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HomeMy WebLinkAboutORD 2003-71 - REZ RiveryORDINANCE NO. A003 ? WHEREAS, an application has been made to the City Council for the purpose of changing the zoning district classification of the following described real property ("the property"): LOT 1, BLOCK A OF THE RIVERY PHASE ONE, AS RECORDED IN CABINET X, SLIDES 193 - 196 OF THE OFFICIAL PLAT RECORDS OF W ILLIAMSON COUNTY, TEXAS, hereinafter referred to as "the property"; WHEREAS, the City Council has submitted the proposed change in the Base Ordinance to the Planning and Zoning Commission for its consideration in a public hearing and for its recommendation or report; and WHEREAS, notice of such hearing was published in a newspaper of general circulation in the City; which stated the time and place of hearing, which time was not earlier than fifteen (15) days for the first day of such publication; and WHEREAS, written notice was given not less than fifteen (15) days before the date set for the meeting before the Planning and Zoning Commission to all the owners of the lots within two hundred feet of the property, as required by law; and WHEREAS, the applicant for such zoning change placed on the property such signs) as required by law for advertising the Planning and Zoning Commission hearing, not less than fifteen (15) days before the date set for such hearing; and WHEREAS, the City Planning and Zoning Commission in a meeting held on August 5, 2903 recommended changing said zoning district classification of the above described property from OF, Office and C-3 General Commercial, district classifications to PUD, Planned Unit Development district classification; ORVo SLG03 -'11 Rivery Phase One, Block A, Lot 9 Fairfield Development PUD Page 1 of 4 NOW, THEREFORE, BE IT ORDAINED BY THE CITY COUNCIL OF THE CITY OF GEORGETOWN, TEXAS, THAT: SECTION i . The facts and recitations contained in the preamble of this ordinance are hereby found and declared to be true and correct, and are incorporated by reference herein and expressly made a part hereof, as if copied verbatim. The City Council hereby finds that this ordinance i mplements the following P olicies of the Century Plan - Future Land Use Element Plan: • Objective 1.5: Require zoning change requests to be consistent with the Future Land Use Plan. • Goal 6: Provide for a variety of housing types throughout the City, and further finds that the enactment of this ordinance is not inconsistent or in conflict with any other Century Pian Policies, as required by Section 2.03 of the Administrative Chapter of the Policy Plan. SECTION 2. The City Council hereby finds that the proposed Planned Unit Development and Development Pian satisfy the approval criteria of Section 3.06.030 and Section 3.06.404 of the Unified Development Code, as follows: Section 3.06.030 Approval Criteria (Rezoning) A. The application materials submitted provide complete, sufficient and correct information necessary to render adequate review and final action; B. The recommended Planned Unit Development district implements the following Goals Policies of the future Land Use Pian: Objective 1.3: Ensure that new developments will be compatible with existing land uses in terms of use, density, building heights, scale and offsite effects. Objective 1.5: Require zoning change requests to be consistent wit the Future Land Use Plan, The Future Land Use Plan designates this property for "Major Multi -family" land use. C. The recommended Planned Unit Development district promotes the health, safety, or general welfare of the City and the safe, orderly and healthful development of the City by providing a multi -family development compatible with the adjacent commercial land uses and which implements the Rivery Development Agreement; D. The recommended Planned Unit Development district is compatible with the zoning and use of surrounding properties, and with the character of the surrounding area. • As indicated the surrounding land uses and zoning include C-3, General Commercial zoning and include commercial and open space. E. The site is suitable for the range of uses permitted in the recommended Planned Unit Development district, which in the subject case is specific to multi -family development. ©RD. a©03- 71 Rivery Phase One, Block A, Lot 1 Fairpeld Development PUD Page 2 of 4 Section 3.06.040 Approval Criteria (Planned Unit Development) 1. The proposed PUD will help achieve a balance of housing types within the community by providing for multi -family development. 2. As a component of the Rivery Towne Crossing development agreement the proposed PUD implements the orderly and creative arrangement of the land uses presented with the development agreement, both within the development and in relationship to the larger community, as ; 3. The proposed PUD, as a component of the Rivery Towne Crossing development agreement, establishes a planned and integrated transportation system which takes into consideration vehicular and pedestrian circulation; 4. The proposed PUD will provide on-site recreational amenities; 5. The location of buildings are designed in a manner to maximize the preservation of existing on-site trees; 6. The provision of public utilities and services will be accommodated in a timely manner as established by the Rivery Towne Crossing development agreement. SECTION 3. The Base Ordinance and the Zoning Map of the City, as well as the Zoning District for the P roperty s hall b e and t he s ame is hereby changed f rom O F, Office and C-3, General Commercial district classifications to PUD, Planned Unit Development district classification, in accordance with Exhibits "A" which is attached hereto and incorporated by reference herein is hereby adopted by the City Council of the City of Georgetown, Texas. SECTION 4. The Development Plan accompanying the Planned Unit Development, attached hereto as Exhibit B, is hereby adopted by the City Council of the City of Georgetown, Texas. SECTION 5. All ordinances and resolutions, or parts of ordinances and resolutions, in conflict with this Ordinance are hereby repealed, and are no longer of any force and effect. SECTION 6. If any provision of this Ordinance or application thereof to any person or circumstance, shall be held invalid, such invalidity shall not affect the other provisions, or application thereof, of this Ordinance which can be given effect without the invalid provision or application, and to this end the provisions of this Ordinance are hereby declared to be severable. SECTION 7. The Mayor is hereby authorized to sign this Ordinance and the City Secretary to attest. This Ordinance shall become effective and be in full force and effect on the date of final adoption by City Council. PASSED AND APPROVED on First Reading on the 26th day of August 2003, PASSED AND APPROVED on Second Reading on the 23rd day of September 2003, RD, Q003 -7/ River, Phase One, Block A, Lot ? Fairfield Development PUD Page 3 of 4 ATTEST: Sandra D. Lee City Secretary APPROVED AS TO FORM: Ila Patricia E. Carls City Attorney P RDt a003 -71 Rivery Phase One, Block A, Lot 1 Fairfield Development PUD Page 4 of 4 THE CITY OF GEORGETOWN: tviCy Vi ORD. 9003-1 r Exhibig `All Rivory, Phase One, Block A, Lot 1 20.305 Acres FN 2660R2(DWR) J. B. Pulsifer Survey No. 498 May 23, 2003 Williamson County, Texas SAM, Inc. Job No. 23148-01 DESCRIPTION OF A 20.305 ACRE TRACT OF LAND LOCATED IN THE J. B. PULSIFER SURVEY NO. 498, WILL IAMSON COUNTY, TEXAS, BEING ALL OF LOT 1, BLOCK A, OF THE RECORD FINAL PLAT OF THE RIVERY PHASE ONE AS RECORDED IN PLAT CABINET X. SLIDES I93-196 OF THE PLAT RECORDS OF WILLIAMSON COUNTY, TEXAS, SAID 20.305 ACRE TRACT OF LAND AS SHOWN ON SAM INC. DWG NO. 17010-22180-01R.DWG AND BEING MORE PARTICULARLY DESCRIBED BY METES AND BOUNDS AS FOLLOWS: BEGINNING at a 1/2 -inch iron rod found for the west common corner of said Lot 1, Block A, and Lot 2, the Rivery Subdivision, as recorded in Plat Cabinet P, Slides 325-326 of the Plat Records of Williamson County, Texas. Same being in the east line of a called 120 acre tract of land described in the deed to Georgetown Country Club as recorded in Volume 232, Page 578 of the Deed Records Williamson County, Texas, same being on the approximate east bluff of the middle fork of the San Gabriel River for the POINT OF BEGINNING and the northwest corner of the tract described herein, from which a 60D Nail found in a 5 inch elm tree in the common line of said Lot 2 and said 120 acre tract of land bears N 02' 03' 10" E a distance of 19.62 feet; THENCE with the common line of said Lot 1, Block A, and said Lot 27 N 790 51' 28" E passing at a distance of 1234.41 feet a 12 -inch iron rod with SAM, Inc. plastic cap found, continuing for a total distance of 1264.41 feet to a l2 -inch iron rod with SAM, Inc. plastic cap set for the northeast corner of the tract described herein, same being in the west right-of-way (ROW) line of Hacia Los Lobos Boulevard (64' ROW) as dedicated in the Record Fiscal Plat of The Rivery Phase One, as recorded in Plat Cabinet X, Slides 193-196 of the Plat Records of Williamson, County, Texas, from which a 1.2 -inch iron rod with an Urban Design Group plastic cap found bears N 791 5 P 28" E a distance of 2888".71 feet: THENCE leaving said common line and continuing with said west ROW line the following two (2) courses and distances: I. with a curve to the left having an arc distance of 353.42 feet, through a central anele of 291 41' 30" having a radius of 682.00 feet, and whose chord bears S 390 594 30" W, a distance of 349.48 feet to a l2 -inch iron rod with "SAM INC." plastic cap set for a point of tangency, and 2. S 250 08' 45" W a distance of 1069.76 feet to a 1/2 inch iron rod with "SAM INC." plastic cap set for the southeast corner of the tract described herein, same being the east common corner of said Lot I and Lot 2, Block A. of said Record Final Plat Of The Rivery Phase One; THENCE leaving said west ROW line and continuing with the common line of said Lots I and 2, Block