (or the Northeast corner of llruslry Crock .'nct(no (Inn., as recorded i„ 1'olrrnrc 12 I'agoo 44 throunh 49 of the /lint llecorda of I1illiomNnu (:.,uoly, Teras, nn(! the Soutlr.•ost corner of this tract. Tlllil:Cli ,1' 19' 00' 00' I1 40.00 feet to an Iron pin found on the :inr1.h lion of County flood 1174 for the Northwest curnnr of (IILs t r:ll't . .f.'l,:.',(.!: with the North line of the said County Mond 0174 for l.11c. !'I1n,:io:1 sixteen (14) courses! (1) .9 70. 44' 38' r: 201.63 font to no iron pin found. (2) .l 72' 53' 59' 1; 42/1.71 foal to nn .iron pin !oond. (7) ii 75' 01' 45' Iti 22(1.0B feet to no iron p1,, (00!1,1. (4) 8 47. 56' 18' F. 92.34 feet to on Iron pin found. (') .5 60' 29' 16' li :117.52 font to an iron pin found. (.5) N 54• U4' 52' E 11(.7.29 foot to an Iron pin found. (7) it 51' .12' 14' E 252.50 (oet to on Iron pin found. (:1) 11 49• 211' 114' G 155.72 foot (0 no (von plu found. (o) •1' 46' '.” 30' E 112.05 feet to nn Iron pin (10) ;! 76• :!1' 17' E 55.00 feet to no iron pin f,ondd. (11) 7! 62' 11:1' 24' E- 177.15 foot to on 1ron pin (sun,!. (12) Il 0.7• 13' 50' E 179.20 font to nn Iron pin found. (1)) N 75' 46' 1I' !i 99.00 feet to o0 iron pin round. (l4) i! 76' 47' 05' li 19.7.99 feet to nn iron pin found. (15) 4' 27' 51' 51' li 117.33 font to an Iron pin ((mud. (16) 1/ 66• 17' 02' /i 99.44 fent to no iron pin found In the Snn(hwc:rt corner or n 29.40 ncrn tract of 1:11ul Convu)'. 1 to near Creak .loin( I'ontore by deed recorded In rot., ('5(1 Pone 1:15 of the ahoy!! mcr.tloocd Vend llo c ard.? for the ..orthgr.vt r.nrnnr of this tract. nb' 711' 22' 1S 44.16 feet to an Iron pin round uu Lha •,r, upi r''1 Bunch 1 inc of (:ount. Mond Y 1174 for the .Snu1: l.:rn::t co r'nr:r or 1 li i,. (root. r EXHIBIT "B", Page 8 Page 9 of 9 111[!'(:r with the occupied ,South lion of County Pond 7174 for thr• (16) co,r•s,s, (1) .S' 66' 23' 39' h' 011.57 feet to on Iron pin (mond. (..'� 71' 51' 51' II 171,09 fent to no Iron pin 1nun,l, (') 71.' 47' 05' h' 197.25 feet to on Iron pin found. (4) S 75' Oil' 11' N 94.25 feet to no Iron pin (mold. S 6)' /3' 50' h' 175.60 feet to as, Iron pin found. (6) S. 60' OA' 34' N 1.11.74 (cot to an Iron pin tumid, (7) S 76' 21' 17' N 47.25 feet to en Iron pJu found. (:`•) S 1,,• 52' )11' W 302.49 foot to no 11.10 pin ('moot. ('1) S 45• Al' 04' 1( 157.25 rent to nn Iruu pin r,,,,, (In) S 51' 32' 14' N 254.03 fact to nn Iron pin !mond. (11) S 56' 04' 52' 0 106.41 foot to on 'coo pin (mood. (171 S 60' 29' 16' 11 321.06 tent to nn trust pin round. (1)) N 62' 56' 111' 17 97.44 feet to an Iron p1u found. (14) S 75' 01' 45' I4 2)0.65 (oat to an (run p.1., (nnn,l. (15) 72' 511' 59' I1 427.2I foot to ,vr lrnn pj, (mord. (1h) S 70' 44' 211' N 207.03 feet to the POINT (M li CI NN INR .:,ntnIninp 2.794 ncraa of Jnnd more nr Jass, . 1. Timothy 1. Haynie. A I;l;(,'1);rg'ri runic .S'lll:l'lil'(1H, ,1st hnr..hv r.•rtify that these field nute.s nod nttnchnd pint nr.:urnr.'•l rrpr..... ent the results of nn nn-the-nr000rl survn ) dir,,•c, (nn nod supervision no 1' rmy the 25th day or SePtnwlrnr. 1n05. A/ 1 , rnr, •, located ore as shown. The propnrt I' dexc•rihrd horelu l: ,or.rrrecrhwr, nodt. has on visible dnsr.r(pnncle. rr'l.ronl ons. 1 !'n':Cncrrt.c, conflicts In hn'n,.lnr 1 ,,,prort•,,.nn LF. roods in //loco. nor' sl'orin Y' ovrr lnpl'1( of This tract hn.c ncr.eas to nod from n dud icnl.o,lr rondwny. l :,a 1/A YNJ Ii lAI,(.1IAN A)111 1:14.1 r. T1'n.0ti1 1;, lln'n Jr., 1(eA!stared l'nhllc Surveyor No. 2)1'11 9_�6• es - Unto EXHIBIT "B", Page 9 t rage 1 UL / EXHIBIT C DISTRILI BOUNDARY DESCRIPTION 'WILLIAMSON COUNTY MUNICIPAL UTILITY DISTRICT NO. 2 WILLIAMSON COUNTY, TEXAS METES AND BOUNDS LYING WHOLLY IN WILLIAMSON COUNTY, TEXAS AND BEING A 260.34 ACRE TRACT OF LAND OUT OF A 1545.14 ACRE TRACT IN THE JAMES SHELTON SURVEY, ABSTRACT NO. 552; JOHN MCQUEEN SURVEY, ABSTRACT NO. 179; AND THE J.M. HARRELL SURVEY, ABSTRACT NO. 284, SAID 1545. 