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HomeMy WebLinkAboutRES 10082019-N - Agmt Parkside River MUDRESOLUTION NO. 10082019-N A RESOLUTION OF THE CITY COUNCIL OF GEORGETOWN, TEXAS, APPROVING THE "SECOND AMENDED AND RESTATED CONSENT AGREEMENT" BY AND BETWEEN THE CITY OF GEORGETOWN, LAREDO W.O., LTD., HM PARKSIDE, L.P., HM CR 176-2243, L.P., WILLIAMSON COUNTY MUNICIPAL UTILITY DISTRICT NO. 25 AND, UPON THEIR CREATION, PARKSIDE ON THE RIVER MUNICIPAL UTILITY DISTRICT NO. 1 AND AN ADDITIONAL DISTRICT TO BE CREATED PURSUANT TO SAID AGREEMENT; MAKING CERTAIN FINDINGS; AND PROVIDING AN EFFECTIVE DATE. WHEREAS, The City, Williamson County Municipal Utility District No. 25, and Laredo W.O., Ltd. previously entered into that certain "Amended and Restated Consent Agreement," dated to be effective on January 11, 2012, and recorded in the Official Public Records of Williamson County, Texas as Document No. 2012006198 (the "Original Consent Agreement"), pertaining to approximately 1,354.715 acres of land (the "Original Land"), more or less, in Williamson County, Texas, which is described in the Original Consent Agreement. WHEREAS, after the effective date of the Original Consent Agreement, HM Parkside, L.P. acquired approximately 1,146.5911 acres out of the Original Land which it intends to develop separately from Laredo W.O., Ltd.; HM CR 176-2243, L.P., acquired approximately 61.105 acres of additional land (outside of the Original Land) which it intends to develop separately from Laredo W.O., Ltd.; the City consented to the creation of Parkside on the River Municipal Utility District No. 1 over a portion of the Original Land; HM CR 176-2243, L.P. is seeking the City's approval to annex its 61.105 acres of land into the boundaries of Williamson County Municipal Utility District No. 25; and the parties desire to make changes other changes to the Original Agreement relating to the Bond Issuance provisions, Master Development Fee; water and wastewater provisions, and other rights and obligations of the parties in light of the changed land ownership and other changed circumstances. Resolution No.10082019-N Approving Second Amended and Restated Consent Agreement Water Oak Subdivision and Parkside on the River Subdivision (WCMUD No. 25 and Parkside on the River MUD No. 1) Page 1 of 2 Resolution No. 10082019-N Attachment 1 – Second Amended and Restated Consent Agreement is recorded in the Official Public Records of Williamson County, Texas as Document No. 2019117039. NOW THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF GEORGETOWN, TEXAS THAT: 1. The City Council hereby finds that the foregoing recitals are true and correct and the recitals are hereby incorporated into this Resolution by reference for all purposes as set forth in full. 2. The City Council hereby approves the Second Amended and Restated Consent Agreement in substantially the form attached hereto as Attachment 1. 3. The Mayor is authorized to sign this Resolution and the Second Amended and Restated Consent Agreement in substantially the form attached hereto as Attachment 1, and the City Secretary is authorized to attest. 4. This Resolution shall be effective immediately upon its adoption. Attachment List: Attachment 1 - Second Amended and Restated Consent Agreement PASSED AND APPROVED on the 8th day of October, 2019. ATTEST: I LLL.�i • City Secretary APPROVED AS TO FORM: Charlie McNabb, City Alflorney THE CITY OF GEORGETOWN: AaZL - at'VL— Dale Ross Mayor Resolution No.10082019-N Approving Second Amended and Restated Consent Agreement Water Oak Subdivision and Parkside on the River Subdivision (WCMUD No. 25 and Parkside on the River MUD No. 1) Page 2 of 2 SECOND AMENDED AND RESTATED CONSENT AGREEMENT THE STATE OF TEXAS § COUNTY OF WILLIAMSON § This SECOND AMENDED AND RESTATED CONSENT AGREEMENT ("Agreement") is entered into by and between the City of Georgetown, Texas, a home -rule municipality located in Williamson County, Texas ("City"), Laredo W.O., Ltd., a Texas limited partnership ("LWO"), HM Parkside, LP, a Texas limited partnership ("HM Parkside"), HM CR 176-2243, L.P., a Texas limited partnership ("HM-CR"), Williamson County Municipal Utility District No. 25, a municipal utility district created under Chapters 49 and 54 of the Texas Water Code ("WCMUD No. 25") and, upon their creation, Parkside on the River Municipal Utility District No. 1 ("POR MUD No. I") and the Additional District. ARTICLE I INTRODUCTION 1.01 The City and LWO previously entered into that certain "Amended and Restated Development Agreement Concerning the Water Oak Subdivision (f/k/a ABG Subdivision)," dated to be effective on March 14, 2012, recorded in the Official Public Records of Williamson County, Texas as Document No. 2012027884 (the "Amended and Restated Development Agreement"), which was amended by the "First Amendment to the Amended and Restated Development Agreement Concerning the Water Oak Subdivision," dated to be effective on November 11, 2015, recorded in the Official Public Records of Williamson County, Texas as Document No. 2016008515 (the "First Amendment") (collectively, the Amended and Restated Development Agreement and First Amendment are referred to herein as the ("Original Development Agreement") pertaining to approximately 1,354.715 acres of land, more or less, in Williamson County, Texas, which is described on Exhibit A, attached (the "Original Land"). 1.02 The City, WCMUD No. 25, and LWO also entered into that certain "Amended and Restated Consent Agreement," dated to be effective on January 11, 2012, and recorded in the Official Public Records of Williamson County, Texas as Document No. 2012006198 ("Original Consent Agreement"), pertaining to the Original Land. 1.03 On or about June 6, 2016, LWO filed a petition for relief under Chapter 11 of the United States Bankruptcy Code (In Re: Laredo WO, Ltd, Debtor, Case No. 16-51297-RBK), in the United States Bankruptcy Court for the Western District of Texas, San Antonio Division); subsequently HCB Laredo Texas, LLC, a Colorado limited liability company ("HCB Laredo"), foreclosed upon 3 tracts of land out of the Original Land as reflected in the May 1, 2018 Substitute Trustee's Deed recorded as Document No. 2018037421 in the Official Public Records of Williamson County, Texas, in the September 6, 2018 Substitute Trustee's Deed recorded under Document No. 2018080102, Official Records of Williamson County, Texas, and in the September Second Amended and Restated Consent Agreement Water Oak Subdivision and Parkside on the River Subdivision (WCMUD No. 25 and Parkside on the River MUD No. 1) Page 1 of 28 6, 2018 Substitute Trustee's Deed recorded under Document No. 2018080103, Official Records of Williamson County, Texas (collectively, the "Foreclosure Deeds"). 1.04 HM Parkside acquired from HCB Laredo the portions of the Original Land described in the Foreclosure Deeds, being 1,143.511 acres of land plus Lot 2, Block G, Water Oak North Section 1, a subdivision in Williamson County, Texas ( "Lot 2 Block G"), both tracts being part of the Original Land, by Special Warranty Deed dated December 31, 2018 recorded as Document No. 2018114043 in the Official Public Records of Williamson County, Texas. Separately, HM Parkside acquired from LWO 3.080 acres of land out of the Original Land by Special Warranty Deed dated December 28, 2018 recorded as Document No. 2018114044 in the Official Public Records of Williamson County, Texas (the "LWO Deed'), so HM Parkside currently owns 1,146.5911 acres out of the Original Land as described in the Foreclosure Deeds (which include Lot 2, Block G) and the LWO Deed (the property described in the Foreclosure Deeds (which includes Lot 2, Block G) and LWO Deed is collectively referred to herein as the "Remainder Property"). The Remainder Property is more particularly described on Exhibit B attached. The Original Land save and except the Remainder Property may be referred to as the "Water Oak Property" 1.05 Affiliated LP owns (a) approximately 40.746 acres of additional land located south of RM 2243 being the 40.80 acres acquired from RM 2243, Ltd., a Texas limited partnership by Special Warranty Deed with Vendor's Lien dated February 13, 2018 recorded as Document No. 2018012540 in the Official Public Records of Williamson County, Texas, save and except 0.054 acres conveyed to Williamson County by Deed recorded under Document No. 2019019964 of the Official Public Records of Williamson County, Texas (the "40 Acres"), and (b) approximately 49.556 acres of additional land located south of RM 2243 acquired from MMA Ranch Limited Partnership, a Texas limited partnership by Special Warranty Deed with Vendor's Lien dated March 16, 2018 recorded as Document No. 2018023178 in the Official Public Records of Williamson County, Texas (the "49 Acres"). The 40 Acres plus approximately 21.305 acres of the 49 Acres (the "21.305 Acres") are located within the extraterritorial jurisdiction of the City. The remainder of the 49 Acres, being approximately 28.251 acres, is located within the extraterritorial jurisdiction of the City of Leander and is not included in this Agreement. The 40 Acres and the 21.305 Acres are referred to collectively herein as the "2243 South Tract. " The 2243 South Tract, consisting of 62.048 acres, more or less, is described on Exhibit C attached. The 2243 South Tract and the Remainder Property are referred to herein collectively as the "Parkside Property". The Parkside Property is shown on the area map attached as Exhibit D. 1.06 Prior to the date of this Agreement, LWO conveyed to ABG Water Oak Partners, Ltd., a Texas limited partnership, all remaining developable portions of the Water Oak Property. 