A, N 64' 53' 35" W, passing at a distance of 30.05 feet a 1/2 -inch iron rod found, continuing for a total distance of 740.11 feet to a drill hole in rock found for the southwest corner of the tract described herein, same being the west common corner of said Lots I and 2, Block A, same being in the east line said 220 acre tract, and same being on the approximate east bluff of the middle fork of the San Gabriel River for the southwest corner of the tract described herein, from which a 60D Nail found in a 17 inch cedar tree in said common line bears S 05° 46'22" W a distance of 30.02 feet and S 15° 00' 16" W a distance of 120.55 feet; Page I of 2 20.305 Acres J. B. Pulsifer Survey No. 498 Williamson County, Texas FN 2660R2(DWR) May 23, 2003 SAM, Inc. Job No. 23148-01 THENCE with said common line and said approximate bluff the following four (4) courses and distances: 1. N 05° 52' 12" E a distance of 84.28 feet to a 60D Nail found in a 30 inch cedar tree, 2. N 14° 5l' 16" E a distance of 220.01 feet to a 60D Nail found in an 8 inch cedar tree, 3. N 06° 57' 33" E a distance of 213.02 feet to:a 60D Nail found in a 19 inch cedar tree, and 4. N 04' 08' 34" E a distance of 191.99 feet to the POINT OF BEGINNING and containing 20.305 acres of land. Bearing Basis: Bearings are based on a 1/2 inch iron rod found for the west common corner of Lots 1 & 2 The Rivery Subdivision as recorded in Cabinet P, Slides 325-326 of the Plat Records of Williamson County, Texas, and a 1/2 inch iron rod with an Urban Design Group plastic cap found in the common Iine of said Lots I & 2. Called bearing and distance between these Iron Rods is N 79° 51' 28" E 1552.85 feet. Heid called bearing and found actual distance to be 1553.12 feet THE STATE OF TEXAS KNOW ALL MEN BY THESE PRESENTS: COUNT`:` OF TRAVIS That I, Paul L. Easley, a Registered Professional Land Surveyor, do hereby certify that the above description is true and correct to the best of my knowledge and belief and that the property described herein was determined by a survey made on the ground during May 2002 under my direction and supervision. WITNESS MY HAND AND SEAL at Austin, Travis County, Texas this the 23rd day of May 2003 A.D. SURVEYING AND MAPPING, Inc. 5508 West Highway 290, Building B Austin, Texas 78735 V kb-� -ZO03 _70 Exhlbe'f `fA pame 3 0 3 ;:r a y h,. `+ i%J Page 2 of 2 EXHIBIT B DEVELOPMENT PLAN , FOR PLANNEDUNIT DEVELOPMENT (BLOCK A, LOT I OF THE RIVERYPHASE O All definitions listed in Chapter 16 of the Unified Development Code of the City of Georgetown (the "Code") shall govern interpretation of this Development Plan. Any terms not defined shall be interpreted using Random House Webster's Unabridged Dictionary, subject to the approval of interpretation by the Director of Planning and Development Services. This Development Plan (hereinafter referred to as the "Plan") covers approximately 20.3 acres of land located within the city limits of Georgetown, Texas, and being more particularly described in Exhibit A, attached hereto and incorporated herein. "I Applicable (Documents This Development Plan shall be enforced in conjunction with the following documents: Rivery Towne Crossing Development Agreement ("Development Agreement" attached as Exhibit B) between the City of Georgetown and Quoruin Rivery Inc. recorded in Williamson County Texas on 2/01/2002 as Document No. 200200$387, and Record Final Plat of the Rivery Phase One _recorded in Williamson County Texas in Cabinet X, Slide 133, 134, 135 and 136 on 5/2/2003, and The purpose of this Plan is to ensure the development of an integrated and unified multifamily project satisfying the specific objectives of the Planned Unit Development distilct as outlined in Section 3.06.040 (A) of the Code. Additionally the purpose of this Pian is to ensure compatibility with The Record Final Plat of the Rivery Phase One and the Development Agreement as referenced in Section 2.1. QrzO. a003- "�I F4h ib; `! 6" Pay i 0� 41 1 4.1 ?oning The property shall b e r egulated for p urposes o f z oning b y t his D evelopment P Ian and Documents identified in Section 2.1 above. All aspects not specifically covered by this Plan and identified Documents shall be regulated by applicable sections of the Code. All uses and development within the property shall generally conform to the Development Plan as set forth herein or as hereby modified. The PUD is to be used in conjunction with the Multifamily District (MF), which is the zoning designation most similar and compatible with the uses proposed in the PUD. Pursuant to the Development Agreement and Record Final Plat, the multifamily development shall have a maximum density of 360 dwelling units for Lot 1 of Block A. The Detailed Development Plan (approved May 21, 2003, attached as Exhibits C, C4 and C-2) establishes a total of 274 dwelling units. Any increase in the number of dwelling units from that established on the approved Detailed Development Plan shall necessitate the preparation and submittal of a revised Detailed Development Plan for City review and approval. The numbers of dwelling units per building are not limited in this P UD. T here is no minimum area per unit requirement for this site. There is no minimum lot/parcel area requirement for this site. If a conflict arises between the Code and the Development Agr=ent or Record .c final Plat, the standards of the Development Agreement and Record Final Plat shall control. Allowable building coverage for the site, as established in the Record Final. Plat, is a maximum of 35%. 4.2 Other Ordinances All other Ordinances within the Code of Ordinances of the City of Georgetown shall apply to the Property, except as clearly modified by this Plan, the Record Final Plat of the Rivery Phase One or the Development Agreement. 4evisi .3 Revisionsons Revisions to the Development Plan shall be subject to the procedures set forth in Section 4.04.030(A)(6) of the Code. f The Landscaping and Open Space Requirements of the Subdivision Regulations shall govern the PUD, except as clearly modified by the Development Agreement. Compliance with the Landscape and Open Space requirements shall be evaluated with the 2 submittal of a Detailed Development Plana s s pecified i n G eneral N ate N o. I l of the Record. Final Plat. 5.2 Tree Protection Tree Protection requirements for this site shall be governed by the requirements of the Development Agreement. The PLD is to be used in conjunction with the Multifamily District (MF), which is the base zoning designation most similar to and compatible with the uses proposed for the PUD. The permitted uses allowed within this PUD shall be those allowable within the Multifamily District (MF) as outlined in Table 5.01.020 of the Code. All setbacks of the Record Final Plat of the Rivery Phase One shall be applicable. All building heights identified on UDC Table 6.02.030 shall be applicable. The parking requirements of UDC Table 9.02.030 shall apply in detenn=* L*ng the minimum required number of parking spaces. 9.1 Parking Dimension At this site the following dimensions shall apply: Regular parking space dimensions shall be a minimum of 9 feet in width x 18 feet in depth. a The minimum dimensions for compact -parking spaces shall be 8.5 feet in width x 16 feet in depth. ® 20% of the total parking spaces may be designated as compact spaces. ® Parking aisle widths shall be a minimum of 24 feet. Mo 9003 —71 ExhIbI. 1t 13°t P"e .3 of 4� 1 3 9.2 Tandem Parking Spaces In an effort to reduce overall impervious cover, and to allow greater opportunity for the preservation of existing trees, unenclosed driveway spaces may be counted towards required resident parking. Such parking may be provided in a "tandem" configuration with all enclosed parking space, consistent with the dimensions identified in Section 9.1, and an unenclosed driveway space located directly behind the enclosed garage space. Such parking configuration shall not be allowed for any identified "visitor" spaces. The use of tandem parking spaces shall necessitate the preparation and submittal of a revised Detailed Development Plan for City review and approval. The impervious cover allowance for the PUD shall be governed by the Record Final Plat of the Rivery Phase One and the Rivery Towne Crossing Development Agreement between the City and Quorum Rivery, Lnc. The impervious cover for the site, Lot i of Block A of the Record Final Plat of the Rivery Phase One is 65%. The standards shown in the Construction Specifications Manual and the Drainage Criteria Manual referred to in UDC Sections 1.12 and 1.13 shall be met unless modified by the approved Civil Engineering Plans by Longaro & Clarke as approved by the City of Georgetown on June d, 2003. Any modification to these plans shalt require approval by the City Engineer in order to maintain compliance with the Code and the applicable Manuals. Storinwater management facilities for this site are provided as Water Quality Ponds only. Due to the site's proximity to the Middle Fork of the San Gabriel Paver, detention ponds are not required for this site. 69D, c`.003 - 71 E�chtb1f fiQFi Pa�jc4of 4t 4 20.305 Acres J. B. Puisifer Survey No. 498 Williamson County, Texas FN 2660R2(DWR) May 23, 2003 SAM, Inc. Job No. 23148-01 DESCRIPTION OF A 20.305 ACRE TRACT OF LAND LOCATED IN THE J. B. PULSIFER SURVEY NO. 498, WILLIAMSON COUNTY, TEXAS, BEING ALL OF LOT 1, BLOCK A, OF THE RECORD FINAL PLAT OF THE RIVERY PHASE ONE AS RECORDED IN PLAT CABINET X. SLIDES 193-196 OF THE PLAT RECORDS OF WILLIAMSON COUNTY, TEXAS, SAID 20.305 ACRE TRACT OF LAND AS SHOWN ON SAM INC. DWG NO. 17010-2?180-01R.DWG AND BEING MORE PARTICULARLY DESCRIBED BY METES AND BOUNDS AS FOLLOWS: BEGINNING at a 1/2 -inch iron rod found for the west common corner of said Lot 1, Block A, and Lot 2, the Rivery Subdivision, as recorded in Plat Cabinet P. Slides 325-326 of the Plat Records of Williamson County, Texas. Same being in the east line of a called 120 acre tract of land described in the deed to Georgetown Country Club as recorded in Volume 