Contract - TOTKN, LLC - 4/12/2018 ECONOMIC DEVELOPMENT PROGRAM AGREEMENT 12 JI
This Economic Development Program Agreement("Agreement") is entered into this _day
Of 1-1--, 2018, by and between the City of Round Rock, Texas, a Texas home
rule municipal corporation ("City"), and TOTKN, LLC ("TOTKN'% a Texas Limited Liability
Company. The foregoing are referred to collectively as the "Pal-ties."
WHEREAS, the City has adopted Resolution No.K-20(tJ Attached as Exhibit A ("City
Resolution"), establishing an economic development program and authorizing the Mayor to enter
into this Agreement with TOTKN in recognition of the positive economic benefits to the City
through the construction by TOTKN of a restaurant, bar, music venue and amphitheater, similar
to TOTKN existing business known as the Nutty Brown Cafe and Amphitheater located in
Dripping Springs,Texas (the"Facility")to be constructed on the site described in Exhibit B,(the
"Property"); and
WHEREAS,TOTKN will employ at least forty employees at the Facility by the end of Year 2,as
defined below; and
WHEREAS,the purpose of this Agreement is to promote economic development as contemplated
by Chapter 380 and Chapter 505 of the Texas Local Government. Code whereby TOTKN will
expend at least$10,000,000 in the construction of the Facility; and
WHEREAS, the City agrees to provide performance based economic development grants to
TOTKN to defiay a portion of TOTKN's expenses;
NOW, THEREFORE, in consideration of the mutual benefits and promises and for other good
and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the
City and TOTKN agree as follows:
1. Authority. The City's execution of this Agreement is authorized by Chapter 380 of the
Texas Local Government Code, and the City Resolution, and constitutes a valid and
binding obligation of the City in the event TOTKN proceeds with construction of the
Facility. The City acknowledges that TOTKN is acting in reliance upon the City's
performance of its obligations under this Agreement in making its decision to commit
substantial resources and money to construct the Facility.
2. Definitions.
2.1 "Economic Incentive Payment(s)" ("EIPs") means the amount paid and fees
waived by the City to TOTKN under the Program.
2.2 "Effective Date" is the date this Agreement is executed to be effective by the
Parties.
2.3 "Facility" means the restaurant, bar, music venue and amphitheater to be
constructed by TOTKN on the Property.
380 agreement-CLEAN FINAL(revd)-3-13-18(00397421xA08F8).docx
2.4. "Full Time Equivalent Employee" ("FTE")means a combination of employees,
each of whom individually is not a full-time employee because they are not
employed on average at least 35 hours per week, but who, in combination, are
counted as the equivalent of a full-time employee. FTE's shall include original
hires or their replacements over time.
2.5 "Program" means the economic development program established by the City
pursuant to Chapter 380 of the Texas Local Government Code and under the City
Resolution to promote local economic development and stimulate business and
commercial activity within the City.
2.6 "Property"means the tract of land described in Exhibit B.
2.7 "Property Tax"means the amount of property tax on the Property and the Facility
collected by the City.
2.8 "Recapture Liability" means the total amount of all EIP's that are paid, and fees
waived, as result of this Agreement that are subject to recapture by the City from
TOTKN in the event of a TOTKN default.
3. Term. This Agreement shall become enforceable upon its Effective Date and shall
terminate on the latter of March 1, of Year 6, as determined in accordance with 5.1 below,
or the payment to TOTKN of all EIPs based on Property Taxes.
4. Rights and Obligations of TOWN.
4.1 Facility.TOTKN agrees to spend at least$10,000,000.00 to construct and complete
the Facility on or before the lst day of December 31, 2019. TOTKN agrees to
provide the City with documentation that shows proof that this obligation has been
satisfied, and the City shall have the right, following reasonable advance notice to
TOTKN, to audit TOTKN's records relating to the construction of the Facility to
verify same.
4.2 Compliance with regulations. TOTKN agrees that it will comply with the
requirements of PUD No. 112,the City's development approval processes and shall
operate the Facility consistent with applicable City ordinances, development
regulations, and requirements.
4.6 Continuous operation. TOTKN agrees that it will continuously operate the Facility
during the term of this Agreement, including any extensions; provided, however,
the Parties acknowledge and agree the concert season for the music venue and
amphitheater is March 15 through November 15 of each year.