14 ACRE BEING A PART OF A CERTAIN TRACT OF LAND DESCRIBED IN A DEED FROM JENNIE BECK TO EUGENE O. BECK, ET UX; DEED OF RECORD IN VOL. 558, PAGE 30, AND BEING ALL OF A 40.0 ACRE TRACT OF LAND DESCRIBED IN A DEED FROM BESSIE CLARK SCHOOLEY, ET AL, TO EUGENE O. BECK, ET UX, DEED OF RECORD RECORDED IN VOL. 426, PAGE 526, AND BEING ALL OF A 782,0 ACRE TRACT OF LAND DESCRIBED AS THE FIRST TRACT IN A PARTITION DEED FROM JENNIE BECK TO EUGENE O. BECK, ET UX, DEED OF RECORD RECORDED IN VOL. 475, PAGE 227 OF THE DEED OF RECORDS OF WILLIAMSON COUNTY, TEXAS, SAID 260.34 ACRE TRACT BEING MORE PARTICULARLY DESCRIBED BY THE FOLLOWING METES AND BOUNDS. BEGINNING AT AN IRON PIN IN THE NORTHWEST CORNER OFA 112.867 ACRE TRACT OUT OF THE ABOVE SAID 1545.14 ACRE TRACT AND BEING A PART OF THE SAID 260.34 ACRE TRACT, SAID 112.867 ACRE TRACT BEING MORE FULLY DESCRIBED IN A DEED OF CONVEYANCE AS RECORDED IN VOL. 649, PAGE 30 OF THE DEED OF RECORDS OF WILLIAMSON COUNTY, TEXAS. THENCE along the following bearings and distances describing the said 260.34 acres. N 70° 11' 46" E a distance of 300.35'. N 66° 24' 58" E a distance of 72.52'. N 62° 10' 03" E a distance of 52.41'. N 59° 41' 55" E a distance of 717.04'. N 60° 47' 28" E a distance of 122.88'. N 72° 05' 45" E a distance of 196.26'. 5 18° 16' 48" E a distance of 4256,53', N 70° 18' 55" E a distance of 1169.80'. N 69° 14' 40" E a distance of 1905,27' S 19° 31' 45" E a distance of 1329.80', EXHIBIT "C", Page 1 Page L of / S 71° 09' 39" W o distonce of 482.76'. S 70° 05' 46" W o distonce of 335.86'. 5 70° 48' 09" W o distonce of 547.55'. S 18° 31' 18" E a distance of 393.00'. N 71° 36' 11" W o distance of 2403.03'. N 77° 31' 41" W o distance of 3169.32'. N 15° 41'48" W a distance of 928.00'. N 70'54'41" E o distonce of 472.37'. N 70° 59' 21" E a distance of 395.77'. N 69° 53' 43" E a distance of 589.06'. N 20° 20' 12" W a distonce of 246.23'. N 19° 09' 14" W a distance of 251.52'. N 19° 20' 09" W a distance of 714.58'. N 17° 09' 01" W a distance of 81.41'. N 28° 35' 35" W a distance of 43. 90'. N 20° 08' 46" W a distance of 82.48', N 16° 44' 34" W o distance of 263.93' to the point of beginning, and containing 260.34 acres, more or less. EXHIBIT "C", Page 2 V. DISTRICT BOUNDARY DESCRIPTION WILLIAMSON COUNTY MUNICIPAL UTILITY DISTRICT NO. 2 WILLIAMSON COUNTY, TEXAS METES AND BOUNDS LYING WHOLLY IN WILLIAMSON COUNTY, TEXAS AND BEING A 464.81 ACRE TRACT OF LAND OUT OF 1437.45 ACRES OF LAND, SAME BEING OUT OF JOHN POWELL SURVEY, ABSTR/sCT NO. 491, EPHRAIM EVANS SURVEY, ABSTRACT NO. 212, AND WILLIAM KINCAID SURVEY, ABSTRACT NO, 374 SAID 1437.45 ACRES BEING DESCRIBED IN A DEED OF CONVEYANCE FROM JAMES GARLAND WALSH AND WIFE, MILDRED WALSH TO TOM E. NELSON, JR. TRUSTEE 11, AS RECORDED IN VOLUME 571, PAGE 446 OF THE DEED OF RECORDS OF WILLIAMSON COUNTY, TEXAS, SAID 464.81 ACRE TRACT BEING MORE PARTICULARLY DESCRIBED BY THE FOLLOWING METES AND BOUNDS. BEGINNING FOR REFERENCE AT AN IRON STAKE MARKING THE SOUTH- WEST CORNER OF SAID 1437.45 ACRE TRACT AS DESCRIBED IN SAID VOLUME 571, PAGE 446 OF THE DEED OF RECORDS, WILLIAMSON COUNTY, TEXAS. • THENCE N 19° 43' W a distance of 994.70' to o point. THENCE N 20° 01' W a distance of 157.56' to the point of beginning. THENCE the following bearings and distances describing the said 464,81 ocres. N 19° 37' W a distance of 256.36'. N 54° 45' W a distance of 52.07'. N 20° 12' W a distance of 517.71'. N 20° 03' W a distance of 825.47'. N 19° 33' W a distance of 556.20'. N 20° 111 W a distance of 814.36'. N 20° 04' W o distance of 800,00', N 20° 00' W o distance of 223,65', N 70° 14' E a distance of 5131.05'. S 21 ° 05' 22" E o distance of 1721.21'. S 68° 06' W o distance of 173.92'. EXHIBIT "C", Page 3 S 21° OP E o distonce of 2195.40', S 65° 41' W a distonce of 598.64'. S 69° 22' W o distonce of 1291.65'. S 69° 21' 52" W o distonce of 100,39'. 