1.07 Before the date of this Agreement, pursuant to the Original Consent Agreement and City of Georgetown Resolution No. 022608-F, by order dated December 10, 2009, the Texas Commission on Environmental Quality created WCMUD No. 25 consisting of 249.721 acres of land out of the Original Land located north of the River. On May 31, 2012, WCMUD No. 25, pursuant to City of Georgetown Resolution No. 052212-T, annexed an additional 246.745 acres of land out of the Original Land located south of the River into the boundaries of WCMUD No. 25. On August 19, 2014, WCMUD No. 25, pursuant to City of Georgetown Resolution No. 081214- J, annexed an additional 48 acres of land out of the Original Land into the boundaries of WCMUD Second Amended and Restated Consent Agreement Water Oak Subdivision and Parkside on the River Subdivision (WCMUD No. 25 and Parkside on the River MUD No. 1) Page 2 of 28 No. 25. As of the Effective Date, WCMUD No. 25 consists of approximately 544.466 non- contiguous acres of land out of the Original Land, portions of which are included in the Parkside Property and portions of which are included in the Water Oak Property. The boundaries of WCMUD No. 25 are more particularly described on Exhibit E attached. 1.08 On August 27, 2019, pursuant to City of Georgetown Resolution No. 082719-W, the City consented to the creation of POR MUD No. 1 over approximately 272.512 acres of land out of the Parkside Property located south of the River. A copy of Resolution No. 082719-W is attached as Exhibit F. As of the Effective Date, the TCEQ has not yet issued an order approving the creation of POR MUD No. 1, and the confirmation election has not yet been held. 1.09 On even date herewith, HM Parkside, HM-CR, and the City are entering into the Parkside Development Agreement addressing the development of the Parkside Property, which will supersede and replace the Original Development Agreement as to the Parkside Property. Development of the Water Oak Property will continue to be controlled by the Original Development Agreement, as same may be amended (the "Water Oak Development Agreement"). 1.10 The Parties to this Agreement now desire to amend the Original Consent Agreement to acknowledge creation of WCMUD No. 25 by the Texas Commission on Environmental Quality; acknowledge the City's consent to creation of POR MUD No. 1; acknowledge and address the transfer of ownership of the Remainder Property and the inclusion of the 2243 South Tract; make changes to the Bond Issuance provisions; revise matters pertaining to the Master Development Fee; clarify that the City is the exclusive water and wastewater provider to the Water Oak Property and the Parkside Property and that no other persons, entities or Parties (or their permitted assigns) have the right to provide water or wastewater service to either the Water Oak Property or the Parkside Property; and address other rights and obligations of the Parties in light of the changed circumstances generally described in Article I hereof. Therefore, for good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, including the agreements set forth below, the Parties contract as follows. ARTICLE II RECITALS; DEFINITIONS 2.01 The Parties agree that the Recitals in Sections 1.01 through 1.10 are true and correct in all material respects and are a part of this Agreement. 2.02 In addition to the terms defined above in Article I, capitalized words used in this Agreement shall have the meanings set forth below: 21.305 Acres: Has the same meaning set out in Section 1.05. 40 Acres: Has the same meaning set out in Section 1.05. 49 Acres: Has the same meaning set out in Section 1.05. Second Amended and Restated Consent Agreement Water Oak Subdivision and Parkside on the River Subdivision (WCMUD No. 25 and Parkside on the River MUD No. 1) Page 3 of 28 Additional District: The third and last municipal utility district that may be created in accordance with Chapter 54 of the Texas Water Code and this Agreement over the portion of the Parkside Property that is not within the boundaries or definitions of: (a) WCMUD No. 25, (b) POR MUD No. 1, (c) the 2243 South Tract (being annexed into WCMUD No. 25 as provided in Article IV), or (d) the Parkland. Agreement: This "Second Amended and Restated Consent Agreement" by and between the City, LWO, HM Parkside, HM-CR, WCMUD No. 25 and, when formed, POR MUD No. 1 and the Additional District, together with all exhibits listed below and referred to herein, which are incorporated into the Agreement by this reference. Assignee: Has the meaning set out in Section 13.02(c)(2). Authorized Assignee: As to the Remainder Property, means HM Parkside Development, Inc., a Texas corporation, and as to the 2243 South Tract means HM CR 176-2243 Development, Inc., a Texas corporation, together with any other entity controlled by, controlling, or under common control with HM Parkside or HM-CR. Bond: Bonds, notes, or other obligations, including refunding or refinancing of same, issued or reissued by a District. Bond Issue Notice: Has the meaning set out in Section 11.04. Bridge: A portion of Parkside Parkway to be constructed by HM Parkside consisting of a 4-lane bridge with a 6' pedestrian sidewalk adjacent to a lane of traffic that bisects the Parkland and spans the River in the approximate location shown on the Land Use Plan attached as Exhibit F to the Parkside Development Agreement. Texas. City: The City of Georgetown, Texas, a home rule city located in Williamson County, City Objection: Has the meaning set out in Section 11.05. Completion: Has the meaning set out in the Parkside Development Agreement. Default Notice: Has the meaning set out in Section 13.03. Defaulting Party: Has the meaning set out in Section 13.03. Development Agreements: Collectively, the Parkside Development Agreement and the Water Oak Development Agreement. Developer Parties: Collectively, HM Parkside, HM-CR and LWO. District(s): When singular, WCMUD No. 25, POR MUD No. 1, or the Additional District as the context indicates; when plural, all of them. District Confirmation Date: As to each District, the date that the TCEQ issued (or will or will issue) an order approving creation of WCMUD No. 25, POR MUD No. 1, or the Additional District, as applicable. Effective Date: The latest date accompanying the signature lines of the duly authorized representatives of the Initial Parties on this Agreement. Second Amended and Restated Consent Agreement Water Oak Subdivision and Parkside on the River Subdivision (WCMUD No. 25 and Parkside on the River MUD No. 1) Page 4 of 28 Exclusion Tract No 1: Approximately 267.3 acres of land which was de -annexed (excluded) from the City limits by City Ordinance No. 2012-55 pursuant to Section 2.03(e) of the Original Consent Agreement and Section 2.01 of the Original Development Agreement. Exclusion Tract No 2: The approximately 80 acres of land in the Remainder Property located within the corporate limits of the City as of the Effective Date described on Exhibit F, and to be de -annexed by the City pursuant to the terms and conditions set forth in Article III. First Bond Issuance: Bonds in the amount of EIGHT MILLION ONE HUNDRED FIFTY THOUSAND U.S. DOLLARS ($8,150,000) issued by WCMUD No. 25 on the First Bond Issuance Date. First Bond Issuance Date: August 29, 2019. Foreclosure Deeds: Has the same meaning set out for this term in Section 1.03. HCB Laredo: Has the same meaning set out for this term in Section 1.03. HM CR: HM CR 176-2243, LP a Texas limited partnership. HMParkside: HM Parkside, LP, a Texas limited partnership. Initial Parties: Collectively, the City, HM Parkside, HM-CR, LWO, and WCMUD No. 25. Land: The Original Land plus the 2243 South Tract; the Land is more particularly described on Exhibit H, attached. Lot 2, Block G: Has the meaning set out in Section 1.04. LWO: Laredo W.O., Ltd., a Texas limited partnership. Master Development Fee: The fee paid to the City in installments, out of net bond reimbursements payable to the Developer Parties from the proceeds of the issuance of Bonds by WCMUD No. 25, as more particularly described