232, Page 578 of the Deed Records Williamson County, Texas, same being on the approximate east bluff of the middle fork of the San Gabriel River for the POINT OF BEGINNING and the northwest corner of the tract described herein, from which a 60D Nail found in a 5 inch elm tree in the common line of said Lot 2 and said 120 acre tract of land bears N 02° 03' 10" E a distance of 19.62 feet; THENCE with the common line of said Lot 1, Block A, and said Lot 2, N 79° 51' 28" E passing at a distance of 1234.41 feet a I1") -inch iron rod with SAM, Inc. plastic cap found, continuing for a total distance of 1264.41 feet to a ir2-inch iron rod with SAM, Inc. plastic cap set for the northeast corner of the tract described herein, same being in the west right-of-way (ROW), line of Hacia Los Lobos Boulevard (64' ROW) as dedicated in the Record Final Plat of The Rivery Phase One as recorded in Plat Cabinet X, Slides 193-196 of the Plat Records of Williamson County, Texas, from which a 1/2 -inch iron rod with an Urban Design Group plastic cap found bears N 79° 51' 28" E a distance of 288.7 i fee*. THENCE leaving said common line and continuing with said west ROW line the following two (2) courses and distances: 1. with a curve to the left having an having a radius of 682.00 feet, and arc distance of 353.42 feet, through a central angle of 29° 41' 30" whose chord bears S 39' 59' 30" W, a distance of 349.48 feet to a 12 -inch iron rod with "SAM INC." plastic cap set for a point of tangency, and 2. S 25° 08' 45" W a distance of 1069.76 feet to a 12 inch iron rod with "SAM INC." plastic cap set for the southeast corner of the tract described herein, same being the east common corner of said Lot I and Lot 2, Block A, of said Record Final Plat Of The Rivery Phase One; THENCE leaving said west ROW line and continuing with the common line of said Lots 1 and 2, Block A, N 64' 53' 35" W, passing at a distance of 30.05 feet a I2 -inch iron rod found, continuing for a total distance of 740.11 feet to a drill hole in rock found for the southwest corner of the tract described herein, same being the west common corner of said Lou l and 2, Block A, same being in the east line said 120 acre tract, and same being on the approximate east bluff of the middle fork of the San Gabriel River for the southwest comer of the tract described herein, from which a 60D *Jail found in a 17 inch cedar tree in said common line bears S 051 46' 22" W a distance of 30.02 feet and S 15° 00' 16" W a distance of 120.55 feet; ORD, m03�71 Page I of 2 20305 Acres FN 2660R2(DWR) 1. B. Pulsifer Survey No. 498 May 23, 2003 Williamson County, Texas SAM, Inc. Job No. 23148-01 THENCE with said common line and said approximate bluff the following four (4) courses and distances: 1. N 050 52' 12" E a distance of 84.28 feet to a 60D Nail found in a 30 inch cedar tree, 2. N 14° 51' 16" E a distance of 220.01 feet to a 60D Nail found in an 8 inch cedar tree, 3. N 06° 57' 33" E a distance of.) 13.02 feet to:a 60D Nail found in a 19 inch cedar tree, and 4 N 04° 08' 34" E a distance of 191.99 feet to the POINT OF BEGINNING and containing 20.305 acres of land. Bearing Basis: Bearings are based on a 112 inch iron rod found for the west common corner of Lots 1 & 2 The Rivery Subdivision as recorded in Cabinet P, Slides 325-326 of the Plat Records of Williamson County, Texas, and a 112 inch iron rod with an Urban Design Group plastic cap found in the common line of said Lots I & 2. Called bearing and distance between these Iron Rods is N 79° 51' 28" E 1552.85 feet. Held called bearing and found actual distance to be 1553.12 feet. 713E S'i ATE OF TEKkS KNOW ALL MEN BY THESE PRESENTS: COtPvT`r' OF TRAVIS That 1, Paul L_ Easley, a Registered Professional Land Surveyor, do hereby certify that The above description is true and core: ct to the best of my knowledge and belief and that the property described herein was determined by a survey made on the ground during May 2002 under my direction and supervision. WITNESS MY HAND AND SEAL at Austin, Travis County, Texas this the 23rd day of May 2003 A.D. SURVEYING AND MAPPING, Inc. 5508 West Highway 290, Building B Austin, Texas 78735 -� OF v S Paul L. Easley Registered Professional Land ,s No. 4432 - State of Texas PAUL L EASE' 2 +' �� �r Sul v' Page 2 of 2 River Towne Crossing Development Agreement Pursuant to the Georgetown Code of Ordinances, QUORUM RIVERY, Inc., a Texas corporation, hereinafter "Developer," and the CITY OF GEORGETOWN, a Texas municipality of the County of Williamson, State of Texas, hereinafter "the City," collectively hereinafter referred to "the parties," do hereby enter into the following capital improvements and development agreement for the purposes of implementing the conditions attached to approval of Developer's concept plan concerning approximately 125.34 acres of land within the JB PuIsifer and Nicholas Porter Surveys, 4vithin the City, to facilitate thereby the proposed development of an integrated, mixed use project sometimes referred to herein as "RIvEItY TOWNE CROSSING" and to promote economic development of the City. 1. Recitals l.l. Developer is the owner of property in Georgetown, Williamson County, Texas, consisting of Lot 1 of The Rivery Subdivision, filed in Cabinet P, Slide 325-326, of the Plat Records of Williamson County, Texas, and a contiguous tract of approximately 18.83 -acres, snore particularly described in the deed recorded as Document No. 2000078887, Official Public Records of :k'iiliamson County (the "Property"). i..2. The City approved a Concept Plan for Rivery Towne Crossing pursuant to section "31100 of the Subdivision Reyaulations on November 28, 2000, a copy of which is attached hereto as Exhibit and inco porated herein by reference. The City Council also approved a public revie"i final plat for the property on April 24, 2001, a copy of which is attached hereto as Exhibit B. 1.3. Approval of the Concept Plan was conditioned on subsequent approval by the City and execution of a development agreement prior to approval of any subsequent application for land development, including without limitation approval of a public review final plat or a detailed development plan for any phase of Rivery Towne Crossing, 1.4. The purposes of the development agreement are to provide for a schedule of development for the Rivery Towne Crossing project; to assure compliance with the policies of the Century Plan; to assure an integrated design for the project through incorporation of master planning elements; to assure provision of adequate public facilities to support the development, and in particular the provision of adequate roadway, drainage, water, wastewater and recreation facilities; and to assure compliance with the City's development regulations. 1.5. This Agreement is in accordance with the following policies of the Century Plan - Policy Plan Element (as modified by the Annual Operating Plans): A. Economic Development Policy End 1.01 Georgetown are put to beneficial use. 41 Existing undeveloped sites in JF River Towne Crossing Development Agreement Pursuant to the Georgetown Code of Ordinances, QUORUM RIVERY, Inc., a Texas corporation, hereinafter "Developer," and the CITY OF GEORGETOWN, a Texas municipality of the County of Williamson, State of Texas, hereinafter "the City," collectively hereinafter referred to "the parties," do hereby enter into the following capital improvements and development agreement for the purposes of implementing the conditions attached to approval of Developer's concept plan concerning approximately 125.34 acres of land within the JB PuIsifer and Nicholas Porter Surveys, 4vithin the City, to facilitate thereby the proposed development of an integrated, mixed use project sometimes referred to herein as "RIvEItY TOWNE CROSSING" and to promote economic development of the City. 1. Recitals l.l. Developer is the owner of property in Georgetown, Williamson County, Texas, consisting of Lot 1 of The Rivery Subdivision, filed in Cabinet P, Slide 325-326, of the Plat Records of Williamson County, Texas, and a contiguous tract of approximately 18.83 -acres, snore particularly described in the deed recorded as Document No. 2000078887, Official Public Records of :k'iiliamson County (the "Property"). i..2. The City approved a Concept Plan for Rivery Towne Crossing pursuant to section "31100 of the Subdivision Reyaulations on November 28, 2000, a copy of which is attached hereto as Exhibit and inco porated herein by reference. The City Council also approved a public revie"i final plat for the property on April 24, 2001, a copy of which is attached hereto as Exhibit B. 1.3. Approval of the Concept Plan was conditioned on subsequent approval by the City and execution of a development agreement prior to approval of any subsequent application for land development, including without limitation approval of a public review final plat or a detailed development plan for any phase of Rivery Towne Crossing, 1.4. The purposes of the development agreement are to provide for a schedule of development for the Rivery Towne Crossing project; to assure compliance with the policies of the Century Plan; to assure an integrated design for the project through incorporation of master planning elements; to assure provision of adequate public facilities to support the development, and in particular the provision of adequate roadway, drainage, water, wastewater and recreation facilities; and to assure compliance with the City's development regulations. 1.5. This Agreement is in accordance with the following policies of the Century Plan - Policy Plan Element (as modified by the Annual Operating Plans): A. Economic Development Policy End 1.01 Georgetown are put to beneficial use. 41 Existing undeveloped sites in B. Grovvvth and Physical Development Focus End 3.00 Citizens, business owners and organizations enjoy the benefits of well-planned land usage in which conflicting needs are balanced. C. Recreation and Cultural Affairs Policy End 9.00 Parks, open space, recreation facilities and services, and social and cultural activities contribute to an enhanced quality of life for the citizens of Georgetown. D. 