5 69° 22' W o distonce of 2910.61' S 69° 16' 36" W a distance of 99.87' to the point of beginning, and contoining 464,81 acres, more or less. EXHIBIT "C", Page 4 rayC J VL r BEING 1290,13 ACRES I(I WII.LIAMSON COUNTY, TEXAS, OF WIIIC11670,41r ACHES 15 111 I IIE JAMES S1111 TON SURVEY, AILS fIIACT NO, 552; 523.02 ACRES 15 IIJ 1111: JOIIIJ MCOULF1.1 SURVEY, ABSTRACT NO, 425; 7.1,00 ACRES IS IN DIE JOAN 11, DILLARD SURVEY, ABSTRACT NO. 179 AND 22,95 ACRES 15 IN TIIE J;M, FIARRELL SURVEY, ABSTRACT 2114, AND BEING OUT OF AND A PART Of A CERTAIN TRACT OF LAND DESCRIBED IN A DEED FROM JLNNIE BECK TO EUGENE 0, BECK, ET UX, DEED Of RECORD IN VOL, 550, PAGE 30 OF THE DEED RECORDS OF WILLIAMSON COUNTY, TEXAS, AND BEING A PORTION OF A 7(12,0 ACRE • TRACT OF LAND DESCRIBED AS 111E FIRST TRACT IN A PARTITION DEED FROM JENNIE BECK TO EUGENE 0, DECK ET UX, DEED DATED JANUARY 13, 1965, ANDRECORDED IN VOL, ,175, PAGE 227 OF 111E DEED RECO; D5 Of WILLIAMSON COUNTY, TEXAS. BEGINNING of on Iron Hoke In the North Rlghl-of-Way Zine of F.M. Highway No, 620 for the most Southerly comer Ireraul, sold polio bean N 21' 49' W, 102,26 feet from Ilse Nurtlrwes4 corner of o 254,5 ucra beet of lund described In a deed from Oscar E. Back, el ux, to Eugene (scar Bock, et ue, deed of record In Vol, 360, Pogo 87 of the Deed Records of Williamson County, Teem; TIIENCE N 19° 23' W, 476,84 feel o 20 Inch Ilve ook,ond N 21' 13' 50" W, 383,70 feel 10 live ask slump for on Imide corner hereof; sold point bein0 on or near the Northcutt corner of the Thomas P, Duvy Survey; TIIENCE with the fence along the Soulh boundary Ione hereof and the North line of the Dovy Survey os follows; 5 62' 10' 19" W, 91,58 feet too 14 inch live oak; S 69" 23' 39" W, 213,30 feet; 5 70' 25' 55" W, 190,87 feet to a 6 inch live ook; S 70" 49' 15" W, 261.13 feet to 0 12 inch elm; 5 70. 39' 26" W, 258,81 feel to o 14 Inch cedor; $ 69' 56' 26" W, 107,09 (cel to a 14 inch live ook; 5 73. 30' 04" W, 82,64 feel l0 0 6 Inch elm; S 70' 09' 23" W, 130,99 feet to o 14 Inch cedar; S 70' 19' 25" W, 200,65 feel loo 14 Inch elm; S 69. 33' 36" W, 241.09 feel to on Iron pin; 5 73. 05' 05" W, 193,54 feet to on Iron pin; S 60' 17' 26" W, 409,36 feet lov pence post; 5 60' 57' 44" W, 121,64 feel loo fence post; 5 76' 22' 13" W, 135,56 feet to on Iron pin; S 73' 50' 35" W, 182,66 feet too 24 Inch live oak for ilia Southwest corner hereof; TIIENCE with the fence along the West boundary lone hereof and the West boundary line of the obove referred to 713?, 0 acre Iroct os follows; N 19' 76' 43" W, 1211.06 feet; N 19' 20' 23" W, 004,73 (eel; N 19' 29' II" W, 1183.12 feet; N 19' 78' 30" W, 957,73 feel and N IU' 47' 70" W, 1740,44 feet to a fence corner port for on outside corner hereof; 31IENCE IJ 73. 29' 12" E, 1513.35 feel to o fence corner pat for on ell corner hereof; TIIENCE 1,1 20' 05' 39" W, 1522.,32 feel to o fence corner post for on outside corner hereof; EXHIBIT "C", Page 5 rage b or / THENCE N 69" 31' 43" E, 772.83 feet loo fence potl,ond N 70° 12' 30" E, 541.00 feet to un iron pin by fence corner p011; TIIENCE N 24' 23' 26" E, 1577,26 feel to an Iron pin Ly a fence po11; THENCE N 15. 54' 20" W, 372.92 fail to on Iron pin by o fence corner post fur the mutt Northern cornet of Ibis tract tome being the Southwest corner of 0rus6y Creek Subdivision, Section Two, of recorded in Vol. 12, Page 50 of the Plot Record' of Williornlan County, Texas; THENCE wllh the South line of Brushy Creek, Section Two, 5 77' 31' 11" E, 3169.32 (eel, and S 71' 36' 11" E, 2103,03 feel to the Southeast corner of the toil Brushy Creek, Section Two, being •on the Eau line of the aforementioned Beck Tract described In Volume 550, Page 30 of the sold Deed Record,; TIIENCE with the East line of the lord Beck troll, 5 18° 31' 18" E, 544,57 feet, S 18' 32' 19" E, 278,33 feel to on Iron pin,S 18' 11' 49" E, 212.19 feet to on iron pin,5 IB' 27' 20" E, 1067, 15 foci to on iron pin,ond S 17' 49' 36" E, 481.75 feat to on Iron pin in ilia North Right -of -Way of F.M. Highway No. 620 for the Southeast corner hereof; TIIENCE 390.77 feet olong the arc of curve 10 the right whose central angle it 24'14' 31", whose radius it 903,93 (eel long,ond whose chord bean S 18' 46' 14" W, and it 387.75 feel long 10 a concrete Rigid -of -Way monument marking the end of sold curve. TIIENCE 5 31' 09' W, 320.00 (eel 10 o concrete Right -o( -Way monument marking the beginning of 0 curve to the right. TIIENCE 351.90 feel olong the arc of said curve lo Ilse right wl,roe central ongle is 030 33', whose rodi,n is 5679,56 feet long, and whose chord boon 5 32° 55' 30" W, and is 351.90 feet long to o concrete Right -of -Way monument; TIIENCE 5 34' 12' W, 643.00 (eel too concrete Right -of -Way monument; THENCE 457.29 feel along 1110 ore of o curve to the left whose control oriole it. 1' 32', whose rodius is 57/9.56 (eel long, and whole chord boon 5 32' 26' W, and Is 157,17 feet long 10 a cartcrele Kighi-of-Wry monument marking the end of told curve; TIIENCE S 30' 10' W, 036.20 feet to concrete Right -o( -Way monument mocking the beginning of n ewve 10 Ilia /1,9111; TIIENCE 659,75 feel along Ilse arc of sold curve to the ripl1l whose central ongle 11 06' 39', whose radius 1, 5679,56 feel fano trod whole long chord boon S 33" 29' 30" W, and is 658,08 feet long Io o canasta Right -of -Wry rnonument morking the end of sold curve; TIIENCE S 36' 49' W, 2603,75 feet to a concrete Right -of -Way monument mocking the beginning al 0 curve to the right; TIIENCE 714.68 feel along the arc of 'aid curve to the right whose central angle ii 19° 01' 17" whole rodius 11 2241,02 feel long, and whose chord bean 5 46° 19' 53" W, ondi, 711.26 Idol long 10 the PLACE OF BEGINNING; contalnIrv3 1290,43 octet of loud more or less, Field Notes prepured September, 1980 from Publle Records and Surveys by Russell D. Porker, Reg;ttered Public Surveyor No, 1661 In August, 1976. hit E,..^.., RIRBY I M Yi 3 • KI/71. y . ti yer, RPS 17 —�/Bo EXHIBIT "C", Page 6 LI V BEING 193, 96 ACRES OF LAND IN THE JOHN MCQUEEN SURVEY, ABSTRACT NO, 425 IN WILLIAMSON COUNTY, TEXAS, AND BEING OUT Of AND A PART OF A 254.5 ACRE TRACT OF LAND DESCRIBED IN A DECD FROM OSCAR E. BECK AND WIFE, JENNIE II(Ct; T(2 EUGENE OSCAR IlECK AND WIFE, GENELLE BECK, OLEO DATED I'EORUARY 16, I950, AND RECORDED IN VOL. 360, PAGC 07 OF THE DEED RECORDS OF WILLIAMSON COUNTY, TEXAS. BEGINNING al an iron sloka on Ilse Sow:most Rigid-of_Woy line of f,M, Highway No, 620 nsorLing its. Narll,eutl corner of Ilse above referred lo 254.5 ocra troch of land; TIIENCE along Ile told RIglst-of-Way of F,M, Highway No, 620 as. follows; S 34. 42' W, 249.92 Nei to the beginning of o Curve to Ilse le(1; THENCE 449.41 Nei along the arc of told curve to the left whose control angle Is 4. 32', v:lsoee radius is 5679,56 foul long,ond whore chord Wort 5.32' 26' W and Is 449.29 Nei long; THENCE S 30° 10' W, 836,20 feel lo the beginning of o curve lo the righl; THENCE 670,06 (eel along the arc of sold curve to the right whose cenlral angle it 06' 39', v;l:::c radius Is 5779,56 (eel long,ond whose chord boon 5 33' 29' 30" W, and is 670,48 No long; THENCE continuing wills Ilse sold Right -of -Way line, 5 36. 49' W, 1934,46 feel lo on iron stale for the Northwest corner hereof; THENCE S 19' 31'2 0" E, 1364,91 feel to on Iron stoke in line with the fence mocking the Southwest corner hereof, said point being on ell corner In the Soulil boundory line of the sold 254.5 acre tract and Leln9 on or near the Norllswell corner of the Molcom M. Ilorn,by Survey; THENCE along the South boundary line of the sold 254.5 ocra Irocl os fenced and the Nook line of like Hornsby Survey as follows; N 70' 39' 57" E, 692,34 feel to o 6 inch triple aim free; N 71' 11' 06" E, 247,44 (eel too 10 inch elm tree; N 75' 09' 33" 1, 130,01 feel to on 18 Inch poet oak tree; N 68' 12' 23" E, 218.90 (eel to a fence corner post; N 71' 21' 15" 1, 2000,50 (eel lo on axle by o fences comer pool marking the Southeast corner of the 254.5 acre Irocl and being the Southeast corner hereof; THENCE will. 11:e fence along Ilse Lit boundary ilna of the sold 75-4,5 ocra Iroct of land os follows; N 18. 54' 01" W, 1920,67 feel,ond N 19. 