in Article VIII. Monetary Default: Has the meaning set out in Section 13.03. Off -Site Facilities: The South San Gabriel Interceptor. On -Site Facilities: All water, wastewater, drainage, road and bridge facilities internal to the Land that are necessary to serve the Land, but not the Off -Site Facilities. Original Consent Agreement: Has the meaning set out in Section 1.02. Original Consent Agreement Effective Date: January l 1, 2012. Original Development Agreement: Has the meaning set out in Section 1.01. Original Land: Has the meaning set out in Section 1.01. Parkland: approximately 75 acres (such acreage estimate excludes the estimated area to be included in the ROW described below) of the Parkside Property designated "Parkland" on the Land Use Plan attached as Exhibit F to the Parkside Development Agreement. The Parkland is located on both sides of the River and extends across the entire east -west width of the Land, but excludes areas to be dedicated as ROW for Parkside Parkway (as defined in the Parkside Development Agreement) and the Bridge. Second Amended and Restated Consent Agreement Water Oak Subdivision and Parkside on the River Subdivision (WCMUD No. 25 and Parkside on the River MUD No. 1) Page 5 of 28 Parkside Development Agreement: The Development Agreement by and between the City, HM Parkside, and HM-CR pertaining to the development of the Parkside Property, which was approved by the City Council on October 8, 2019 by City Ordinance No. 2019- Parkside Property: Collectively, the Remainder Property and the 2243 South Tract. Parties: Collectively, the Initial Parties and, upon their execution of this Agreement, POR MUD #1 and the Additional District. POR MUD No. 1: Parkside on the River Municipal Utility District No. 1, the second municipal utility district allowed to be created under the Original Consent Agreement, whose creation the City Council consented to on August 27, 2019 via Resolution No. 082719-W, and which will, upon its creation, have the boundaries described in Exhibit I, subject to the TCEQ's approval and a confirmation election. Remainder Property: Has the meaning set out in Section 1.05. River: The South Fork of the South San Gabriel River as it traverses the Land. South San Gabriel Interceptor: That certain wastewater gravity collection main of various diameters beginning at the Wolf Ranch Lift Station west of IH-35 and extending across the Land which is further described in Original Agreement Exhibit E. Tax Rate Limit: Has the meaning set out in Section 11.02. TCEQ: Texas Commission on Environmental Quality, or its successor agency. UDC: The City's Unified Development Code dated and in effect on June 1, 2011, excluding those provisions relating to zoning. WCMUD No. 25: Williamson County Municipal Utility District No. 25, a municipal utility district created by the TCEQ pursuant to the Original Consent Agreement. Water Oak Development Agreement: Has the meaning set out in Section 1.09. Water Oak Property: Has the meaning set out in Section 1.04. ARTICLE II REPRESENTATIONS REGARDING ACTIONS UNDER THE ORIGINAL CONSENT AGREEMENT 2.01 Status of Actions Under the Original Consent Agreement (a) The Initial Parties agree that the following statements are true and correct as of the Effective Date: (1) Exclusion Tract No. 1 has been de -annexed from the corporate limits of the City via City Ordinance No. 2012-55 pursuant to Section 2.03(e) of the Original Agreement. (2) WCMUD No. 25 has been created over a portion of the Original Land pursuant to terms and conditions of the Original Consent Agreement. Second Amended and Restated Consent Agreement Water Oak Subdivision and Parkside on the River Subdivision (WCMUD No. 25 and Parkside on the River MUD No. 1) Page 6 of 28 (3) WCMUD No. 25 issued the First Bond Issuance on the First Bond Issuance Date, and WCMUD No. 25 has not issued any other Bonds. (4) No District except WCMUD No. 25 has been created as of the Effective Date but the City Council has passed and approved Resolution No. 082719- W consenting to the creation of POR MUD No. 1; the submittal of a creation petition to the TCEQ and confirmation election are pending for POR MUD No. 1. (5) No District other than WCMUD No. 25 has issued Bonds. (6) The Administrative Fee required by Section 2.05(a) of the Original Consent Agreement has been paid to the City. (7) The Master Development Fee associated with the First Bond Issuance has been paid to the City. (8) The Off -Site Facilities have been completed and accepted by the City for ownership, operation, and maintenance. ARTICLE III DE -ANNEXATION OF EXCLUSION TRACT NO.2 3.01 HM Parkside may request de -annexation of Exclusion Tract No. 2 from the corporate limits of the City pursuant to Section 1.06 of the City Charter. After receipt of a petition requesting same, the City will proceed with reasonable diligence and in good faith to commence the process to de -annex Exclusion Tract No. 2 from the corporate limits of the City in accordance with Section 1.06 of the City Charter. HM Parkside agrees to cooperate with the City to accomplish such de -annexation, including paying applicable fees and expenses for the de - annexation process. 3.02 The Parties further agree that the City has no obligation to refund to any Developer Party any taxes or fees collected by the City during the period that Exclusion Tract No. 2 was included in the City's corporate limits. 3.03 Prior to the second reading of the City ordinance de -annexing Exclusion Tract No. 2 from the corporate boundaries of the City, HM Parkside must (i) provide evidence to the City that there are no delinquent or outstanding City taxes pertaining to Exclusion Tract No. 2, and (ii) pay the pro rata share of all City taxes and fees pertaining to Exclusion Tract No. 2 calculated as of the effective date of the de -annexation ordinance. Any rollback City taxes on Exclusion Tract No. 2 that may become due upon a subsequent change in the use of the Land will remain payable to the City by HM Parkside notwithstanding that such due date may occur after the de -annexation occurs. Second Amended and Restated Consent Agreement Water Oak Subdivision and Parkside on the River Subdivision (WCMUD No. 25 and Parkside on the River MUD No. 1) Page 7 of 28 ARTICLE IV ANNEXATION OF LAND INTO WCMUD NO. 25 4.01 The City acknowledges receipt of WCMUD No. 25's and HM-CR's September 17, 2019 " Petition for Consent to Annex Land into Williamson County Municipal Utility District No. 25" , in accordance with Section 54.016 of the Texas Water Code, Section 42.042 of the Texas Local Government Code, and Section 13.10 of the UDC for annexation of the 2243 South Tract into WCMUD No. 25. 4.02 On October 8, 2019, the City Council approved Resolution No. 10082019-0 attached as Exhibit J, consenting to the inclusion of the 2243 South Tract within the boundaries of WCMUD No. 25. The City agrees that the Resolution will be deemed to constitute the City's consent to the annexation of the 2243 South Tract into WCMUD No. 25. No further action will be required on the part of the City to evidence its consent to the annexation of the 2243 South Tract into WCMUD No. 25; however, the City agrees to provide any additional confirmation of its consent that may be required by HM-CR or WCMUD No. 25 if requested to do so. 4.03 WCMUD No. 25 or HM-CR shall provide the City with certified copies of all orders or resolutions effectuating the lawful annexation of the 2243 South Tract into WCMUD No. 25 within ten (10) days after the effective date of same. ARTICLE V ADDITIONAL DISTRICT 5.01 HM Parkside may file a petition with the City, in accordance with Section 54.016 of the Texas Water Code, Section 42.042 of the Texas Local Government Code, Section 13.10 of the UDC, and this Agreement for creation of the Additional District. 5.02 The petition for creation of the Additional District must (i) describe by metes and bounds the boundaries of the Additional District, (ii) contain HM Parkside's express acknowledgement that the City's consent shall be subject to the terms and conditions of this Agreement; and (iii) include a copy of this Agreement as an exhibit to the creation petition. 5.03 At least thirty (30) days before the submission of a creation application to the TCEQ for the Additional District, HM Parkside agrees to submit to the City a draft of the creation application and all supporting documents. The City shall have thirty (30) days to review and comment on the draft. In addition, the City shall be entitled to review and request additional information about each individual designated as an initial director of the Additional District. 