'Transportation Policy End 10.00 Citizens and commercial goods move safely and efficiently throughout all parts of the City. E. Urban Design Policy End 11.00 Georgetown's citizens and businesses enjoy an attractive community with a unique sense of place and a positive, identifiable image, at a cost which is consistent with other City social and economic priorities. 1.6. The execution of this Agreement is not inconsistent or in conflict with any other Century Plan Policies, as required by Section 2.03 of the Administrative Chapter of the Policy Plan. 1.7. The dedication of rights-of-way for, construction or contributions toward construction of roadways herein provided for, whether on site or off-site, are proportional to the impacts created by the development of Rivery Towne Crossing on the City's thoroughfare system. NOW TIIEREFORE, for and in consideration of the promises and mutual agreements set forth herein, the City and Developer hereby agree as follows: 11. Definitions 2.1. "Development Project" means the proposed development for the entire Property depicted on the General Building Layout Plan attached hereto as Exhibit C and incorporated herein by reference. 2.2. "Retail Project" means the proposed development for that portion of the Property that will be developed with uses other than office or multi -family residential and is further identified on Exhibit B. 2.3. Other Terms. Terms not expressly defined in this agreement shall have the meaning defined in the City's Code of Ordinances, where such definitions exist, unless the context clearly connotes a different meaning. Qkb. 4ZO03 ~11 Exhibll 1(811 r Pale 4 1 2 111. Development Regulations and Schedule of Development 3.1. Development Regulations. Developer acknowledges that the City's development regulations, including without limitation the City's zoning, subdivision, and sign regulations, may require application of some standards to individual lots and parcels in the River), Towne Crossing project. The City acknowledges that it is the intent of this Agreement to provide for satisfaction of some regulatory standards, as described hereinafter, for the entire project, rather than on a tract -by -tract basis. Developer agrees to submit waiver or variance requests and the City agrees to reasonably consider such requests, as may be required by the City's development regulations, consistent with the terms and intent of this Agreement. Nothing in this agreement shall be deemed a waiver by either party of the provisions of Tex. Loc. Gov't Code ch. 245. The application for tide Concept Plan was filed by Developer on January 3, 2000. The application for the Public Review Final Plat was filed by Developer on February 26, 2001. 3.2. Phasing Schedule. Rivery Towne Crossing shall be developed and capital improvements shall be constructed in accordance with the phasing schedule attached hereto as Exhibit D and incorporated herein by reference. The public and private infrastructure improvements that will be constructed during Phase I of the project are (i) the road and driveways described in Section 6.2 hereof, (ii) the I-35 frontage road as described in Section 6.4 hereof. (iii) Rivery Boulevard as described in Section 6.5 hereof, (iv) the on-site water quality pond shown generally on Exhibit B hereto, (v) the City Water Quality Pond described in Section 7.1 hereof, (vi) the water and wastewater lines shown on the Preliminary Utility Plan attached to the Public. Review Final Plat that are necessary to serve the anchor tracts, and (vii) the 6 -foot screening wall described in Section 4A.D. hereof and shown on Exhibit C hereto. The attached phasing schedule shall constitute the "approved phasing plan" for the public review final plat for purposes of section 24060 of the Subdivision Regulations; provided, however, that the public review final plat shall expire and this Agreement shall terminate not later than April 24, 2003, in the event that construction of the public improvements for Phase I listed in this Section 3.2 has not commenced. In the event that a phase of the Project has not been completed within one year of the scheduled completion date for the phase as reflected on Exhibit D, the remainder of the public review final plat for which no record final plat remains in effect shall expire, and the right to submit development applications for subsequent phases of the project based on that expired public review final plat shall terminate. 3.3. Detailed Development PIans. A detailed development plan for each phase or sub -phase of the development project shall be submitted pursuant to Section 27000 of the Subdivision Regulations and in accordance with the phasing schedule. 3.4. References to Regulations. -Whenever this agreement refers to a specific section of the Subdivision Regulations or other development regulations of the City, the reference is to the numbering of such section as it is numbered as of the effective date of this agreement. This section is not intended to change or affect the parties' agreement regarding Tex. Loc. Gov't Code ch. 245, as described in Section 3.1 hereof. ORD , aAU3 -71 fie R Of �! IV. Master PIanning Elements tn 4.1. Building Lavout Plan. The attached General Building Layout Plan is intended to Fpqpq be a general guide for development of the project. Whenever this Agreement requires conformity with such plan, detailed development plans shall substantially conform to such requirements. In addition, the following elements shown on the General Building Layout Plan shall govern development of the project: A. Development on any lot or tract within the Retail Project shall be within the permissible building areas depicted on the General Building Layout Plan. B. The number of buildings for any permissible building area shall be as shown on the General Building Layout Plan. 4.2. Master Planning. It is the intent of the parties that Rivery Towne Crossing be developed as an integrated project rather than as a series of separate developments on individual parcels. The master planning elements attached as exhibits hereto are hereby approved by the City. 4.3. Amendment of Plans. Developer acknowledges that the provisions of this agreement and the master planning elements attached hereto or provided for herein are based upon the uses and intensities of uses authorized under the existing Century Plan designations, zoning ordinance and the approved concept plan. Changes in such designations sought by Developer may necessitate corresponding changes to the provisions of this agreement and its master planning elements. 4.4. Master Landscape Plan. The Master Landscape Plan for the development project is attached hereto and incorporated herein by reference as Exhibit E to this agreement. Landscaping for detailed development plans shall be in substantial conformance with the Master Landscape Plan and shall also be governed by the following provisions: A. Project buffering. In order to promote a unified appearance for the development project, and to assure consistency of landscaping for individual stores and pad sites within the Retail Project, Developer shall provide landscaping on the perimeter of the Property, and shall buffer the Retail Project, office, and multi -family residential components from one another in the manner hereinafter provided. It is the intent of this agreement that buffering as required in section 30000 of the City's subdivision regulations shall not be required for all lots or pad sites within the Retail Project. Individual landscape plans shall be required in conjunction with consideration of detailed development plans for pad sites and individual retail sites within the Retail Project, shall be in accordance with all other provisions of section 30000 of the City's subdivision regulations and shall be consistent with the Master Landscape Plan. 0 paid i o B. External landscaping. The Rivery Boulevard median areas and the gateway feature shall be landscaped with a combination of trees, shrubbery and grass, substantially similar to the plan view depicted on the Master Landscape Plan. C. Maintenance and Licensing. Developer shall maintain landscaping for the median areas for Rivery Boulevard adjacent to the Property, for medians within the Property and for those located on City property adjacent to the Property as shown on the Master Landscape Plan. The City shall grant a license to Developer to maintain the landscaping on City -owned property. D. Screening Wall. The Developer shall construct a six- (6) foot masonry -screening wall, which will separate the shopping center from the residential area on the south. The screening wall shall be constructed as provided in the Phasing Schedule. The wall will be field located to provide optimum screening based on final grading plans. Additional trees and shrubbery will be provided along the screening wall depending on existing vegetation and lines of site and will be consistent with the Master Landscape Plan. Developer also agrees that BIock C, Lot l (425 acres) will have no building or parking constructed on it. Only passive park uses are permitted on such tract. E. Landscaping Along Rivery Boulevard. Developer shall provide a vegetative buffer for the entire length of the Property along Rivery Boulevard that incorporates as many protected trees and tree groves as is feasible to preserve, as shown on the Master Landscape Plan. The minimum depth of such landscaped buffer shall be thirty (30) feet. 4.5. Tree Preservation. A. Tree Protection. It is the intent of the parties to this Agreement that existing class I native trees on the Property equal to or greater than 8" in caliper, measured forty-eight (48) inches above natural grade ("protected trees"), be preserved to the maximum extent feasible, as described in this section. The parking islands in the southernmost five parking rows in the parking lot of the northernmost anchor retail store