4.7 Jobs. TOTKN agrees to employ at least 30 full-time employees and/or FTE's by
December 31 of Year 1 in accordance with the schedule set forth below. TOTKN
agrees to employ at least 40 full-time employees and/or FTE's by December 31 of
Year 2 in accordance with the schedule set forth below. As used in the schedule
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below,the term"jobs"includes full-time employees and FTE's. "Year 1" shall be
the calendar year immediately following. the issuance of the last Certificate of
Occupancy for the Facility;provided,however,if the Williamson Central Appraisal
District appraisal of taxable value does not reflect the completion of the Facility
and installation of all equipment, then "Year 1" shall be the second calendar year
following the issuance of the last Certificate of Occupancy for the Facility.
Year Retained Jobs New Jobs Total Jobs
Year 1 0 30 30
Year 2 30 10 40
Year 3 40 0 40
Year 4 40 0 40
Year 5 40 0 40
4.8 Job Compliance Affidavit. On or before March 1 following each year described
in the schedule in Section 4.7 of this Agreement, TOTKN agrees to provide the
City a Job Compliance Affidavit, a copy of such Job Compliance Affidavit is
attached hereto as Exhibit C. City shall have the right, following reasonable
advance notice to TOTKN, to audit TOTKN's payroll records to verify that this
obligation has been satisfied.
5. Rights and Obligations of the City.
In consideration of TOTKN's compliance with this Agreement,the City agrees as follows:
5.1 Economic Incentive Payments "EIP").
5.1.1 EIP's Based on Property Taxes. City shall,subject to TOTKN's satisfaction
of its obligations set forth herein, make EIPs to TOTKN as set forth herein. The
EIP's based on Property Taxes shall be made in annual payments on or before
March 1 of each year and shall be a percentage of Property Tax paid to the City for
the previous year. "Year 1" shall be the calendar year immediately following the
issuance of the last Certificate of Occupancy for the Facility;provided,however,if
the Williamson Central Appraisal District appraisal of taxable value does not reflect
the completion of the Facility and installation of all equipment,then"Year 1"shall
be the second calendar year following the issuance of the last Certificate of
Occupancy*for the Facility. EIP's shall be calculated as paid as follows:
Year Percentage of Property Tax Paid by March 1 of:
Year 1 100% Year 2
Year 2 100% Year 3
Year 3 75% Year 4
Year 4 50% Year 5
Year 5 25% Year 6
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5.1.2 EIPs Based on Development Fees. Except as provided below, the City
agrees to waive all site preparation,construction permit,and inspection fees related
to the Facility, up to a.maximum of$30,000. This waiver shall not include utility
impact fees, fees to connect to utilities, or inspection fees paid to third-party
inspectors.
5.1.2 EIPs Subject to Future Appropriations. Notwithstanding the obligation of
the City to make EIPs to TOTKN, this Agreement shall not be construed as a
commitment, issue or obligation of any specific taxes or tax revenues for payment
to TOTKN. The EIPs by the City under this Agreement, if paid, are subject to the
City's appropriation of funds for such payments in the budget year for which they
are made. The EIPs to be made to TOTKN shall be made solely from annual
appropriations from the general funds of the City or from such other funds of the
City as may be legally set aside for the implementation of Article III, Section 52a
of the Texas Constitution or Chapter 380 of the Local Government Code or any
other economic development or financing program authorized by statute or home
rule powers of the City under applicable Texas law, subject to any applicable
limitations or procedural requirements. In the event that the City does not
appropriate funds in any fiscal year for the EIPs due under this Agreement,the City
will immediately provide TOTKN notice of such failure to appropriate funds.
Subject to the provisions below, such failure to appropriate funds shall not be
considered a default under Section 7.3, and the City shall not be liable to TOTKN
for the unpaid EIP,however,this Agreement will automatically extend for another
year and will remain in effect until TOTKN has received all of the EIPs provided
for herein.In addition,TOTKN shall have the right but not the obligation to rescind
this Agreement,which shall not be deemed to constitute a default by TOTKN.Upon
TOTKN submitting all five Job Compliance Affidavits, as set forth in Section 4.8,
and if TOTKN is not in default under this Agreement when submitting the Year 5
Job Compliance Affidavit,then TOTKN will be deemed to have satisfied all of its
obligations under this Agreement.If TOTKN has satisfied its obligations under this
Agreement and has not received all of the EIPs within ten(10)years of the Effective
Date of this Agreement,the City shall be deemed in default of this Agreement under
Section 7.3 below. To the extent there is a conflict between this section and any
other language or covenant in this Agreement,this section shall control.