5.04 The City agrees that this Agreement will be deemed to constitute the City's consent to the creation of the Additional District. No further action will be required on the part of the City to evidence its consent to the creation of the Additional District; however, the City agrees to provide any additional confirmation of its consent that may be required by HM Parkside or a District if requested to do so. Second Amended and Restated Consent Agreement Water Oak Subdivision and Parkside on the River Subdivision (WCMUD No. 25 and Parkside on the River MUD No. 1) Page 8 of 28 5.05 HM Parkside covenants and agrees to cause POR MUD No. 1 and the Additional District to approve, execute, and deliver this Agreement (in this form) to all Parties within ninety (90) days after the applicable District Confirmation Date. The Parties agree that this Agreement shall be effective as to a District when signed by an authorized representative of the District and without further action by any of the other Parties. HM Parkside shall record a memorandum of execution (or similar instrument) in the Official Public Records of Williamson County, Texas evidencing approval and execution of this Agreement by the applicable District. ARTICLE VI LIMITATIONS ON AUTHORITY OF DISTRICTS 6.01 Except as otherwise stated in this Agreement or a Development Agreement, no District is authorized to exercise the power of eminent domain to acquire any interest in property that is located outside the boundaries of that District as then approved by the TCEQ except when such power is exercised upon the express written consent of the City. Notwithstanding the generality of the foregoing, the City hereby consents to use of eminent domain powers by a District to acquire land for the Water Transmission Line (as that term is defined in the Parkside Development Agreement, which definition is incorporated herein by this reference). 6.02 In furtherance of the purposes of this Agreement, WCMUD No. 25, the Developer Parties and, when created, POR MUD NO. 1 and the Additional District, on behalf of themselves and their respective successors and assigns, covenant and agree that, except upon written consent of the City, none of them shall: (1) seek or support any effort to incorporate the Land or any part of the Land, or seek to include the Land or any part of the Land within the boundaries of any other special district, assessment jurisdiction, other municipality, or any other incorporated entity other than the City; or (2) sign, join in, associate with, assist with, or direct to be signed any petition seeking to incorporate the Land or any part of the Land or seeking to include the Land or any part of the Land within the boundaries of any other special district, assessment jurisdiction, other municipality, or any other incorporated entity other than the City. ARTICLE VII LIMITS ON ANNEXATION 7.01 HM Parkside agrees that the City may annex all portions of the Parkland (except those portions inadvertently included in the boundaries of WCMUD No. 25 in 2009, if any) into the City limits any time after transfer of the Parkland by HM Parkside to the City in accordance with Section 4.04 of the Parkside Development Agreement and at the City's convenience, and hereby expressly consents to such annexation by the City of such portions of the Parkland. 7.02 The City agrees that, except for portions of the Parkland inadvertently included in the boundaries of WCMUD No. 25 in 2009 as described in Section 7.01, it will not annex or re - annex any of the Land until the earlier of (a) expiration or termination of this Agreement, or (b) with respect to the particular District in which the Land to be annexed or re -annexed is located, the date of completion of at least 90% of the construction of the public infrastructure necessary to serve all of the Land within that District with water, wastewater, and drainage facilities consistent with the applicable Development Agreements, and either: Second Amended and Restated Consent Agreement Water Oak Subdivision and Parkside on the River Subdivision (WCMUD No. 25 and Parkside on the River MUD No. 1) Page 9 of 28 (i) all relevant Developer Parties within the District have been reimbursed by the District in accordance with the rules of the TCEQ and the terms and conditions of the applicable Development Agreement, or (ii) the City has expressly agreed to assume the obligation to reimburse the affected Developer Party under the TCEQ rules. 7.03 Except for the 2243 South Tract (being annexed as described in Article IV), WCMUD No. 25 shall not annex any other land into its boundaries without the City's express written consent evidenced by a Resolution of the City Council. 7.04 POR MUD No. 1 shall not annex into its boundaries the Parkland, land included in any other District (including the 2243 South Tract), or any land outside the boundaries of the Land without the City's express written consent evidenced by a Resolution of the City Council and a written amendment to this Agreement signed by the Parties. 7.05 The Additional District shall not annex into its boundaries the Parkland, land included in any other District (including the 2243 South Tract), or any land outside the boundaries of the Land without the City's express written consent evidenced by a Resolution of the City Council and a written amendment to this Agreement signed by the Parties. ARTICLE VIII MASTER DEVELOPMENT FEE 8.01 As additional consideration for this Agreement and the Original Consent Agreement, the Developer Parties shall pay the City a Master Development Fee, which will be full payment to the City of all fees due to the City in connection with the approval of this Agreement, but which is in addition to any other applicable City fees and sums due under the Development Agreements. 8.02 The maximum Master Development Fee payable under this Agreement is an amount equal to the difference between the Bridge Cost Estimate (defined in the Parkside Development Agreement) and the Bridge Contribution Payment (defined in the Parkside Development Agreement). The Master Development Fee will be paid to the City in installments, out of net bond reimbursements payable to the Developer Parties from the proceeds of the issuance of Bonds by WCMUD No. 25, at the rate of 10% of all net bond reimbursements payable from the particular WCMUD No. 25 Bond issue to any Developer Party. The calculation of each Master Development Fee payment will be in accordance with the formula attached hereto as Exhibit K. The Developer Parties and WCMUD No. 25 shall ensure that each Master Development Fee installment payment will be paid to the City in conjunction and simultaneously with a Developer Party's receipt of reimbursement from each Bond issue. Bonds may be issued prior to submission of the Bridge Cost Estimate and any Master Development Fee payments received by the City prior thereto shall be credited against the maximum Master Development Fee payable under this Section 8.02. The Master Development Fee shall be used to pay for the design and construction of the Bridge as provided in the Parkside Development Agreement, and the obligation to pay the Master Development Fee shall cease on Completion of the Bridge. Second Amended and Restated Consent Agreement Water Oak Subdivision and Parkside on the River Subdivision (WCMUD No. 25 and Parkside on the River MUD No. 1) Page 10 of 28 8.03 The City, the Developer Parties and WCMUD No. 25 agree that the payment of the Master Development Fee is to be paid solely from reimbursements payable to the Developer Parties as Bonds are issued. Each Developer Party hereby partially assigns (or, as to LWO, confirms the prior partial assignment made in the Original Consent Agreement) to the City 10% of all net bond reimbursements which otherwise would be payable to such Developer Party by WCMUD No. 25 through the issuance of one or more series of bonds by the District. The District confirms this Section 8.03 constitutes notice to the District of such partial assignment. The Parties agree this partial assignment terminates upon Completion of the Bridge and cessation of the obligation to pay installments of the Master Development Fee. ARTICLE IX LAND USE, PARKS AND ROADWAYS 9.01 The Land shall be developed in accordance with the standards and requirements set forth in the City's separate Development Agreements with the Developer Parties. 9.02 Parkland and certain additional land for civic uses shall be donated and/or dedicated in accordance with the City's separate Development Agreements with the Developer Parties. Roadway improvements and the traffic plan shall also be developed in accordance with the City's separate Development Agreements with the Developer Parties. 