and those in the parking area south of the southern wall of the southernmost anchor retail store, as shown on the General Building Layout Plan (Ex. C), shall be reasonably relocated to protect the existing trees in those parking rows, as long as those trees can be preserved by utilization of tree wells or support walls not in excess of four feet (4� high. Protected trees that are to be removed from the Property (excluding dedicated rights of way and easements) are to be replaced with class I or II native Texas trees (as defined in the Environmental Criteria Manual of the City of Austin) of no less than 2" in caliper, and no greater than 8" in caliper, that equal, in the aggregate, at least 30% of the total caliper inches of all of the protected trees that are removed (subject to the stated exclusions). In partial satisfaction of the foregoing requirement, Developer shall plant a minimum of twenty (20) Class I trees of 8" caliper along the southern and eastern borders of the parking lot of the northernmost anchor retail store. oar), cwo3-11 ex ``611 S p eilo�41 B. Plans for Development Sites. Developer shall submit a grading and tree protection plan indicating trees and tree groves to be preserved and those to be removed with each application for approval of a detailed development plan, which shall be substantially consistent with the Master Landscape Plan. All trees within an approved building site to be preserved shall be flagged and encircled with protective fencing that extends beyond the full spread of the tree branches. No construction is to occur within an area that constitutes more than 50% of the critical root zone (as measured from the edge of the drip line to the trunk of the tree) for each tree being preserved. Additionally, no more than 30% of the viable portion of a protected tree's crown may be removed. C. Mitigation and Credit. No grading or tree removal shall occur on a lot until the grading and tree protection plan that complies with this section has been approved. 4.6. Pedestrian Circulation. A. Project Plan. Pedestrian circulation features within the development project are depicted on the Master Landscape Plan. Developer shall construct sidewalks required by the Subdivision Regulations in public rights-of-way as Type II sidewalks six (6) feet in width in accordance with the City's construction standards manual. Developer shall construct a 5 -foot wide, concrete sidewalk in those areas outside public rights-of-way as Type I sidewalks as shown on the Master Landscape Plan. Design of sidewalks for detailed development plans shall be consistent with the standards contained in the Subdivision Regulations. Sidewalks shall continue to the principal customer entrance of all principal buildings within the development project. B. Park Access. The development project shall be designed to facilitate pedestrian access between the Property and San Gabriel River Park III to the east. Developer shall install conduit reasonably necessary for future installation of a signalized pedestrian walkway at the intersection of Rivery Boulevard and the north -south collector road, provided that installation of such signalized walkway shall not be Developer's obligation. Pedestrian ways shall be provided connecting the multi -family uses designated on the General Building Layout Plan to the park. C. Bikeways. The north -south connector initially shall have one lane reserved and striped for bicycles until such lane is required for motor vehicles. 4.7. Orientation to On-site Water Quality Pond. Restaurants, retail establishments and other authorized uses that are situated on Block B, Lot 5 of Exhibit B, shall contribute substantially to the enhancement of the water quality pond (which is to be constructed as a wet pond), the location of which is generally depicted on the General Building Layout Plan, by providing at least three of the following features on Block B, Lot 5: patio seating area; pedestrian ©R() x.003-11 (' x.vvabif "B" Pd I a off- 4 1 I I es, �-ndow shopping ,,walkways, outdoor play area, information kiosk, water plaza with ben feature; clock tower, steeple or other similar amenity. 4.8. impervious Cover Allocation. A. Allocation to Whole Property. It is the intent of the parties to this Agreement that the applicable 70% impervious cover limitation to be applied to the 125.34 acres of the development project as a whole, rather than to individual tracts within the project in order to maximize the preservation of trees and natural features of the site. The total impervious cover allowed for the development project is 87.738 acres. B. Development to Compl\. At the time of application for a detailed development plan, Developer shall submit the number of acres of impervious cover to be constructed for the site subject to the plan, which shall be consistent with the allocation of impervious cover contained in the public review final plat and as provided in this agreement. With each subsequent detailed development plan, Developer shall submit an accounting of how much impervious cover has been constructed, and the impervious cover remaining. C. arIJ-na Areas. It is the intent of the parties to this Agreement that design of all I lop parking areas should maximize the preservation of existing trees and breal: up laxge aa,"JJOg areas. The arrangement of parkinc; bays and design of panning areas for (lutailwcl c Uvelopmem plans for the anchor retail stores located on tracts B-2 and B-4 cif the public review final plat shall be substantially in conforInity with the arrangement and design depicted on the Master Landscape Plan. Parking areas shall be constructed in accordance with the standards in the Subdivision Regulations, D. Use of Residential Land for Parkr�ng. The area contained in Block B, Lot 4, of the public review final plat that is zoned for residential use, exclusive of any buffer areas designated on such plat, may be used for surface parking in connection with retail use of the lot. 4.9. Master Si¢naae Plan. A Master Signage Plan shall be submitted not later than at the time of application for approval of the first detailed development plan for the project. The Signage flan shall conform to the City's Sign Ordinance, except to the extent varied by the Sign Review Board. It is the intent of the City to foster shared signage among retail users in order to minimize individual pole sigris and monument suns on frontage roads. 4.10. Master Architectural Plan. A. Consistencv with Master Architectural Plan. The Master Architectural Plan consists of four schedules collectively comprising Exhibit F, which is attached hereto and incorporated by reference herein. Each detailed development plan for a retail site within, the Retail Project shall be consistent with the Master Architectural Plan. O RC). 0-00 3( 11 �.J(4rbJ, arL341 PA Et3a�4) 7 B. Design of Anchor Retail Sites. Design of retail structures for anchor stores on the RM two "anchor retail sites" designated in the General Building Layout Plan shall be generally consistent with the elevations set forth in Schedules 1. and 2 of Exhibit F. C. Design of Other Uses in Retail Project. In order to provide a unified architectural design for the Retail Project, Developer's detailed development plan applications for the non -anchor retail sites in the Retail Project shall be substantially in conformity �vith the general building layout and elevation drawings set forth as Schedule 3 of Exhibit E. and construction within the Retail Project shall utilize the building materials identified in Schedule 4 of Exhibit i . V. Utility Service 5.1. Developer to Procure City Services. Developer agrees that water, wastewater, and electric utility service for the Property shall be obtained from the City. 5.2. Electric Substation. Developer shall use its best efforts to work with LORA in locating the electric substation a distance greater than 500 feet from the boundary of the River Hills subdivision. In addition, it is agreed that the City shall not expend any City funds on the construction of the electric substation and distribution system until I.CN A locales such substation ,. i x c� � � t i� � o� r Hi ie„�.I.�c..r� a drs�ributicn sy,tem) a distance create_ than 500 feet from the River r�Ills VI. Roadways 61. Intent and Waiver. The parties acknowledge that the Developer's obligations herein defined for dedication of rights-of-4vay, construction of, or contributions towards construction of off-site roadways are for purposes of reasonably mitigating the impacts on the City's thoroughfare network generated by traffic directly attributable to the development of the Rivery 'Towne Crossing project, and that such obligations are proportional to such anticipated impacts. To the extent that such obligations may be construed as an impact fee for roadway facilities, Developer expressly waives any claim arising from transactions pursuant to Tex. Loc. Gov't Code ch. 395 or successor statute. 6.2. Internai Roadways and Driveways. Developer shall (i) construct to City specifications and dedicate (64 -ft right-of-way) the internal north -south connector roadway, from Rivery Boulevard south to the southern boundary of the Property, and (ii) construct to city specifications for private roads (driveways) and dedicate access and drainage easements for the internal private driveways depicted on the Road Improvements Plan of the public review final plat (Exhibit B). Developer shall dedicate the right-of-way for the local street connecting to the River Mills Subdivision, which shall include emergency access, but shall not improve such rig=ht- of-way. It is the City's intent that no improvements to or connections from the right-of-way of such street to the River Hills Subdivision be made unless requested by a majority of the residents of the subdivision. O Kd. ADO 3 -71 Pie N of 41 6. 