6. EIP Recapture. Subject to compliance with the notice of default and opportunity to cure
provisions of Section 7.3 below, if the City terminates this Agreement as a result of TOTKN's
default, the City may recapture and collect from TOTKN the Recapture Liability. TOTKN shall
pay to the City the Recapture Liability within thirty (30) days after the City makes demand for
same, subject to any and all lawful offsets, settlements, deduction, or credits to which TOTKN
may be entitled. Notwithstanding anything herein to the contrary, such Recapture Liability shall
not exceed,in the aggregate,an amount equal to all EIPs that were paid pursuant to this Agreement
for the immediately preceding two years, (together with interest thereon to be charged at the
statutory rate for delinquent taxes as determined by Section 33.01 of the Property Tax Code of the
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State of Texas, but without the addition of a penalty). The City shall have all remedies for the
collection of the Recapture Liability as provided generally in the Tax Code for the collection of
delinquent property taxes. Regardless of the foregoing, it is understood and agreed that the
Recapture Liability does not constitute unpaid taxes, and that no tax lien is created or imposed on
the Property as a result of TOTKN's default.
7. Miscellaneous.
7.1 Mutual Assistance. The Parties will do all things reasonably necessary or
appropriate to carry out the terms and provisions of this Agreement.
7.2 Representations and Warranties.
a. The City represents and warrants to TOTKN:
i. the Program and this Agreement are within its authority;
ii. it is duly authorized and empowered to establish the Program and
enter into this Agreement; and
iii. the Agreement is an enforceable and binding obligation of the City.
b. TOTKN represents and warrants to the City that it has the requisite authority
to enter into this Agreement.
7.3 Default. If either the City, or TOTKN should default in the performance of any
obligations of this Agreement, the other party shall provide such defaulting party
written notice of the default,and a minimum period of thirty(30)days to cure such
default, prior to instituting an action for breach or pursuing any other remedy for
default. If the City remains in default after notice and opportunity to cure,TOTKN
shall have the right to terminate this Agreement by giving written notice thereof to
City and to pursue any remedy at law or in equity for the City's default. If TOTKN
remains in default after notice and opportunity to cure, City shall have the right to
terminate this Agreement by giving written notice thereof to TOTKN and to pursue
any remedy at law or in equity for TOTKN's default.
7.4 Attorney's Fees. In the event any legal or equitable action or proceeding is
commenced in a court of competent jurisdiction between the City and TOTKN to
enforce provisions of this Agreement,the prevailing party in such legal action shall
be entitled to recover its reasonable attorney's fees and expenses incurred by reason
of such action,to the extent allowed by law.
7.5 Entire Agreement. This Agreement contains the entire agreement between the
Parties with respect to the EIP.
7.6 Binding Effect. This Agreement shall be binding on and inure to the benefit of the
Parties,their respective successors and assigns.
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7.7 Assignment. TOTKN may not assign all or part of its rights and obligations to a
third party without the express written consent of the City,which consent shall not
be unreasonably withheld, conditioned or delayed, provided, however, that
TOTKN may assign this Agreement without the consent of the City to an entity
which controls, is controlled by or is under common control with TOTKN, any
successor entity to TOTKN by way of merger, consolidation or other non-
bankruptcy corporate reorganization,or an entity which acquires all or substantially
all of TOTKN's assets,partnership or membership interests, or capital stock.
7.8 Amendment. This Agreement may be amended by the mutual written agreement
of the Parties.
7.9 Termination. In the event TOTKN elects not to construct the Facility as
contemplated by this Agreement, TOTKN shall notify the City in writing, and this
Agreement and the obligations on the part of all Parties shall be deemed terminated
and of no further force or effect. If TOTKN elects to stop receiving EIPs,TOTKN
shall notify the City in writing, and this Agreement and the obligations on the part
of all Parties shall be deemed terminated and of no further force or effect;provided,
however, TOTKN will remain obligated to pay back all EIPs previously received
pursuant to this Agreement.
7.10 Notice. Any notice and or statement required and permitted to be delivered shall
be deemed delivered by actual delivery, facsimile with receipt of confirmation, or
by depositing the same in the United States mail, certified with return receipt
requested, postage prepaid, addressed to the appropriate party at the following
addresses:
If to City:
City of Round Rock
221 E. Main Street
Round Rock,TX 78664
Attn: City Manager
Phone: (512)218-5400
Email: lhadley@roundrocktexas.gov
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With a required copy to:
Sheets& Crossfield
309 E. Main Street
Round Rock, TX 78664
Attn: Stephan L. Sheets
Phone: (512)255-8877
Email: steve@scrrlaw.com
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If to TOTKN:
TOTKN, LLC
1011 Westland Ridge Road
Dripping Springs, Texas
Attn: James Michael Farr,Manager
Email: bigdaddyfarr@yahoo.com
With a required copy to:
Robert Kleeman
Sneed,Vine&Perry, P.C.