05' 14" W, 1922.62 feel lo the PLACE OF BEGINNING, conlolring 193.96 acres of lond more or lest, Field Notes prepared September, 1980 from Public Records and Surveys by Russell 0. Porker, Registered Public Surveyor No, 1661 in August, 1976. EXHIBIT "C", Page 7 FIELD 11OT= o ' 316.018 ACRLS - tri rr--77" PAGE 1 OF 2 FI:::.O ::7•ES describing a 316.018 acre tract or parcel of land, out of tho 1:':::iieeton Anderson Survey, Abstract No. 15, situated in Williamson County, = beim.) all of that certain 316.05 acre tract of land conveyed to Sam Bass 316 by Aced recorded in Volume 951, Page 128 of the Deed Records of Williamson County, Tena;, found upon re -survey this date to contain 316.018 acres of land, Ling more particularly described by metes and bounds as follows: LSOII:NIUG at an iron pin set at or near a fence corner post being the intereection of the ne•., north right-of-way line of F.H. 1431 and the east _eht-of-gay line of Sam Dass Road (County Road No. 175), also being the rout.hwost corer of said 316.05 ace tract, for the southwest corner and POINT ere L`_Gr:::uvc of the hereinafter described 316.018 acre tract; lily":CL 2cparting said north right-of-way line of said P.K. 1431, along said east right-of-way line of Sim Cass Road, as fenced, for the west line hereof, the following four (4) courses: 1.) 1:22.05'H, 1019.00 feet to an iron pin found for an angle point hereof; 2.) 1:20°36.10•.!, 791.13 feet to an iron pin found for an angle ;-mint hereof; 3.) ::21.13.15••:!, 411.51 feet tb an iron pin found for an angle ;.) :?23°30.15-ef, 421.64 feet to an point hereof; iron pin found at or near a fence corner poet, being a southwest corner of a portion of that certain 511 acre tract of land conveyed to Perry O. Hayfield by deed recorded in Volume 258, Page 214 of said Deed Records, for the northwest corner hereof; T:__°:ZE departingsaid ea et ;t right-of-way line of said Sam Bass Road, aloqg the south line of said 511 acre tract, as fenced, for the north line heredf, the following five course:: 1..) 1:68.57.11"E, 1202.36 feet to an iron pin found for an angle point hereof; 2.) NGS°.2'35-E, 904.69 feet to an iron pin found for an angle point hereof; 3.) EG9°54.34'•E, 1074.77 feet to a nail found for an angle point hereof; .4.) 1+71"25.14^E, 535.98 feet to an iron pin tound for an angle point hereof; 6.) :_69.08'E, 1251.92 feat to an iron pin found at or near a fence corner post in lite west line of that certain 1137.45 acre tract of land conveyed to Tom E. ::e? -son, Jr. Trustee, by deed recorded in Volume 571, Page 446 of said Deed Records, being the southeast corner of said 511 acre tract, for the northeast corner hereof; T:=: long the weet line of said 1437.45 acre tract, as fenced, for the east lire hereof, tho following two (2) coursos: 1.) r2O°06'40•.E•, 1002.71 feet to an iron pin found for an angle point hereof; 2.) S2o•03'30••E, 1028.48 feet to an iron pin set at or near a fence corner post in t!ie curving north right-of-way line of said F.K. 1431, for the southeast corner hcrecf; T'.^:c5 along said north right-of-way line of said P.M. 1431, as fenced, for the south line hereof, the following five (5) courses: 1.) along the .arc of a.curve to the right having elements of delta- 00.26'06'•, rebus. 11359.16 feet, arc• 06.24 feet, tangents 43.12 feet, chord and chord hearing. 86.24 feet, S70°48'57'•W to an iron pin set for a Point of Tangency hereof; .17 to a nd 3.) long' the arc ' of faeCcurve ntolthe uright rhavingnelements ofudelta-e01°38', r:.'7iuz- 11;14.06 feet, arc= 325.30 feet, tangent- 162.70 feet, chord and chord hearing= 325.37 feet, 571°51'W to an iron pin set for a Point of Tangency hereof; EXHIBIT "D", Page 1 • Field Notes of 316.018 Acrd (continued) PAGE 2 OF 2 �..) S72.4O•1f, 1132.29 feet to a nail found for a Point of Curvature hereof; 5.) along the arc of a curve to the right having elements of delta- 01°19'33 radius.. 7739.41 feet, arc- 179.09 feet, tangent 89.55 feet, chord and chord bearing.. 