31, Contributions in Aid of Construction. Developer agrees to donate the sum of $1,100,000to the City as a contribution in aid of construction of the following roadways seg .ring Rivery Towne Crossing, which improvements are necessary to offset the traffic impacts venerated by the project. Developer shall make the contribution in aid of construction in two equal instalirnents of $550,000. The first installment shall be due and owing not later than the time of issuance of the building permit for the first anchor retail store for the development project; the second installment shall be due and owing not later than the time of issuance of the building permit for the second anchor retail store for the development project, but in any event not later than the date of acceptance of improvements by the City for phase I of the development project. The City shall earmark the contribution in aid of construction for improvements to any of the follo�ving roadways:Rivery Boulevard from the boundary of the property to u'illiams Drive, including the bridge over the San Gabriel River; and the north -south connector roadway from the southern boundary of the Property to State Highway 29. The City in its sole discretion shall detc=1ine the nature of the improvements and the amount of funds to be expended on roadways identified in this section. C. -f. I_35 Frontage Road. Developer agrees to pay the actual costs of designing and constructinti; a third southbound lane of the I-35 frontage road from the northern boundary of the Property south to a point south of River Hills Drive and sufficient to provide room for a right turn only entrance onto the frontage road from River Bills Drive, such construction to occur pursuant to City contract with the Texas Department of Transportation ("T % XDOT."). Upon the effective 4iat. of t this ag-eement, the City shall request that TxL?OT authorzze such construction: pursuant t:> star�c:rti T;:DOT procedures. Developer shall initially deposit funds in accordance xith .%J-anda,�- Txw�f�.z_ I rocedures and thereafter at such times and in sacl� amounts as are required by Tx -00 T . Tn me event that the actual costs of improvements to tiie frontage°, road �u less than the initial or subsequent deposits, refunds due, if any, shall be in accordance with standard TXDOT procedures. 6.5. Rivery Boulevard. Developer shall construct and dedicate to the City Rivezy Boulevard from the IH -35 Frontage Road to the northern boundary of the Property to City specifications as a four -lane divided arterial within City -owned right-of-way, as designated on the Road Improvements Plan of the public review final plat (Exhibit B). Developer shall be entitled to reimbursement from contributions by other abutting property owners or by the City from other earmarked funds for one-half the actual costs of such improvements, which may include the cost of storm water drainage facilities within the right-of-way. On condition that Developer has first paid the entire contribution in aid of construction described in paragraph 6.3 hereof, reimbursement shall occur within thirty (30) days of the time of completion and acceptance of the improvements to Rivery Boulevard by the City. 6.6. PID Assessments. City and Developer acknowledge that a public improvement district ("PID"') may be established pursuant to Tex. Loc. Gov't Code, ch. 372, that includes the Property and other land for purposes of funding roadways and other improvements to serve the property. Developer hereby acknowledges that it is its intention to consent to inclusion of the property in such PID. It is the intent of this agreement that, in such event, the Property shall be deemed "real property liable for assessment for all purposes under ch. 372 and the obligations to dedicate and improve rights-of-way and the contributions in aid of construction provided for in oft). uo3 -11 Ekhjbi} r, 1►r P is aF 4 1 this Part VI shalt] be deemed special assessments against the property, sufficient to satisfy, all assessments for roadways against the Property, subject to the provisions in section 6.7 hereof. 6.7. Change in Development Project. City and Developer acknowlede and agree that the Developer's obligations to dedicate, improve or contribute to improvements for roads under this Part VI are based upon the allocation of traffic estimated to be generated by the proposed development of the land uses proposed in the Concept Plan and the General Building Layout Plan, and that a change in allowed uses or intensities of use that increases projected traffic levels beyond those anticipated in the Century Plan shall necessitate the re-evaluation and re -assessment of the roadva}r construction and contribution obligations herein defined by an updated traffic impact st�:dy or other means of determining the techniques for mitigating traffic impacts resulting from a revised development project, including but not Iimited to impact fees or sub}plemental assessments for a. public improvement district. VII. Park and Drainage Improvements atv Parklarid and Water Quality Pond. Awater quality pond to provide regional water quality protection {"City Water Quality Pond") for upstream property, including without limitation property 'Within the development project as well as publicly owned Iand, will be constructed al Developer's sole cost and expense in San Gabriel River Park III. Construction of the pond shall be assured and maintained in accordance with the provisions of the City. s Subdivision I�.egula..ions, section ?8000. City shall cooperate with incl assist Developer in obt.ainir g a cess both for water flow to and for construction of the Cityv'ater Quality Pond. The Cit=y NViater Quality Pond shall be located in the general. area shown on the General Bui'dinv Layout Plan. 7 Design As Public Amens y, The City Water Quality Pond shall be designed and constructed as a perpetual "wet pond" with aquatic and wetland plants. The City agrees to provide water to the pond. The costs of initially filling the pond, together with the costs of extending the water main to the pond shall be borne by Developer. The City Water Quality Pond will be used as an additional ,amenity within the City's park system. 7.3. Dark Aimenities. Public amenities to be constructed by Developer shall include an interpretive center, gazebo, additional native landscaping and drinking facilities, and shall be designed substantially similar to those facilities depicted on Exhibit G, attached hereto and incorporated by reference herein. Final design of the city water quality pond and the public amenities shall be approved by the City Council upon recommendation of the Parks Review Board. 7.4, Road Relocation. The parties acknowledge that construction of the pond will require the relocation of an existing maintenance roadway into San Gabriel River Park III. The relocation will be conducted under the oversight of the Georgetown Parks Department. Developer shall pay the reasonable costs of relocating the road and providing it with an relocated road is similar rn size, length, and grade to the all-weather surface, to the extent that the existing maintenance road. ORID, : # 0 r C EL 7.5. Construction Access. City shall ;rant temporary access easements to or for the benefit of Developer for purposes of constructing the Water Quality Pond. 7.6. lyaintenar��e. Maintenance of the City Water Quality Pond and. the access road thereto will be undertaken by the City and funded through assessments made pursuant to the City's drainage utility. The City may Ievy such surcharges on the Property as are necessary to adequately fund maintenance of the City Water Quality Pond, consistent with city ordinance and Tex. Loc. Gov't Code ch. 402, subch. C. Such surcharges shall be in addition to the stormwater drainage fees customarily charged pursuant to the City's ordinances, and Developer shall pay its pro rata share of such surcharges, based upon the ratio of Developer's land which drains to such pond as compared to the total area which drains to such pond, as shall be reasonably determined by the City. Performance. Detailed design of the City water quality pond, access thereto and associated amenities, shall be submitted to the City System Engineering Department for teci�nJCgl review and to the Parks Review Board for its recommendations on the design of the amenities not later than the time of submittal of construction plans for p'ive,}t Boulevard. The City Council shall finally approval the design of the amenities. Developer shall complete construction of the City Water Quality Pond prior to issuance of the first certificate of occupancy for any budding constructed on any portion of the development project that will drain into the City Water Quality Pond. VIII. Construction. of Capital Improvements and Security .1:. i_or_luletion of I�Mprovements. Developer agrees that the capital improvenaent.N to be constructed as provided in Sections VI and VII of this Agreement, exclusive of the I-:35 frontage road as described in section 6.4 hereof, shall be completed and dedicated to the City no later than the completion of phase 1, as shown on the schedule provided in Exhibit D hereof. In no event shall a certificate of occupancy be issued for any use in phase 1 until such improvements have been dedicated to and accepted by the City. 5.2. Maintenance and Security for Improvements. Developer shall secure completion of improvements required by this agreement and maintenance thereof, including without 1 -imitation provision of performance and maintenance bonds, as provided in section 28000 of the City's subdivision regulations. R.3. Contractor Acceptance. For all capital improvements to be dedicated to the City for which Developer awards its own construction contract(s), Developer must employ a construction contractor who is insured, licensed and bonded to do work on capital improvements projects, and qualified in all respects to bid on such projects. 