900 Congress Avenue, Suite 300
Austin, Texas 78701
(512)476-6955—main
(512) 494-3135 - direct
(512) 476-1825—fax
rkleeman@sneedvine.com
Any party may designate a different address at any time upon written notice to the other Parties.
7.11 Interpretation. Each of the Parties has been represented by counsel of their
choosing in the negotiation and preparation of this Agreement.Regardless of which
party prepared the initial draft of this Agreement,this Agreement shall,in the event
of any dispute, however its meaning or application, be interpreted fairly and
reasonably and neither more strongly for or against any party.
7.12 Applicable Law. This Agreement is made, and shall be construed and interpreted,
under the laws of the State of Texas and venue shall lie in Williamson County,
Texas.
7.13 Severability. In the event any provisions of this Agreement are illegal, invalid or
unenforceable under present or future laws, and in that event, it is the intention of
the Parties that the remainder of this Agreement shall not be affected. It is also the
intention of the Parties of this Agreement that in lieu of each clause and provision
that is found to be illegal, invalid or unenforceable, a provision be deemed added
to this Agreement which is legal, valid or enforceable and is as similar in terms,to
the greatest extent possible, to the provision found to be illegal, invalid or
unenforceable.
7.14 Section Headings. The section headings, contained in this Agreement are for
convenience only and will in no way enlarge or limit the scope or meaning of the
various and several paragraphs.
7.15 No Third-Party Beneficiaries. This Agreement is not intended to confer any rights,
privileges or causes of action upon any third party.
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7.16 Force Majeure. Except as otherwise provided herein,an equitable adjustment shall
be made for delay or failure in performing if such delay or failure is caused,
prevented, or restricted by conditions beyond that Party's reasonable control (a
'force majeure event"). A force majeure event for the purposes of this Agreement
shall include, but not be limited to, acts of God, fire; explosion, vandalism; stoim
or similar occurrences; orders or acts of military or civil authority; litigation;
changes in law, rules, or regulations outside the control of the affected Party;
national emergencies or insurrections; riots; acts of terrorism; or supplier failures,
shortages or breach or delay. Except as otherwise expressly provided,herein,there
shall be an equitable adjustment allowed for performance under this Agreement as
the result of any event of force majeure.
7.17 No Joint Venture. It is acknowledged and agreed by the Parties that the terms
hereof are not intended to and shall not be deemed to create any partnership or joint
venture among the Pal-ties. The City, its past, present and future officers, elected
officials, employees and agents of the City, do not assume any responsibilities or
liabilities to any third party in connection with the development of the Facility or
the design, construction or operation of any portion of the Facility.
EXECUTED to be effective as of the �Z day of , 2018 (the"Effective Date").
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CITYO ROUND ROCK, TEXAS,
By:
C aig M an, Mayor
Date: .�—� (2-, , 2018
APPR D as tfoam:
Stephan . Sheets, City Attorney
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TOTKN,LLC,a Texas Limited Liability Company
By: ;"//I.
James N4chael Farr, Manager
Date: / ���L-� , 2015
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EXHIBIT "A"
TO THE ECONOMIC DEVELOPMENT PROGRAM AGREEMENT
RESOLUTION NO. R-
WHEREAS, TOTKN, LLC ("TOTKN"), a Texas Limited Liability Company has expressed to
the City of Round Rock("City") its desire to construct a restaurant,bar, music venue and amphitheater
in the City which will provide jobs and additional tax base to the City, and
WHEREAS,TOTKN intends to add at least 40 employees within two years of the occupancy of
the Facility;
WHEREAS, §380.001 Local Government Code provides that a municipality may establish an
economic development program ("Program")to promote local economic development and to stimulate
business and commercial activity in the municipality, and
WHEREAS, the City Council has determined that the Program described in Exhibit "A" will
meet the goals set forth in said §380.001 and will be of mutual benefit to both parties,Now Therefore
BE IT RESOLVED BY THE COUNCIL OF THE CITY OF ROUND ROCK, TEXAS,
That the City offers to TOTKN a §380.001 Program in exchange for TOTKN constructing a
restaurant,bar,music venue and amphitheater in the City, and
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BE IT FURTHER RESOLVED
That the offer of the Program shall be as generally outlined in Exhibit "A" attached hereto and
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incorporated herein for all purposes.