179.08 feet, 572.00.14'7 to the POINT OF BEGINNING of the herein described tract of land, containing 316.010 acres (or 13,765,761 square feet) of lard. . EXHIBIT "D" , Page BRYSON & ASSOCIATES SURVEYING COMPANY FIELD NOTES BEING ALL TIIAT CERTAIN TRACT OR PARCEL OF LAND OUT OF AND A PART OF THE EPHRAIM EVANS SURVEY, ABSTRACT NO. 212, SITUATED IN WILLIAMSON COUNTY, TEXAS, MORE PARTICULARLY DESCRIBED AS BEING OUT OF AND A PART OF THAT CERTAIN TRACT OF LAND DESCRIBED IN A DEED TO TOM E. NELSON IN VOLUME 571, PAGE 446, OF THE WILLIAMSON COUNTY, TEXAS DEED RECORDS, SAID TRACT OF LAND BEING 497.12 ACRES OF LAND MORE PARTICULARLY DESCRIBED BY METES AND BOUNDS AS FOLLOWS: BEGINNING et a point for the northwest corner of the herein described tract and from which the northwest corner of the' above said Nelson tract bears S 69°42'18" W, 759.68 feet, THENCE, with the north line of the herein described tract, the following two (2) courses and distances, numbered 1 and 2, 1. N 69°42'18" E, 2237.34 feet to an iron pin found, 2. N 72°02'37" E, 3112.07 feet to an iron pin found for the northeast corner of the herein described tract, TIIENCE, with the east line of the herein described tract, the following three (3) courses and distances, numbered 1 through 3, 1. S 17°37'15" E, 1211.34 feet to an iron pin set for an ell corner, 2. 5 72°47'10" W, 1001.11 feet to an iron pin found for an ell corner, 3. S 18°08'35" E, 3680.98 feet to an iron pin set in the north R.O.W. line of F.M. 1931 for the southeast corner of the herein described tract, THENCE, with the south line of the herein described tract, also being the north R.O.W. line of F.M. 1431, S 73°14'47" W,. 4160.46 feet to a point for the southwest corner of the herein described tract, TIIENCE, with the west line of the herein described tract, N 20°17'42" W, 4704.60 feet to the POINT OF BEGINNING, containing 497.12 Acres of Land. Prepared By: Bryson & Associates Surveying Company 3401 Slaughter Lane West Austin, Texas 78748 EC/ccs Job 683-349 2/27/87 Exhibit "E" nen rnnn, e o nAn. ni ieTn L bRYSON & ASSOCIAi'ES SURVEYING COMPANY FIELD NOTES BEING ALL THAT CERTAIN TRACT OR PARCEL OF LAND OUT OF AND A PART OF TIIE ANASTASIIA CARR SURVEY NO. 122 AND THE JOHN D. ANDERSON SURVEY, SITUATED IN WILLIAMSON COUNTY, TEXAS, MORE PARTICULARLY DESCRIBED AS BEING OUT OF AND A PART OF; THAT CERTAIN TRACT OF LAND DESCRIBED IN A DEED TO PERRY O. MAYFIELD IN VOLUME 327, PAGE 247, VOLUME 344, PAGE 90, VOLUME 428, PAGE 436, AND VOLUME 258, PAGE 578, OF THE WILLIAMSON COUNTY, TEXAS DEED RECORDS, SAID TRACT OF LAND BEING 981.29 ACRES OF LAND MORE PARTICULARLY DESCRIBED BY ?METES AND BOUNDS AS FOLLOWS: BEGINNING at an iron pin for the most southwest corner of the herein described tract and from which the southwest corner of the above said Perry O. Mayfield tract of record in Volume 258, Page 578, bears S 43°02'44" E, 750.00 feet, THENCE, with the west line of the herein described tract, the following fourteen (14) courses and distances, numbered 1 through 14, 1. N 43°02'44" W, 849.15 feet to an iron pin, 2. N 43°00'23" W, 991.05 feet to an iron pin, 3. N 39°13'41" W, 66.49 feet to an iron pin, 4. N 23°29'11" W, 163.83 feet to an iron pin, 5. N 16°58"23" W, 711.23 feet to an iron pin, 6. N 23°32'48" W, 23.79 feet to an iron pin, 7. N 31°02'03" W, 333.05 feet to an iron pin, B. N 25°29'27" W, 1250.51 feet to an iron pin for an ell corner, 9. N 72°16'12" E, 353.46 feet to an iron pin for an ell corner, 10. N 20°46'37" W, 94.88 feet to an iron pin for an ell corner, 11. N 72°11'58" E, 1368.58 feet to an iron pin for an ell corner, 12. N 17°34'24" W, 584.46 feet to an iron pin, 13. N 16°38'37" W, 303.17 feet to an iron pin, 14. N 17°52'06" W, 1951.45 feet to an iron pin for the northwest coiner of the herein described tract, I THENCE, with the north line of the herein described tract, the following twenty-two (22) courses and distances, numbered 1 through 22, 1. N 74°59'12" E, 334.60 feet to an iron pin, 2. N 72°43'36" E, 636.00 feet to an Iron pin, 3. N 71°54'33" E, 374.42 feet to an iron pin, 4. N 87°15'22" E, 46.95 feet to a nail set, 5. N 83°02'15" E, 90.53 feet to an iron pin, 6. N 69°31'53" E, 97.06 feet to an iron pin, 7. N 62°31'05" E, 161.02 feet to an Iron pin, 8. N 66°06'12" E, 133.45 feet to an iron pin, 9. N 68°47'41" E, 8.54 feet I to an iron pin for an ell corner, 10. S 23°13'10" E, 67.71 feet to an iron pin, 11. S 18°32'28" E, 298,10 feet to an iron pin, 12. S 09°24'18" E, 75.11 feet to an Iron pin, 13. S 15°40'06" E, 101.10 feet to an Iron pin, 14. S 10°06'48" E, 139.17 feet to an Iron pin, Exhibit "E-1" Page 1. .Mayfield Tract 981.29 Acres Page 2 15. S 20°23'42" E, 288.09 feet to an iron pin for an ell corner, 16. N 70°31'43" E, 495.13 feet to an Iron pin, 17. N 70°52'09" E, 470.18 feet to an iron pin, 18. N 72°20'28" E, 808.61 feet to an iron pin, 19. N 73°28'36" E, 399.90 feet to an iron pin, 20. 