8.4. Res ontiibility for Contractor/Subcontractor Fees. For all capital improvements for which Developer awards its own construction contract(s) or subcontracts, Developer shall be responsible for all costs incurred in the procurement of such services, labor and materials. oRDr a©43 l 1 11 8.5. inspections. Construction of all capital improvements Shall be subject to period' inspections by the City Engineer and to payment of inspection fees in acxordance vvll.h the City's subdivision regulations. Developer shall be responsible for completing and/or correcting capital improvements not constructed in accordance with the City's construction standards and specifications for the period required in the City's subdivision regulations. Any cliarqge in design required during construction shall be approved by the City Systems Engineering Department. 8.6. Acceptance of Dedications. No dedication of capital improvements shall be accepted until Developer's engineer has submitted a certified detailed as -built. record drawing of the property on %vhich the capital improvements are located, the location and dimensions of the improvements, a description of the materials used in constriction, and other information typically required by the City Systems Engineering Department. Acceptance of the capital improvements shall mean that Developer has transferred all rights to all of the capital improvements to the City for use, along with all obligations for maintenance thereof, unless v, vv; by this agreement. provided other 8.7. 1._eST)onsibility for Compliance with Engineering Standards. Approval by the City Systems Engineering Department or other City employee of any plans, designs or specifications submitted by Developer under this Agreement shall not constitute or be deemed to be a release of Me responsibility and liability of Developer, its engineer, contractors, employees, officers, or agents for t'5C accuracy and competency of their design and specifications. Such approval shall not be dePmd to be an assumption of such responsibility or liabilityby the Ciiy for any defect in the design a:�c st;ecif'ications prepared by the consulting engineer, his officers, acents, servants r s, it is:ing the parties that approval bEngineer the intent or y the City signifies t or emf;l�ryehe CitL's approva of on ti.e general design concept of the improvements to be const acted. 8.8. Indemnity Against Design Defects. Developer further agrees to, and does hereby fully indemnify, release, hold harmless and defend at the Developer's expense for a period of two (2) years after the acceptance by the City of each completed capital improvement, the City, its officials. agents, servants, consultants and employees, collectively or individually, personally or in their official capacity, from all claims, suits or causes of action of any nature whatsoever, whether real or asserted, brought for or on account of any injuries or damages to persons or Pr including death, resulting from, or in any way connected with, the plans, specifications and design of the capital improvements to be provided by Developer . Developer specifically acknowledges that approval of such plans, specifications or design by the City Engineer or other City employee shall not constitute or be deemed to be a release of the indemnity of Developer hereunder. 8.9. Remedies for Non -Construction. Subject to Section 10.1 hereof, if Developer fails to construct or install the required capital improvements as provided by this Agreement, or in the event Developer files bankruptcy in advance of commencing construction on such improvements, the City may: A. Declare the agreement to be in default and require that all the capital improvements be installed regardless of the extent of completion of the development at the time the agreement is declared to be in default:, ORD. A003-11 C�&q6 IS of 41 L. Obtain funds under the security and complete the public improvements itself or through a third party. Prior to drawing on any form of security, the City shall provide Developer with notice ,and give Developer a reasonable opportunity to cure; C. Assign its right to receive funds under the security to any third party, including a subsequent owner of the subdivision for which public improvements were not constructed, in whole or in part, in exchange for that subsequent owner's promise to complete the public improvements on the tract; or D. Exercise any other rights available under the law. E, If the City exercises its rights under this agreement to draw upon any security for purposes of completing the obligations of the Developer set forth herein, it shall refund any unused funds to Developer upon completion of such obligation and after the date of expiration of the security. Developer shall not be in default of its obligations to construct improvements hereunder, however, arra the City shall not have a remedy provided for in this section, if Developer's failure to pert<orrn hereunder is the result of the City's denial of a development application or a variance request Consistent with this agreerrient that constitutes denial of authority to proceed with *:onstruciion of improvements herein referenced. In the event, however, that Developer has rnitratwd coristluCti:_fn of any improvement required by this Agreement, the City shall have any rernedy pro%ded in "laic] s.:c tion to assure completion of the improvement. 8.1 ti;_ Citv Authorization for Use of Land Owned or Controlled by Cijy. The City acknowledges that Developer owns the Property but not the various tracts of land surrounding the Property. Notwithstanding any other provision of this agreement to the contrary, all obligations of Developer hereunder, including, without limitation, those pertaining to the construction of roads or utility infrastructure, that require easements, licenses, or other authorizations from the City for the use of property owned or controlled by the City are expressly subject to Developer's receipt of a legally enforceable right "whether by written easement, license, or otherwise) to use such property for the purposes necessary for Developer to satisfy any such obligation. Developer's inability to satisfy an obligation hereunder as a result of the lack of authority to use property owned or controlled by the City, as just described, shall not cop>stitute. a. default on Developer's part under this Agreement, and shall not relieve the City of its obligations or covenants hereunder. The City's failure to provide any easements, licenses or other authorization for the use of property owned or controlled by the City to Developer shall not be deemed a breach or default under this Agreement, nor shall such failure relieve Developer of the obligation to perform any act required by the City's development regulations to complete the development project. IX. Development Process e4hi b i `' 6'° 13 9.1. Conditions of Development Approval. Developer's obligations to provide plans and capital improvements set forth in this Agreement shall be construed as conditions of approval of subsequent applications for development of the Rivery Towne Crossing project, in the. manner set forth in this Section or as provided elsewhere in this agreement. or in the exhibits attached hereto. Developer's failure to perform such obligations in the time provided 'herein shall serve as grounds for denial of the application pending for approval. X. General Provisions 10.1. Remedv for Violation. Except as otherwise expressly provided herein, in the event That either party to this Agreement, or its successors or assigns, fails to abide by the temis of this Agreement, such party, its successors or assigns shall have in addition to the remedies provided for in this Agreement, any other remedy at law or in equity. In the event of breach of a duty imposed by this Agreement by either party, the party claiming breach shall first give written notice to the ether party of such asserted breach. The party receiving such notice thereafter shall have thirty (30) days to cure such breach, or such other time as may be agreed by the parties, prior to exercising any remedy provided for in this section. If Developer has given the City notice that Developer is indebted to a lender in connection with development of the Development Project, including such lender's name and mailing address, then the City shall also give such lender noiic.e of a claimed breach by Developer, and such lender shall have a separate thirty (30) day period to care such breach, which period will immediately follow Developer's 30 -day opportunit-v to cure such breach. Developer further understands that there is a criminal penalty fo - violation of anv City ordinance, and that such violations are punishable by fire for each day that such violation kr,.Kists, to the maximum extent allowed by law. 10.2. Waiver. No covenant or condition of this agreerr�ent may be waived without consent of the parties. Forbearance or indulgence by either party shall not constitute a waiver of any covenant or condition to be performed pursuant to this agreement. 10.3. Independent Contractor Status. Developer agrees that it is an independent contractor and not an officer, anent or servant or employee of the City; that Developer shall have exclusive control of and right to control the details of the work performed hereunder and all persons performing same, and shall be responsible for the acts and omissions of its officers, agents, employees, contractors, subcontracts and consultants; that the doctrine of respondeat superior shall not apply as between the City and Developer, its officers, agents, employees, contractors, subcontractors and consultants, and nothing herein shall be constructed as creating a partnership or joint enterprise between the City and Developer. 10.4. Venue and Governing Law. The City and Developer agree that this Agreement has been made under the laws of the State of Texas in effect on this date, and that any interpretation of this Agreement at a future date shall be made under the laws of the State of Texas. Venue of any action brought hereunder shall be in Williamson County, Texas. 