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The City Council hereby finds and declares that written notice of the date,hour,place and subject
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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 day of , 2018.
CRAIG MORGAN, Mayor
City of Round Rock,Texas
ATTEST:
SARA L. WHITE, City Clerk
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EXHIBIT A
TO THE RESOLUTION
ECONOMIC DEVELOPMENT PROGRAM
The terms of the §380.001 Economic Development Program to be offered to TOTKN, LLC
("TOTKN"), in exchange for TOTKN's constructing a restaurant, bar,music venue and amphitheater in
the City of Round Rock are as generally outlined below:
1. TOTKN's obligations:
1.1. TOTKN agrees to construct a restaurant, bar, music venue and amphitheater in the City
that is similar to its existing business known as the Nutty Brown Caf6 and Amphitheater located
in Dripping Springs, Texas(the"Facility").
1.2 TOTKN agrees to create at least 40 jobs within two years of its occupancy of the Facility.
2. City's obligations:
2.1 City shall,subject to TOTKN's satisfaction of its obligation to construct the Facility make
Economic Incentive Payments to TOTKN as follows:
City subject to TOTKN's satisfaction of its obligations to construct two new buildings,
make EIPs to TOTKN as set forth herein. The EIP's shall be made in annual payments
on or before March 1 of each year and shall be a percentage of Property Tax paid for the
previous year. "Year 1"shall be the calendar year immediately following the issuance of
the last Certificate of Occupancy for the Facility; provided, however, if the Williamson
Central Appraisal District appraisal of taxable value does not reflect the completion of
the Facility and installation of all equipment,then"Year 1" shall be the second calendar
year following the issuance of the last Certificate of Occupancy for the Facility. EIP's
shall be calculated as paid as follows:
Year Percentage of Proper . Tax Paid by March 1 of:
Year 1 100% Year 2
Year 2 100% Year 3
Year 3 75% Year 4
Year 4 50% Year 5
Year 5 25% Year 6
t 3. The terms and provisions of this Program will be set out in more detail in the Economic
Development Program Agreement of even date herewith.
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3EXHIBIT
b
"B"
METES AND BOUNDS DESCRIPTION
FOR A 18.389 ACRE TRACT OF LAND SITUATED IN THE EPHRIAM EVANS
SURVEY, ABSTRACT NO. 212 AND THE DAVID CURRY SURVEY, ABSTRACT NO.
130, IN WILLIAMSON COUNTY, TEXAS, BEING ALL OF THE CALLED 14.064 ACRE
TRACT OF LAND (TRACT 1), ALL OF THE CALLED 2.00 ACRE TRACT OF LAND
(TRACT 2) AND ALL OF THE CALLED 2.35 ACRE TRACT OF LAND (TRACT 3), SAID
TRACTS CONVEYED TO THE CITY OF ROUND ROCK, RECORDED IN DOCUMENT
NO. 2006087974, OFFICIAL PUBLIC RECORDS OF WILLIAMSON COUNTY, TEXAS.