9.03 Road powers of the Districts shall be limited to right of way acquisition, design, construction, and financing of roads, including the issuance of bonds, and shall not include the operation and maintenance of such roads, as such roads will be conveyed to Williamson County for operation and maintenance, as more particularly described in the applicable consent resolutions of the Districts. ARTICLE X WATER, WASTEWATER, AND OTHER SERVICES 10.01 Water Services. The City shall be the exclusive water service provider to the Land, subject to construction by the Developer Parties or the Districts of the public improvements necessary to allow such service per the terms and conditions of the Development Agreements, acceptance of the public improvements by the City, and payment of impact fees. Retail customers of the Districts receiving retail water service from the City shall pay the applicable water rates for customers located outside of the City limits. The Developer Parties and the Districts are all prohibited from providing retail and wholesale water services to connections on the Land or on any other property, or directly or indirectly to any customers. The impact fee rates are as set out in the Development Agreements. 10.02 Wastewater Services. The City shall be the exclusive wastewater service provider to the Land, subject to construction by the Developer Parties or the Districts of the public improvements necessary to allow such service per the terms and conditions of the Development Agreements, acceptance of same by the City, and payment of impact fees. Retail customers of the Districts receiving retail wastewater service from the City shall pay the applicable wastewater Second Amended and Restated Consent Agreement Water Oak Subdivision and Parkside on the River Subdivision (WCMUD No. 25 and Parkside on the River MUD No. 1) Page 11 of 28 rates for customers located outside of the City limits. The Developer Parties and the Districts are all prohibited from providing retail and wholesale wastewater services to connections on the Land or on any other property, or directly or indirectly to any customers. The impact fee rates are as set out in the Development Agreements. 10.03 Garbage Services. Garbage pick up services shall be provided by the City's solid waste services provider, and customers located on the Property shall be Tier III Customers, as set forth in the City's Code of Ordinances Section 13.04.180. 10.04 Police, Fire, and EMS Services. The Land is within the jurisdictional boundaries of Williamson County Emergency Services District No. 8. The City shall have no responsibility for providing police, fire or EMS services to the Land because the City is not the authorized provider of those services to the Land. 10.05 Construction of On -Site Facilities. The Developer Parties and/or the Districts shall construct all On -Site Facilities necessary to serve the Land in accordance with the terms and conditions of the Development Agreements and the City ordinances and construction standards specified in the Development Agreements. The Developer Parties and/or the Districts shall be solely responsible for obtaining all easements necessary for the construction of the On -Site Facilities at no cost to the City (except as may be expressly stated to the contrary in a Development Agreement, such as with respect to the Water Transmission Line). 10.06 Ownership, Maintenance and Operation of the Water and Wastewater On - Site Facilities. The City agrees to operate and maintain the water and wastewater On -Site Facilities (for purposes of this Agreement, the On -Site Facilities include the Water Transmission Line and Wastewater Interceptor, as such terms are defined in the Parkside Development Agreement) after its acceptance of any such facilities, assignment of all applicable warranties and guaranties for same to the City, and delivery of a one-year maintenance bond for such facilities from the construction contractor to the City in a form acceptable to the City. All revenues generated from the operation of the water and sewer system by the City shall remain with the City. The City agrees to provide the same level of service to customers within the Land that it provides to the City's other similarly situated out -of -city customers. 10.07 Ownership, Maintenance and Operation of Roadways. The Land is outside the corporate boundaries of the City; therefore, the City shall have no responsibility for the ownership, maintenance, or operation of any roadways within the Land or associated with the development of the Land. 10.08 No Additional Fees. Except as provided otherwise in this Agreement or the Development Agreements, the City shall not impose or charge any additional fee or charge on the residents or property owners on the Land unless such fee or charge is imposed or charged on similarly classified property owners by the City and such fee or charge is equal to or less than the fee or charge imposed on similarly classified property owners. Second Amended and Restated Consent Agreement Water Oak Subdivision and Parkside on the River Subdivision (WCMUD No. 25 and Parkside on the River MUD No. 1) Page 12 of 28 ARTICLE XI ISSUANCE OF BONDS; SETTING TAX RATES: 11.01 Issuance of Bonds. The Districts may issue Bonds as permitted by Section 13.10 of the UDC, this Agreement, and other applicable law, as this Agreement and such other applicable law may be amended from time to time. In the event of conflict between Section 13.10 of the UDC and this Agreement, this Agreement shall control. Additionally, the Districts are authorized to issue Bonds for the construction, design, acquisition, repair, extension, or improvement of roads, parks, trails, and recreational facilities, as may be limited by Section 9.03. The issuing District shall not issue Bonds that do not meet the requirements of this Agreement without the prior approval of the City Council. POR MUD No. 1 and the Additional District may not issue Bonds until after the issuing District has executed this Agreement and delivered evidence of same to the Parties as required by this Agreement. 11.02 Tax Rate. In consideration of the City's consent to the creation of the Districts, the Districts agree that any TCEQ order approving a Bond issue (or the accompanying staff memorandum) must contain a finding, made in accordance with the TCEQ's then -existing rules, that it is feasible to sell the Bonds and maintain a projected total tax rate for the issuing District (inclusive of both the debt service portion and the operation and maintenance portion) of not more than $0.92 per $100 in assessed valuation (the "Tax Rate Limit"). The foregoing shall not be construed as a limitation on a District's authority to levy an unlimited tax rate, it being understood and acknowledged that the Districts' Bonds shall be payable from and secured by a pledge of the proceeds of an ad valorem tax, without legal limit as to rate or amount. It is agreed that the Tax Rate Limit is sufficient to accomplish the purposes of the Districts, and that the Developer Parties and the Districts have voluntarily agreed to the Tax Rate Limit. 11.03 Bond Requirements. The Districts shall obtain all necessary authorizations for Bonds in accordance with this Agreement and with Section 13.10 of the UDC. To the extent of a conflict with Section 13.10 of the UDC, the terms of this Agreement shall control. All Bonds issued by a District must comply with the following requirements: (a) Have a maximum maturity of thirty (30) years from the date of issuance for any one series of Bonds; and (b) Have an interest rate that does not exceed two percent (2%) above the highest average interest rate reported by the Daily Bond Buyer in its weekly "20 Bond Index" during the one month period immediately preceding the date that the notice of sale of such Bonds is given; and (c) Expressly provide that the issuing District shall reserve the right to redeem Bonds at any time beginning not later than the tenth (loth) anniversary of the date of issuance, without premium. No variable rate Bonds shall be issued by a District; and (d) Any refunding Bonds of a District must provide for a minimum of three percent (3%) present value savings, and, further, must provide that the latest maturity of the refunding Bonds may not extend beyond the latest maturity of the refunded Bonds; and Second Amended and Restated Consent Agreement Water Oak Subdivision and Parkside on the River Subdivision (WCMUD No. 25 and Parkside on the River MUD No. 1) Page 13 of 28 (e) The latest Bond issuance date for WCMUD No. 25 shall be the date that is fifteen (15) years after the date of the First Bond Issuance Date, the latest Bond issuance date for POR MUD No. 1 shall be the date that is fifteen (15) years after the date of first Bond issuance by POR MUD No. 1 and the latest Bond issuance date for the Additional District shall be the date that is fifteen (15) years after the date of first Bond issuance by the Additional District. 