10.5. Third Partv Beneficiaries. For purposes of this Agreement, including its intended operation and effect, the parties specifically agree that (1) the Agreement only affects matters/disputes between the parties to this Agreement, and is in no way intended by the parties ORD. a003 -*71 EK41bI� "8`' 14 r� 020 of 4 to benefit or otherwise affect any third person or entity, other than Developer's lender, notwithstanding the fact that such third person or entities may be. in a contractual relationship with the City or Developer or both; and (2) the terms of this Agreern3nt are not intended to release, either by contract or operation of law, any third person or entity from obligations owing by them to either the City or Developer. 10.6. Authority to Act and Signature Warranty Clause. The parties each represent and warrant that the signatories on this Agreement are authorized to execute this Agreement and bind his/her principals to the terms and provisions hereof. Each party warrants that any action required to be taken in order for this Agreement to be binding on it has been duly and properly taken prior to the execution of this Agreement. 10.7. Incorporation of Recitals and Exhibits. The recitals in Section I of this Agreement and all Exhibits attached to this Agreement shall be deemed a part of the Agreement and hereby are incorTorated by reference 10.8. Covenant Runnina With the band. The covenants contained herein shall run with the land and bind all successors, heirs and assignees of Developer. 10.9. ' Recording. This Agreement shall be filed of record in the Real Property Records of Wilharns<< County. Texas as evidence thereof. Noo1iCe. ^ail notices, requests or other communications required or permitted by tuts At�rw=�r :rnt shall re in ur;tinC and shall be sent by {I) telecop} �vitli the oligitial delivered Fav hand C+r overCiight Carrier. 'i" b',t �`Jverniorht coliner or hand delivery, or (i17) certified TI a'i, postage prep.,a id, return receipt requested, and addressed to the parties at the following addresses: City City of Georgetown 609 Main Street Georgetown, Texas 78626 Attn: City ?',Manager Phone: (5 12) 930-3652 Fax: (512) 930-3659 3:1it/r copdes to: City Manager P.O. Box 409 Georgetown, Texas 78627 Phone: (512) 930-3653 Fax: (5 12) 930-3622 Qm a„ poi -71 pall, z, l of 41 Developer: Quorum Rivery, Inc. c/o Weber & Company 16000 Dallas Parkway, Suite 300 Dallas, Texas 75248 Phone: (972) 739--8400 Fax: (972) 739-8491 Drenner Stuart Wolff Metcalfe von Kreisler 301 Congress Avenue, Suite 2100 Austin, Texas 78701 Attn: Stephen 0. Drenner Phone: (512) 344-3800 Fax: (512) 404-2244 15 10. 11. Force Maieure. Developer and the City agree that the obligations of each party shall b,: subject to force majeure events such as natural calamity, fire or strike, and any deadline provided in this Agreement may be extended as reasonable necessary due to a force majeure event upon reasonable notice to the other parties. 10.12. Effective Date. This Agreement shall be effective as of the date of execution by all parties ("Effective Date"). 10.13. Arbitration. Any controversy or claim between the parties arising out of or relating to this lease, any provision of it, or any breach or alleged breach of it that cannot be resolved by th;: parties through negotiation must be submitted to arbitration on notice by one party to the other. Arbitration conducted under this section shall comply with and be governed by the Texas General Arbitration Act. Any arbitrator shall be selected from a list of qualified ae T. t -ators maintained by the American Arbitration .Association, and any such arbitration shall be co:,ducted in Austin, Travis County, Texas. 10.14. Severability. If a provision hereof shall be finally declared void or illegal by any court or administrative agency having jurisdiction, the entire Agreement shall not be void; but the remaining provisions shall continue in effect as nearly as possible in accordance with the original intcni of 1.1:e parties. 10.1f). _kcti:.,rs_ e ,gAmed. The City and Developer agree that all actions to be perfot�ed undei this .Agreement are to be performed solely in Williamson County Texas. 10.16. -lorov is Not Guaranteed. Nothing contained in this agreement shall be construed as 3t-lligating the City to approve any application required for development of the Property that is not in conformity with the City's adopted development regulations, except as expressly othenvise contemplated herein. 10.17. No Commitment by City. Nothing contained in this Agreement shall be construed to require the City to acquire, construct or expend funds for public improvements for which the obligation is not expressly provided herein. SIGNED TFIS . I _ day of February, 2002. City of Georgetown: Quorum Rive117, Inc. By Tom Yantis, f ATTEST: im City Manager Shzey Rinn, Ivrity City Secretary 16 By: Mark Davis, Vice President APPROVED AS TO FORM: Jo Chi isty Brown, City Attorney STATE OF TEXAS COUNTY OF WILLIAMSON � CORPORATE ACTiIvrO�%LEDGMENT This instrument %vas acknowledged before me. on this the � � day 2002, by Tom Yantis, a person known to me, in his capacity as Manager of the City of Georgetown, a Texas Dome Rule Municipal on behalf of the City of Georgetown. SHIRLEY J. RINN �:- �Y vOFtbS7SSiOh?RES c may 26, 20w STATE OF TE`�AS COUNTY OF WILLIAMSON § of February, Interim City Corporation, Notary Public n acid for. the State of l'exas .ACKNIO'Ag.EDGMENT S'r This instrument was acknowledged before me on this day of February, 2002, by Mark Davis, a person known to me, in his capacity as Vice President of Quorum Rivery, Inc., a Texas corporation, on behalf of said limited liability company. SHIRLEY J. RINK ,» MY comMiSS?ON EXPIRES i+ ? 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THE RIVERY CONCEPT MASTER LANDSCAPE PLAN EXHIBIT E•2 NOVEMBER 20. 2001 F,.—V hbcr 6-. om pany =O"ERCW REK ESTATE M'ESTUEA'TS Id=CAI AS PAR * S T-' YD OULAS TERAS TS)�6 (S'f7T\P nax fA RS7217 6<S- HODGES 4 ASSOCIATES - ARCHITECTS TBG PARTNERS - LANDSCAPE ARCHITECTS URBAN DESIGN GROUP A CML EENGINEFRS DOUCET & ASSOCIATES - ClW ENGWEERS D^ ,D. G 410 b 14 ct b it e32ofq] NOTE: TMS PLAN SPOONS CO<CEPTUAL LAYOUT ONLY ACTUAL PLANT LOCATgNS WCL Ef SUBMMED f 0 OETAXZD OEVELOPYENT PLAN _HAST, ;tE -ORDERS MEMOR'�I�DUM Rll or parts of the text on this gage was not -!aa:l%?lenibie for satisfacte recordation. •ti'4 Vie- .04 .1 NOTE: TMS PLAN SPOONS CO<CEPTUAL LAYOUT ONLY ACTUAL PLANT LOCATgNS WCL Ef SUBMMED f 0 OETAXZD OEVELOPYENT PLAN _HAST, ;tE -ORDERS MEMOR'�I�DUM Rll or parts of the text on this gage was not -!aa:l%?lenibie for satisfacte recordation. K ƒ \ G z � » � � £ 3 \� Al 6A _ E: t # {> ./ � � : )kD ILge 37 4 q� .� /\ 7 , >' .� u _ k� \© d Q \ f \ wCL / a: a � :\ \ _ \© d uj \§ _LU k� � \ _ \© d uj � \ wCL a: o We, d LL \}�\ \§ _LU k� � \ _ \© d uj � \ wCL a: o We, d LL \§ _LU Block EXHIBIT F Schedule 4 The Rivery Development Georgetown, Texas Material List November 19, 2001 BL -1 Featherlite Building Products (214) 637-2720. Split -faced masonry unit "Saddle Tan" (Accent and Wainscot) SL -2 Feathedite Building Products (214) 637-2720, Burnished masonry unit -Texas Cream" (Field Wall) Stone S-1 Stocks Stone Supply (972) 661-3161, `Austin Limestone* Brick_ B-1 Marion Ceramic, Vee Brick #610, "Sunlit Earth" Granite GR--, tMr4 (972) 243.42a4, #2210 Baltic Brown Granite (Accent Medallion) GR -1 Vero .a ",arble ;",ompany (214) 381-8405, Natural Granite #GMV 132 'Verde All, Montana" (Accent Medallion) GR -2 i rr:ericar. Tile Supply (972) 620-1866, Black Galaxy Granit? (Medallion Banding) GP -2 Verona Marble Company (214)581-8405, Natural Granite'Nero Biscaya" Alt. (Medallion Banding) Paint / Texture Coat P -1T C-1 Sherwin Williams, SW 2206 Row House Tan (Field Wall) P-2/TC-2 Sherwin Williams, SW 2205 Townhail Tan (Accent) P-3rTC-3 Sherwin Williams, SW 2193 Eaglet Beige (Trim) P-4rTC-4 Sherwin Williams, SW 2061 Nightingale (Accent) E.LF.S. E-1 Dryvit / Circle Supply (214) 267-8800, Finish: Sandblast / Color to Match P-3, SW 2193 Eaglet Beige (Trim) E-2 Dryvit / Circle Supply (214) 267-8800, Finish: Sandblast / Color to Match P-2, SW 7205 Townhail Tan S-3 DrM / Circle Supply (214) 267-8800, Finish: Sandblast / Color to Match P-1, SW 2206 Row Nouse Tan E-4 Dryvit / Circle Supply (214) 267-8800, Finish: Sandblast / Color to Match P-4, SW 2061 Nightingale IPA Exhibit F The Rivey Development Georgetown., Texas Material List Page 2 Stucco S-1 ihru S-4 Similar colors to E.I.F.S. Metal Storefront MS -1 Bronze Anodized (other colors may be used also to complement the design scheme) Standin Seam Metal Roof SS -1 Berridge Manufacturing Co., Color: 'Hemio.^.k Green' SS -2 Berridge Manufacturing Co., Color: 'Champagne' Cast Stone CS -,j UnilEd Cast Stone (940) 383-2887, Color: "Buff" (to be selected by Architect) Metat panel MP -1 F. MP- Simiizir to SS -1 and SS -2 with intertncking panel. Me-aioa4nS h -;Beridga Manufacturing Co., Cclor: Parchment (other colors may be used to I rnptement the design scheme) Metal Awning MA -1 Berridge Manufacturing Co., Coior. Hemlock Green MA -2 Berridge Manufacturing Co., Color: 'Champagne' Siding `Hardy Plank' or equal. Colors similar to E.I.F.S. All Materials Subject to Change Due to Availability Color Palette Will Retrain Similar �iir6lUii Ilej11 39 A, THE RIVERY CONCEPT WATER GUAL§TY POND EXHIBIT G NOVEMBER 20. 2001 j%�,C6M piny :0v*ERC,Al REAL CSTATC AM1TSi MONIS %WW Dn LAS PMRAYMY SATE 3M .TALUS TEXAS rule M,21 73444 q fAX W2,77f 91 HODG£S & ASSOCIATES - ARCHITECTS TSG PARTNERS • LANDSCAPE ARCHITECTS URBAN DESIGN GROUP - CIVIL ENGINEERS DOUCET & ASSOCIA.TES - CML ENGINEERS EXHIBIT G WATER QUALITY POND CONCEPT rizCORDW All or partsofthe tar 014 this pale was riot After Recording Please Return to: Sandra Lee 'City Secretary City of Georgetown P.O. Box 409 Georgetown, Texas 78627 r- t 02-01-2002t�1. L PM�'C���Lt�0800r ANDERSON $S0',CC NANO' E. RIOTER ,COUNT'f` CLERK WT LLIAKDON COUNT TEXAS OFFICIALT f:I! 1 LIC FECORDE2 After Recording Please Return to: Sandra Lee 'City Secretary City of Georgetown P.O. Box 409 Georgetown, Texas 78627 r- t 02-01-2002t�1. L PM�'C���Lt�0800r ANDERSON $S0',CC NANO' E. 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