SAID 18.389 ACRE TRACT OF LAND SURVEYED ON THE GROUND BY DIAMOND
SURVEYING, INC. DURING THE MONTH OF AUGUST, 2017 AND BEING MORE
PARTICULARLY DESCRIBED BY METES AND BOUNDS AS FOLLOWS:
BEGINNING at a 1/2" iron rod found (Grid Coordinates: N=10175359.56,
E=3127918.13) monumenting the northwest corner of said 14.064 acre (TRACT 1) City
of Round Rock tract and the southwest corner of Lot 1, University Oak Shopping Center
Section 1, a Replat of Lots 213 & 2C, Block A, East Chandler Retail Center Replat of Lot
2, Recorded in Cabinet CC, Slides 230-233, Plat Records of Williamson County, Texas a
subdivision recorded in Cabinet FF, Slides 380-381 of the Plat Records of Williamson
County, Texas, same being on the east boundary line of a called 10.881 acre tract of
land (PART 1) conveyed to the State of Texas as recorded in Volume 479, Page 85 of
the Deed Records of Williamson County, Texas, same being on the east right-of-way
line of Interstate Highway No. 35, for the northwest corner and POINT OF BEGINNING
hereof, from which an iron rod found with cap marked "CS LTD" monumenting the
northwest corner of said Lot 1, bears N 02°02'52"W passing at a distance of 112.57 feet
an iron rod found with cap marked "CS LTD" monumenting the northeast corner of said
10.881 acre State of Texas tract, in all a total distance of 187.02 feet;
THENCE, departing the east boundary line of said 10.881 acre State of Texas tract and
said east right-of-way line of Interstate Highway No. 35, with the north boundary line of
said 14.064 acre (TRACT 1) City of Round Rock tract and the south boundary line of Lot
1 and Lot 2 of said University Oak Shopping Center Section 1, a Replat of Lots 28 & 2C,
Block A, East Chandler Retail Center Replat of Lot 2, Recorded in Cabinet CC, Slides
230-233, Plat Records of Williamson County, Texas, the following three courses and
distances:
1. S 81°50'22" E for a distance of 173.32 feet to a PK Nail set on top of a wall, for
an angle point hereof;
j 2. S 52°'10'22" E for a distance of 172.67 feet to a 1/2" iron rod found, for an angle
point hereof;
3. N 75°40'22" E passing at a distance of 99.56 feet a 1/2" iron rod found
monumenting the southeast corner of said Lot 1 and the southwest corner of said
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2018011229 Page 20 of 29
Lot 2, in all a total distance of 171.06 feet to a 1/2" iron rod found monumenting
the northeast corner of said 14.064 acre(TRACT 1) City of Round Rock tract and
the most southerly southeast corner of said Lot 2, same being on an angle point
in the west boundary line of Lot 2D, Block A, Replat of Lot 2 of East Chandler
Retail Center a subdivision recorded in Cabinet CC, Slides 230-233 of the Plat
Records of Williamson County, Texas, for the most northerly northeast corner
hereof;
THENCE, S 34051'57" Ewith the east boundary line of said 14.064 acre (TRACT 1) City
of Round Rock tract and the west boundary line of said Lot 2D, Block A for a distance of
529.34 feet to a 1/2" iron rod found monumenting the northwest corner of said 2.00 acre
(TRACT 2) City of Round Rock tract and the southwest corner of said Lot 213, Block A,
for an angle point hereof;
THENCE, with the north boundary line of said 2.00 acre (TRACT 2) City of Round Rock
tract and the south boundary line of said Lot 2D, Block A, the following two (2) courses
and distances:
1. N 71°07'46" E for a distance of 229.82 feet to a 112" iron rod found for an angle
point hereof;
2. N 64025'25" E for a distance of 164.65 feet to a 1/2"iron rod found monumenting
the northeast corner of said 2.00 acre (TRACT 2) City of Round Rock tract and
the northwest corner of said 2.35 acre (TRACT 3) City of Round Rock tract;
THENCE, N 63052'39" E with the north boundary line of said 2.35 acre (TRACT 3) City
of Round Rock tract and the south boundary line of Lot 2D, Block A and Lot 21, Block A
of said Replat of Lot 2 of East Chandler Retail Center, passing at a distance of 12.74
feet a 1/2" iron rod found 0.13' south of this line, in all a total distance of 238.32 feet to a
I 1/2" iron rod found monumenting the northeast corner of said 2.35 acre (TRACT 3) City
j of Round Rock tract and the northwest corner of Lot 3, Block B, Oakmont Centre Section
y Five a subdivision recorded in Cabinet F, Slides 139-142 of the Plat Records of
Williamson County,Texas for the most easterly northeast corner hereof;
THENCE, with the east boundary line of said 2.35 acre (TRACT 3) City of Round Rock
tract and the west boundary line of said Lot 3, Block B, the following three (3) courses
and distances:
1. S 25055'00' E for a distance of 348.40 feet to a 112" iron rod set with cap marked