11.04 Certifications and Notice. At least thirty (30) days before submission of an application for issuance of Bonds to the TCEQ or the Attorney General, whichever occurs first, the issuing District shall provide to the City Secretary, City Manager and City Director of Finance and Administration: (a) The written certification of (i) the issuing District's financial advisor that the Bonds are being issued within the then -current economic feasibility guidelines established by the TCEQ for districts in Williamson County and in conformity with this Agreement; and (ii) the issuing District that either the applicable Developer Party(ies) and issuing District are not in breach of any consent resolution of a District, this Agreement, or the applicable Development Agreement or if multiple Developer Parties will receive proceeds from a Bond issue in WCMUD No. 25, and the certification in this phrase (ii) cannot be made as to all Developer Parties, of the nature of the breach and the Developer Party who is in breach; and (b) A notice (a "Bond Issue Notice") containing (a) the amount of Bonds being proposed for issuance; (b) a general description (to include, at a minimum, the name of each project being reimbursed and the Developer Parties proposed to receive the reimbursement) of the projects to be funded and/or the Bonds to be refunded by such Bonds; (c) the proposed debt service of the issuing District, and (d) the issuing District's tax rate after the issuance of the Bonds. As to the above certifications and any other matter required by this Article XI to be certified in writing, the Developer Parties and Districts hereby represent and warrant that every statement in any certification shall be true and correct in all material respects and that the person signing the certification will have been given the requisite authority to do so on behalf of the issuing District. If the issuing District is not required to obtain TCEQ or Attorney General approval of the issuance of the Bonds, the issuing District shall deliver such certifications and Bond Issue Notice to the City Secretary, City Manager and City Director of Finance and Administration at least sixty (60) days prior to the issuance of Bonds, except for refunding Bonds. 11.05 Bond Objections. The City shall have a period of sixty (60) days after receiving the last of the certifications and Bond Issue Notice required by Section 11.04 within which to object to the Bonds. The only basis for an objection by the City to a proposed Bond issue shall be that the issuing District or a Developer Party to be reimbursed by the Bonds is in default of a provision of the consent resolution of a District, this Agreement, or the applicable Development Agreement. If the City objects to a proposed Bond issue ("City Objection"), such an objection (a) shall be in writing, (b) shall be given to the issuing District, (c) shall be signed by the City Manager or the City Manager's designee, and (d) shall specifically identify the Party in default and the provision(s) in the applicable consent resolution, this Agreement and/or the applicable Second Amended and Restated Consent Agreement Water Oak Subdivision and Parkside on the River Subdivision (WCMUD No. 25 and Parkside on the River MUD No. 1) Page 14 of 28 Development Agreement for which the issuing District or applicable Developer Party is in default. It shall not be a basis for a City Objection that the City disagrees with the issuing District's financial advisor as to the financial feasibility of the Bonds so long as the proposed Bonds are approved by the TCEQ, if required, and the Attorney General. In the event a City Objection is timely given to the issuing District with respect to a specific Bond issue, the City and the issuing District shall cooperate to resolve the City Objection within a reasonable time, and (a) as to POR MUD No. 1 and the Additional District, the Bonds to which the City Objection applies shall not be issued until the City Objection has been cured or waived, and (b) as to WCMUD No. 25, WCMUD No. 25 hereby agrees that it shall not pay proceeds from the Bonds to the defaulting Developer Party until the breach is cured, as more particularly provided in Section 13.03. 11.06 Official Statements. Within thirty (30) days after the issuing District closes the sale of each series of Bonds, the issuing District shall deliver to the City Secretary, City Manager and the City Director of Finance and Administration a copy of the final official statement for such series of the Bonds at no cost to the City. The provisions of this Section 11.06 shall apply uniformly to the Districts. 11.07 Reporting. Each District shall: (a) send a copy of each order or other action setting an ad valorem tax rate to the City Secretary, City Manager and City Director of Finance and Administration within thirty (30) days after the District adopts the rate; (b) send a copy of each annual audit to the City Secretary, City Manager and City Director of Finance and Administration; and (c) provide copies of any material event notices filed under applicable federal securities laws or regulations to the City Secretary, City Manager and City Director of Finance and Administration within thirty (30) days after filing such notices with the applicable federal agency. The provisions of this Section 11.07 shall apply uniformly to the Districts. 11.08 Reimbursement Agreements. WCMUD No. 25 agrees not to issue Bonds, except for refunding Bonds, on or after the date that is fifteen (15) years after the First Bond Issuance Date. POR MUD No. 1 and the Additional District each agree not to issue Bonds, except for refunding Bonds, on or after the date that is fifteen (15) years after the date of first Bond issuance by each of them, respectively. ARTICLE XII AUTHORITY, PURPOSE AND NOTICE 12.01 Authority. This Agreement is entered into under the statutory authority of Section 54.016 of the Texas Water Code and Sections 42.042 and 212.172 of the Texas Local Government Code. 12.02 Purpose. The Parties acknowledge and agree that the creation of the Districts and the City's consent thereto are for purposes that include promoting the orderly development and extension of City services to the Land upon annexation into the corporate limits of the City as allowed by the terms and conditions of this Agreement and applicable laws. 12.03 Notice. As to each of POR MUD No. 1 and the Additional District, within thirty (30) days after the applicable District Confirmation Date, POR MUD No. 1 or the Additional Second Amended and Restated Consent Agreement Water Oak Subdivision and Parkside on the River Subdivision (WCMUD No. 25 and Parkside on the River MUD No. 1) Page 15 of 28 District shall file in the real property records of Williamson County a notice in the form required by Section 49.452 of the Texas Water Code. ARTICLE XIII TERM, ASSIGNMENT AND REMEDIES 13.01 Term. This Agreement shall be effective from the Effective Date and shall continue in effect as to WCMUD No. 25 and the Developer Parties until WCMUD No. 25 is dissolved and its obligations are fully assumed by the City, in the City's sole election, or until terminated in writing by WCMUD No 25 and the Developer Parties. This Agreement shall be effective from the Effective Date and shall continue in effect as to POR MUD No. 1, the Additional District and HM Parkside until POR MUD No. 1 or the Additional District (as appropriate) is dissolved and its obligations are fully assumed by the City, at the City's sole election, or until terminated in writing by mutual agreement of the City, POR MUD No. 1 (as to POR MUD No. 1), the Additional District (as to the Additional District) and HM Parkside. 13.02 Assignment. (a) The City may only assign this Agreement with the written consent of those Developer Parties that own developable portions of the Land affected by the assignment and each District affected by the assignment. (b) A District may only assign this Agreement with the written consent of the City and those Developer Parties that own developable portions of the Land affected by the assignment. A District undertaking an assignment is not required to obtain consent from any other District prior to an assignment. (c) A Developer Party may assign this Agreement (i) to an Authorized Assignee as provided in Section 13.02(c)(1), or (ii) pursuant to Section 13.02(c)(2), and not otherwise. A Developer Party undertaking an assignment is not required to obtain consent from any other Developer Party prior to making an assignment. (1) HM Parkside and HM-CR may assign this Agreement to their respective Authorized Assignees if the assignment is in connection with transfers of all or portions of the Land to the Authorized Assignee, either by a single assignment or through one or more partial assignments, in each instance without the prior written consent of the City or the District in which the applicable Land is located. Any such assignment by HM Parkside or HM-CR to their Authorized Assignee must be accompanied by an assignment by HM Parkside or HM-CR (as appropriate) to its Authorized Assignee of its interest in the Parkside Development Agreement as to the portion of the Land so