14 75°42'80" E, 602.21 feet to an iron pin, 21. N 82°10'18" E, 217.12 feet to an iron pin, 22. N 75°45'96" E, 20.16 feet; to an iron pin for the northeast corner of the herein described tract, THENCE, with the east line of herein described tract, the following five (5) courses and distances, num bred 1 through 5, 1. S 15°53'28" E, 3099.75 feet to an iron pin, 2. S 13°16'54" E, 417.05 feet to an iron pin, 3. S 15°27'39" E, 1442.82 feet to an iron pin for an ell corner, 4. N 69°42'18" E, 759.68 feet to a point for an ell corner, 5. S 20°17'42" E, 4704.60 feet to a point for the southeast corner of the herein described tract, THENCE, with the south line of the herein described tract, the following nine (9) courses and distances, numbered 1 through 9, 1. S 73°14'47" W, 966.79 feet to an iron pin for an ell corner, 2. N 17°09'00" W, 1028.53 feet to an iron pin, 3. 14 17°12'43" W, 1802.92 feet to an iron pin for an ell corner, 4. S 71°01'44" W, 1251.96 feet to an iron pin, 5. S 74°18'51" W, 535.94 feet to a nail found, 6. S 72°48'07" W, 1074.93 feet to an iron pin, 7. S 72°36'05" W, 504.70 feet to an iron pin for an ell corner, 8. N 17°24'00" W, 1170.25 feet to an iron pin for an angle, 9. S 58°19'00" W, 2070.93 feet to the POINT OF BEGINNING, containing 981.29 Acres of Land. Prepared By: Bryson & Associates Surveying Company 3401 Slaughter Lane West Austin, Texas 78748 EC/ccs Job 183-349 2/27/87 Exhibit "E-1" Page 2. i✓ • DATE: (letterhead of issuing bank) IRREVOCABLE LETTER OF CREDIT NO. TO: Jim Hislop d/b/a Riata Management and/or the City of Round Rock, Texas ("Payee") Gentlemen: We hereby issue this Irrevocable Letter of Credit in your favor and authorize you to draw at sight on ourselves for the account of ("Customer") for any sum or sums not exceeding in the aggregate $ We do hereby agree with drawers, endorsers and bona fide holders of drafts negotiated' under and in compliance with the terms of this Letter of Credit that the same shall be duly presented on or before December 31, 1987, but not thereafter. Any request for a draw hereunder shall be accompanied by the affidavit of Jim Hislop or the City Manager of Round Rock stating that such draw is being called pursuant to the terms and provisions of that one certain West Round Rock Water System Improvements Agreement and that the funds will be used to further the construction of the Improvements as defined in said Agreement. Upon receipt by us of a letter signed by Jim Hislop or the City Manager of Round Rock stating that a Customer has deposited cash in lieu of a draw against this Credit, the amount of this Credit shall be reduced by the amount of the cash so -deposited. We specifically waive all rights, if any, including but not limited to Section 5 - 12 of the Uniform Commercial code, to defer or delay honor or payment of any sight draft. This Credit is governed by the Uniform Commercial Code in force in the State of Texas on the date hereof and is subject to the Uniform Customs and Practices for Documentary Credits (1974 Revision), International Chamber of Commerce Publication No. 290. ATTEST: wrrex-F By: EXHIBIT "F" Its 888883888888888888888888888 Cl3II���IIIIIIIIIIIIBII§IIIIIIIIIIIIIIIIIIAIIII dAciddiddddddd ded 888888888888888888888888888 dd33.f7idQ¢dddddiddddddddddedJQdd �rf99.f $$w44 a ta h 1 088888$88888888882888888888 =5��x����1�Y4sa�a�#QQQYit�g tOt 4..:41J4dddddddd4444444dd.4J14d 88sses88sssss8s88se8ssesess dalQddddddddd4444d4 444444444 ..i.. 8 7 1 G i �E 838888888888888888888888881 tit f f#i II��IIIIIx+,5�9�IIIIIIIIIIIIIIfiIIIIIIIIII49# 44J..40d4o4.; 44444dJai 888888078888888888888888888 tir'tlf't -__otdilti� 044JJJJJ JJJ J 8888888881188813818888888883 dtd"figddttgdettE_dsaggi t;4ga tt5 ttetigt titd:ir t t 400dd4O4 do4igAgwd.