"Diamond Surveying", for an angle point hereof, from which a 1/2" iron rod found
bears N 76009'32"W for a distance of 7.24 feet;
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2018011229 Page 21 of 29
2. S 46048100" W for a distance of 60.46 feet to a 1/2" iron rod set with cap marked
"Diamond Surveying", for an angle point hereof, from which a 112" iron rod found
bears N 00°11'34"W for a distance of 4.53 feet;
3. S 02045'00" W for a distance of 120.87 feet to a 1/2" iron rod set with cap
marked "Diamond Surveying",for the southeast corner of said 2.35 acre(TRACT
3) City of Round Rock tract, same being on the north boundary line of Lot 1, Final
Plat of Cypress Addition, a subdivision recorded in Cabinet N, Slides 266-268 of
the Plat Records of Williamson County, Texas, for the southeast corner hereof,
from which a 1/2" iron rod found monumenting an angle point in the north
boundary line of Lot 2 of said Final Plat of Cypress Addition, bears N 6902735" E
for a distance of 20.21 feet;
THENCE, with the north boundary line of said Lot 1, Final Plat of Cypress Addition, the
south boundary line of said 2.35 acre (TRACT 3) City of Round Rock tract, the south
boundary line. of said 2.00 acre (TRACT 2) City of Round Rock tract and the south
boundary line of said 14.064 acre(TRACT 1) City of Round Rock tract, the following four
(4) courses and distances:
1. S 69027'35" W passing at a distance of 266.18 feet a 1/2" iron rod found
(spinner) monumenting the southwest corner of said 2.00 acre (TRACT 2) City of
Round Rock tract and the southeast corner of said 14.064 acre (TRACT 1) City
of Round Rock tract, in all a total distance of 370.88 feet to a 1/2" iron rod found
monumenting an angle point hereof;
2. S 67044106" W for a distance of 171.32 feet to a 1/2" iron rod found
monumenting an angle point hereof;
3. S 63°52'09" W for a distance of 101.47 feet to a 1/2" iron rod found
monumenting an angle point hereof;
j 4. S 56°52'26" W for a distance of 130.20 feet to a 1/2" iron rod found
C monumenting the most southerly southwest corner of said 14.064 acre (TRACT
1) City of Round Rock tract and an angle point in said north boundary line of Lot
1, Final Plat of Cypress Addition, same being on an angle point in the east
boundary line of a called 26.208 acre tract of land (TRACT 3) conveyed to
CRPHYH, L.P. as recorded in Document No. 2005003003 of the Official Public
Records of Williamson County, Texas, for the most southerly southwest corner
hereof, from which a 1/2" iron rod found monumenting the northwest corner of
said Lot 1, Final Plat of Cypress Addition and an angle point in said east
boundary line of the 26.208 acre CRPHYH, L.P. tract bears S 56004'36" W for a
distance of 29.17 feet;
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2018011229 Page 22 of 29
THENCE, with the west boundary line of said 14.064 acre (TRACT 1) City. of Round
Rock tract and said east boundary line of the 26.208 acre CRPHYH, L.P. tract, the
following three(3) courses and distances:
1. N 38012'07" W for a distance of 204.53 feet to a 1/2" iron rod set with cap
marked"Diamond Surveying", for an angle point hereof;
2. N 60°26'12" W for a distance of 633.89 feet to the center of a wastewater
manhole, for an angle point hereof;
3. N 55054'08"W for a distance of 66.59 feet to a 1/2" iron rod set with cap marked
"Diamond Surveying", for the most westerly southwest corner of said 14.064 acre
(TRACT 1) City of Round Rock tract and the north corner of said 26.208 acre
CRPHYH, L.P. tract, same being on the east boundary line of said 10.881 acre
State of Texas tract and the east right-of-way line of said Interstate Highway No.
35, from which a TXDOT Type 1 concrete monument found monumenting the
beginning of a curve to the left in said east boundary line of the 10,881 acre State
of Texas tract and said east right-of-way line of Interstate Highway No. 35, bears
S 02°02'52" E for a distance of 47.16 feet;
THENCE, N 02°02'52" W with the west boundary line of said 14.064 acre (TRACT 1)
City of Round Rock tract, said east boundary line of the 10.881 acre State of Texas tract
and said east right-of-way line of Interstate Highway No. 35 for a distance of 547.98 feet
to the POINT OF BEGINNING hereof and containing 18.389 acres of land more or less.
Bearing Basis: State Plane Coordinate System, NAD83, Texas Central Zone (4203).
Distances shown hereon are surface based on a combined surface adjustment factor of
1.00011.
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A survey drawing has been prepared to accompany this metes and bounds description.