conveyed. A copy of any such assignment must be delivered to the City and the applicable District within 15 days after execution, (2) Except as set out in Section 13.02(c)(1), the rights and obligations of the Developer Parties under this Agreement may only be assigned by a Second Amended and Restated Consent Agreement Water Oak Subdivision and Parkside on the River Subdivision (WCMUD No. 25 and Parkside on the River MUD No. 1) Page 16 of 28 Developer Party in accordance with the provisions of this Section 13.02(c)(2). A Developer Party may from time to time assign this Agreement, in whole or in part, and including any obligation, right, title or interest of that Developer Party under this Agreement: (i) to a District (after the applicable District Confirmation Date) or (ii) to a third party (an "Assignee"), provided that as to any such assignment the following conditions are satisfied: A. the City has given its written consent to allow the Assignee to concurrently assume all obligations of the assigning Developer Party under the applicable Development Agreement as to the portion of the Land conveyed to the Assignee (directly or as security for financing); B. If to an Assignee and not a District, the Assignee either is a successor owner of all or any part of the Land or is a lender to a successor owner of all or any part of the Land; C. If to an Assignee and not a District, the Assignee has a contractual right to be reimbursed for water, sewer, road or drainage improvements from Bonds (or has a lien or other security interest in such reimbursements); D. the assignment is in writing executed by the assigning Developer Party, the Assignee, and the City; E. the Assignee expressly assumes in the assignment all assigned obligations and expressly agrees in the assignment to observe, perform, and be bound by this Agreement to the extent this Agreement relates to the obligations, rights, titles, or interests assigned; F. the assigning Developer Party is then in compliance with all terms and conditions of the applicable Development Agreement and this Agreement; and G. a copy of the executed assignment is provided to all Parties within 15 days after execution. Provided all of the foregoing conditions are satisfied, from and after the date an assignment is executed by the assigning Developer Party and the District or Assignee, the City agrees to look solely to the District or Assignee for the performance of all obligations assigned to such District or Assignee and agrees that the assigning Developer Party shall be released from performing the assigned obligations and from any liability that results from the District's or Assignee's failure to perform the assigned obligations. No assignment by a Developer Party shall release the assigning Developer Party from any liability that resulted from an act or omission by the assigning Developer Party that occurred prior to the effective date of the assignment. The assigning Developer Party shall maintain written records of all assignments made by it (including, for each Assignee, the notice information required by this Agreement and a copy of each executed assignment) and, upon Second Amended and Restated Consent Agreement Water Oak Subdivision and Parkside on the River Subdivision (WCMUD No. 25 and Parkside on the River MUD No. 1) Page 17 of 28 written request from any Party or Assignee, shall provide a copy of such records to the requesting person or entity. (d) All assignments by a Developer Party to an Assignee or Authorized Assignee relating to developable portions of Land in WCMUD No. 25 are subject to the assignment by the Developer Parties, Assignee, and Authorized Assignees of their reimbursement rights for Bonds issued in WCMUD No. 25 to pay the Master Development Fee set out in Section 8.03. (e) Any assignment or attempted assignment by a Party that is not in conformance with this Section 13.02 is void and shall have no force or effect. (f) It is specifically intended that this Agreement, and all terms, conditions and covenants herein, shall survive a transfer, conveyance, or assignment occasioned by the exercise of foreclosure of lien rights by a creditor or a Party, whether judicial or non judicial. This Agreement shall be binding upon and inure to the benefit of the Parties and their respective successors and assignees. (g) This Agreement is not intended to be binding upon, or create any encumbrance to title as to, any ultimate consumer who purchases a fully developed and improved lot within the Land, nor is it intended to confer upon any such person the status of third -Party beneficiary. 13.03 Remedies. In the event of default by any Party (a "Defaulting Party"), any non - defaulting Party may give the Defaulting Party written notice specifying the default (a "Default Notice"). If the Defaulting Party fails to fully cure any default that can be cured by the payment of money ("Monetary Default") within 30 days after receipt of the Default Notice, or fails to commence the cure of any default specified in the Default Notice that is not a Monetary Default within 30 days of the date of the Default Notice, and thereafter to diligently pursue such cure to completion, then the other Party(ies) shall be entitled to a proper writ issued by a court of competent jurisdiction compelling and requiring the Defaulting Party to observe and perform the covenants, obligations and conditions described in this Agreement. If a Developer Party is the Defaulting Party, no District may pay proceeds from Bonds to the Defaulting Party until the Defaulting Party has cured the default but instead such District shall retain all such proceeds payable to the Defaulting Party pending cure (the District can issue Bonds and pay the proceeds from the Bonds to the City as an installment of the Master Development Fee, or to a non - defaulting Developer Party without regard to the default). The City shall have all rights to enjoin the payment of Bond proceeds to a Defaulting Party during any period during which a default or breach remains uncured under this Section. No Defaulting Party shall enter into any agreements with the Districts or seek reimbursement from the Districts for any expenses incurred in connection with the Districts or the development of the Land until the default or breach has been cured. Second Amended and Restated Consent Agreement Water Oak Subdivision and Parkside on the River Subdivision (WCMUD No. 25 and Parkside on the River MUD No. 1) Page 18 of 28 13.04 Cooperation. (a) The Parties agree to execute such further documents or instruments as may be necessary to evidence their agreements hereunder. (b) HM Parkside covenants to cause POR MUD NO. 1 and the Additional District to approve, execute, and deliver to the City a signed copy of this Agreement within 90 days after the applicable District Confirmation Date. (c) If POR MUD No. 1 or the Additional District fails to approve, execute and deliver to the City this Agreement, or another other agreement or document required by this Agreement or required to give effect to one or more terms of this Agreement, within the periods referenced herein, and such failure is not cured after fifteen (15) days after notice from the City to HM Parkside and the non -compliant District, such failure shall operate as a material breach of this Agreement by HM Parkside and the following provisions shall apply: the noncompliant District shall not take affirmative action to issue Bonds, and HM Parkside shall not enter into any agreements with or seek or receive reimbursement from a noncompliant District until the failure has been cured. The City shall have all rights to enjoin the issuance of Bonds by a noncompliant District during any period during which a material breach exists under this Section. (d) In the event of any third Party lawsuit or other claim relating to the validity of this Agreement or any actions taken hereunder, the Parties agree to cooperate in the defense of such suit or claim, and to use their respective best efforts to resolve the suit or claim without diminution in their respective rights and obligations under this Agreement. ARTICLE XIV MISCELLANEOUS PROVISIONS 14.01 Notice. All notices, requests or other communications required or permitted by this Agreement shall be in writing and shall be sent by (i) by overnight courier or hand delivery, or (ii) certified mail, postage prepaid, return receipt requested, and addressed to the Parties at the following addresses, or to such other address as a Party may from time to time designate by giving notice in writing to the other Parties: CITY: City of Georgetown 808 Martin Luther King Street Georgetown, Texas 78726 or P.O. Box 409 Georgetown, Texas 78627 Attn: City Manager with copies to: City of Georgetown City Attorney 808 Martin Luther King Street Georgetown, Texas 78726 or Second Amended and Restated Consent Agreement Water Oak Subdivision