+dd$d$ddd 888888888888888888888888888 111ddd1�lipg��d_^_.Jdddd^dd� 4 11.f.f ll4ff4.iS7.44. _ .S ..SS 4 i.. p18888R8 ifiittit 4188 888 °Qed gag 8 4 nal L 822888888288=28883888888888 galiggmmiliwgttggigggat pOIAIIIIIIDSE>ESECIIef111IIIIIIIIBQ ti4Adadit7.,ANOOaddii -44 888888888888888888888888888 Mid"ggi gagdi ddddddJJg K 8 11 8 ri 888888888888888888888888888 !:> tlIggggttlimmAl .tttttlit 888888888888888888888888844 t!gtgl""qIIgttiilt'ettet" 8888888888888888888888888 iglAggglgeggillggggAgogH 88da888877788888888y}�8j8888888 ddtAd WA:::Jia',14R.J-T. wwwwwwwwwwwwwwwwwwwwwwwww4 q sj_ 4448484444444 4444444444ww ; 1 W i:,7:0 Ft Elfink • '—'1,.4e, ._ Rit 8 8 Fi 8 i 8 1131118 0 00014 g egg R 88288 Uggt K 88888 Wit dt 5d 8 88888 sJ-. • 8 R 8 t - 8 8888 Y4$a 8828 asdg a OFC 8 Ototit 8 888 8 d # . 8 d Ogg d 8 d 6 d i t Addendum To West Round Rock Water System Improvements Agreement STATE OF TEXAS COUNTY OF WILLIAMSON This Addendum is made and entered into to be effective on the 14th day of September, 1987 to amend that one certain West Round Rock Water System Improvements Agreement, by and between the City of Round Rock, Texas ("City"), Milburn Investments, Inc., Hy -land Joint Venture, Hy -land North Joint Venture, E. C. Joint Venture No. 1, L & N Land Corp. and Reata Management, and is as follows: I. All references to either Tom E. Nelson Jr., Trustee and Mayfield Ranch Venture are deleted from the Agreement and all parties hereby agree that the Agreement is valid and binding notwithstanding the fact that the above named parties have not executed the Agreement. II. Exhibit "G" to the Agreement is amended and replaced by the version which is attached hereto and incorporated herein. III. This addendum is being executed in separate counterparts and will be effective upon each of the undersigned executing a copy hereof, without the necessity of each party executing a single document. CITY OF ROUND ROCK By: Mike Robinson, Mayor (date) ATTEST: Joanne Land, City Secretary PARTICIPANTS: 1. MILBURN INVESTMENTS, INC. By: C15ADDENDUM Bill Milburn, Presidnet (date) 2. HY-LAND JOINT VENTURE By: Robert A. Fritsch (date) Agent and Attorney-in-fact HY-LAND NORTH JOINT VENTURE By: Robert A. Fritsch (date) Agent and Attorney-in-fact 3. E. C. JOINT VENTURE NO. 1, a Texas joint venture By: Robert Walter Cozean 1986 Trust, joint venturer By: Robert T. Cozean, Trustee (date) By: Harriet Ann Cozean 1986 Trust, joint venturer By: Robert T. Cozean, Trustee (date) By: Tiffanie Cozean 1986 Trust, joint venturer By: Robert T. Cozean, Trustee (date) By: Mary Lou Cozean 1986 Trust, joint venturer By: Robert. Cozean, Trustee (date) By: Debra Sale Trust, joint venturer By: Ed Wendler, Jr., Trustee (date) 2. , ' r 4. L & N LAND CORP. By: Bruce French, Vice -President (date) PROJECT MANAGER REATA MANAGEMENT By: James Hislop (date) er �x8n&888888888888888888888 ri10,05JitJJJ51111J5igkil .M 4dd^^dddddddddddddddoddv+4 3§§M.00000000000000000§§0 WON x 311 P.N9c822TPM2P888888888889888A ii0M11:11"""AVAI/IM: ID -o�aas� 834 f 414 d1 ,N diNid,ldodddddig$dgd^. .Yu N N o:44 .S.Saaa nT a 6 3d 22A88819=%191822381A1g8888888S 8 PN WOn1 x _ 00.P OOa0{•i,�aO.NjitgA m1j�lf560 11 AII§0g00/•1 d Mlvddd: ,..S $rlyd4dgd$ddd 4WooIYiI71MIA2.6.65 o020 Qo4 444 44444 fS .: ••f 3M288813t:Sn8m1Z78*388888888U P O O w m.PYFNig9-5M.► giid4d;itr:A1?104ddi3dddodd4144 ar"§EkkAkEEE'aa 113 4.13 Jrf {iifrfrfrfnT.T ITnT =.-f N 3,7248 4 M.41 f gN M x i a q 4 a 88a3882a:N;88888888888618888 3 t 8NM888Sgg3R88888882888288A1,a 3i V11143“41ffill322j1J6261 „ IR P 8n30NA3 33I$91.3313g33 riArfrfr.:44.4. 44 g471"-:;:dorp:4-44 4444d Q M S Ms40uU a 6 0 0 0 0 U SISSSSSSSSgsSSSSSSSSSSSSSSWV ttyy .�pp .�pp o r: f/•IMNNN ppipjppo���.OV W...O �. iY N.ON� I�f ,f �I'11+1R^N 2 a 8 dig • gl 11r 1 8 388 8 a J 1 4 41 ia Ei ag 4 F (:6 9Agh ria r nm aN s 1 1 1 1 . i i =MUM r j1