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F1R.11 REGISTR 4 TIO1V AAO.10006900
SHANESHAFER
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January 4 2018 A 5281 ��
SHANE SHAFER, R.P.L.S. NO. 5281 DATESU
Z:IWAELTZ&PRETEWcNEIL PARK ROUND ROCK\14-17 LAND TITLE SURVIi -02-17 NUTTY BROWN LTS M&B.doc
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EXHIBIT "C"
TO THE ECONOMIC DEVELOPMENT PROGRAM AGREEMENT
JOB COMPLIANCE AFFIDAVIT
BEFORE ME, THE UNDERSIGNED AUTHORITY, ON THIS DAY PERSONALLY
APPEARED (NAME) , KNOWN TO ME TO BE THE
PERSON WHOSE NAME IS SUBSCRIBED BELOW AND AFTER HAVING BEEN DULY
SWORN, ON HIS/HER OATH STATED AS FOLLOWS:
1. "MY NAME IS . I AM OVER THE AGE OF 21 YEARS AND
AM CAPABLE OF MAKING THIS AFFIDAVIT. THE FACTS STATED IN THIS AFFIDAVIT ARE
WITHIN MY PERSONAL KNOWLEDGE AND ARE TRUE AND CORRECT.
2. "I AM THE (TITLE) OF TOTKN, LLC, AND I AM
DULY AUTHORIZED TO MAKE THIS AFFIDAVIT.
3. "AS OF DECEMBER 31,20_,TOTKN,LLC HAD THE FOLLOWING JOB POSITIONS:
EMPLOYEE ID NO. JOB POSITION OR TITLE
EMPLOYEE ID NO. JOB POSITION OR TITLE
TOTAL JOBS
DATED THIS' DAY OF ,20_.
(PRINTED NAME)
(TITLE)
SUBSCRIBED AND SWORN TO BEFORE ME ON THIS THE DAY OF ,
20
NOTARY PUBLIC, STATE OF TEXAS
CERTIFICATE OF INTERESTED PARTIES FORM 1295
1ofl
Complete Nos.1-4 and 6 if there are interested parties. OFFICE USE ONLY
Complete Nos.1,2,3,5,and 6 if there are no interested parties. CERTIFICATION OF FILING
1 Name of business entity filing form,and the city,state and country of the business entity's place Certificate Number:
of business. 2018-332334
TOTKN,LLC
Dripping Springs,TX United States Date Filed:
2 Name of governmental entity or state agency that is a party to the contract for which the form is 03/29/2018
being filed.
CITY OF ROUND ROCK Date Acknowledged:
3 Provide the identification number used by the governmental entity or state agency to track or identify the contract,and provide a
description of the services,goods,or other property to be provided under the contract.
NUTTY BROWN VENUE
CONSTRUCTION OF AN OUTDOOR MUSIC VENUE AND BAR/RESTAURANT
4 Nature of interest
Name of Interested Party City,State,Country(place of business) (check applicable)
Controlling Intermediary
I
5 Check only if there is NO Interested Party.
X
6 UNSWORN DECLARATION
My name ism anddate
�/��•- y of birth is
My address is ty f iy rL�}
(street) (city) i (state) (zip code) (country)
I declare under penalty of perjury that the foregoing is true and correct.
Executed in u'V� �j A'1 - County, State of ,on the day of 2010/
(month) (year)
• I
Signature of aut rized agent of contracting business entity
(Declarant)
Forms provided by Texas Ethics Commission www.ethics.state.tx.us Version V1.0.5523
CERTIFICATE OF INTERESTED PARTIES FORM 3.295
1 of 1
Complete Nos.1-4 and 6 if there are interested parties. OFFICE USE ONLY
Complete Nos.1,2,3,5,and 6 if there are no interested parties. CERTIFICATION OF FILING
1 Name of business entity filing form,and the city,state and country of the business entity's place Certificate Number:
of business. 2018-332334
TOTKN, LLC
Dripping Springs,TX United States Date Filed:
2 Name of governmental entity or state agency that is a party to the contract for which the form is 03/29/2018
being filed.
CITY OF ROUND ROCK Date Acknowledged:
03/30/2018
g Provide the identification number used by the governmental entity or state agency to track or identify the contract,and provide a
description of the services,goods,or other property to be provided under the contract.
NUTTY BROWN VENUE
CONSTRUCTION OF AN OUTDOOR MUSIC VENUE AND BAR/RESTAURANT
4 Nature of interest
Name of Interested Party City,State,Country(place of business) (check applicable)
Controlling Intermediary
5 Check only if there is NO Interested Party.
X
6 UNSWORN DECLARATION
My name is and my date of birth is
My address is 1
,
(street) (city) (state) (zip code) (country)
I declare under penalty of perjury that the foregoing is true and correct.
Executed in County, State of on the day of 20
(month) (year)
Signature of authorized agent of contracting business entity
(Declarant)
Forms provided by Texas Ethics Commission www.ethics.state.tx.us Version V1.0.5523