and Parkside on the River Subdivision (WCMUD No. 25 and Parkside on the River MUD No. 1) Page 19 of 28 P.O. Box 409 Georgetown, Texas 78627 Attn: City Attorney LWO: Laredo WO, Ltd. c/o Galo Properties 1175 W. Bitters Road, Suite 100 San Antonio, Texas 78216 Attn: A. Bradford Galo Phone: (210) 807-5104 with copies to: Law Office of Ronald W. Hagauer 1602 N. Loop 410, Suite L1102 San Antonio, Texas 78248 Attn: Ron Hagauer Phone: (210) 479-3231 HM Parkside: HM Parkside, LP 1011 N. Lamar Blvd. Austin, TX 78703 Attn: Blake J. Magee, President Phone: (512) 481-0303 With copies to: Ann E. Vanderburg Hurst Savage & Vanderburg, LLP 814 West loth Street Austin, Texas 78701-2005 Phone: (512) 474-8401 HM CR: HM CR 176-2243, LP 1011 N. Lamar Blvd. Austin, TX 78703 Attn: Blake J. Magee, President Phone: (512) 481-0303 With copies to: Ann E. Vanderburg Hurst Savage & Vanderburg, LLP 814 West loth Street Austin, Texas 78701-2005 Phone: (512) 474-8401 WCMUD No. 25: Williamson County Municipal Utility District No. 25 c/o Allen Boone Humphries Robinson LLP 1108 Lavaca Street, Suite 510 Austin, Texas 78701 Attn: Mr. Trey Lary Phone: (512) 518-2424 Second Amended and Restated Consent Agreement Water Oak Subdivision and Parkside on the River Subdivision (WCMUD No. 25 and Parkside on the River MUD No. 1) Page 20 of 28 POR MUD No. 1: Parkside on the River MUD No. 1 c/o Armbrust & Brown, PLLC 100 Congress Avenue, Suite 1300 Austin, Texas 78701 Attn: Sue Brooks Littlefield Phone: (512) 435-2300 The Parties may change their respective addresses to any other address within the United States of America or designate additional persons to receive notice by giving at least five (5) days' written notice to the other Party. 14.02 Severability; Waiver. (a) If any provision of this Agreement is illegal, invalid, or unenforceable, under present or future laws, it is the intention of the Parties that the remainder of this Agreement not be affected, and, in lieu of each illegal, invalid, or unenforceable provision, that a provision be added to this Agreement which is legal, valid, and enforceable and is as similar in terms to the illegal, invalid or enforceable provision as is possible. (b) Any failure by a Party to insist upon strict performance by another Party of any provision of this Agreement will not be deemed a waiver thereof or of any other provision, and such Party may at any time thereafter insist upon strict performance of any and all of the provisions of this Agreement. 14.03 Applicable Law and Venue. The interpretation, performance, enforcement and validity of this Agreement are governed by the laws of the State of Texas. Venue will be in a court of appropriate jurisdiction in Williamson County, Texas. 14.04 Entire Agreement. This Agreement together with the Exhibits and terms and conditions incorporated herein by reference contains the entire agreement of the Parties. Save and except the Development Agreements, there are no other agreements or promises, oral or written, between the Parties regarding the subject matter of this Agreement. To the extent of any conflict between a Development Agreement and this Agreement, the terms of this Agreement shall control concerning the subject matters addressed in this Agreement, except where the Parties have specifically agreed in this Agreement that a Development Agreement shall control in the event of a conflict. 14.05 Amendment by Agreement. This Agreement (a) may be amended as to all of the Land at any time by mutual written agreement of the City, all Developer Parties (or their respective successors and/or permitted assigns) and all Districts (to the extent a District Confirmation Date has occurred as to the District), or (b) may be terminated or amended as to a portion of the Land by mutual written agreement of the City, the Developer Parties that have not received all developer reimbursements from a District attributable to the portion of the Land affected by the amendment or termination (or their respective successors and/or permitted assigns), and the District or Districts within which such portion of the Land is located. Notwithstanding the preceding sentence, at such time as any one or more of the Developer Parties has received all developer reimbursements from the applicable District, this Second Amended and Restated Consent Agreement Water Oak Subdivision and Parkside on the River Subdivision (WCMUD No. 25 and Parkside on the River MUD No. 1) Page 21 of 28 Agreement may be amended by mutual written agreement of the remaining Developer Parties, if any; the District or Districts in question; and the City, and the joinder of those Developer Parties that have received all developer reimbursements from the District in question will not be required. A Developer Party may assign to a District its rights to approve amendments and such assignment is not subject to the requirements of Section 13.02. 14.06 Exhibits, Headings, Construction and Counterparts. All schedules and exhibits referred to in or attached to this Agreement are incorporated into and made a part of this Agreement for all purposes. The paragraph headings contained in this Agreement are for convenience only and do not enlarge or limit the scope or meaning of the paragraphs. Wherever appropriate, words of the masculine gender may include the feminine or neuter, and the singular may include the plural, and vice -versa. The Parties acknowledge that they have been actively and equally involved in the negotiation of this Agreement. Accordingly, the rule of construction that any ambiguities are to be resolved against the drafting Party will not be employed in interpreting this Agreement or any exhibits hereto. This Agreement may be executed in any number of counterparts, each of which will be deemed to be an original, and all of which will together constitute the same instrument. This Agreement will become effective as of the Effective Date only when one or more counterparts, individually or taken together, bear the signatures of all of the Initial Parties. 14.07 Time. Time is of the essence of this Agreement. In computing the number of days for purposes of this Agreement, all days will be counted, including Saturdays, Sundays and legal holidays; however, if the final day of any time period falls on a Saturday, Sunday or legal holiday, then the final day will be deemed to be the next day that is not a Saturday, Sunday or legal holiday. 14.08 Notice to End Buyer. The Districts shall fully comply with the notice requirements of Section 49.453 of the Texas Water Code. At the time each prospective End Buyer contracts for the purchase of a lot or a home in a District, and at the time each End Buyer closes on the purchase of a lot or a home in a District, the Developer Party shall give or cause to be given to the End Buyer the disclosure notices required by Section 49.452 of the Texas Water Code. For the purposes of this Agreement, the Parties agree that the term "End Buyer" shall mean an owner, tenant or occupant of a Lot, regardless of the proposed use of such Lot, where "Lot" means a legal lot included in a final subdivision plat approved by the applicable governmental authorities. 14.09 Authority for Execution. By their signatures hereon, each Party certifies, represents, and warrants that the execution of this Agreement is duly authorized and adopted in conformity with its charter, ordinances, rules, regulations, and all other governing documents applicable to said Party. 14.10 City Consent and Approval. Except for the procedures with respect to City Objections in Section 11.05, in any provision of this Agreement that provides for the consent or approval of the City staff or City Council, such consent or approval may be withheld or conditioned by the City staff or City Council at its sole discretion. Second Amended and Restated Consent Agreement Water Oak Subdivision and Parkside on the River Subdivision (WCMUD No. 25 and Parkside on the River MUD No. 1) Page 22 of 28 14.11 Exhibits. The following exhibits are attached to this Agreement, and made a part hereof for all purposes: Exhibit A Description of Original Land (1354.48 Acres) Exhibit B Description of Remainder Property Exhibit C Description of 2243 South Tract Exhibit D Depiction of Parkside Property Exhibit E Outline of WCMUD No. 25 Boundaries Exhibit F City of Georgetown Resolution No. 082719-W (including its attachments) Exhibit G Description of Exclusion Tract No. 2 Exhibit H Description of Land Exhibit I POR MUD No. 1 Boundary Exhibit J City of Georgetown Resolution No. 10082019-0 consenting to annexation of the 2243 South Tract into WCMUD No. 25 Exhibit K Master Development Fee Formula 14.12 Effective Date; Recordation. Once executed by the Initial Parties, this Agreement shall be effective as of the Effective Date. This Agreement shall be recorded in the records of Williamson County at the Developer Party's expense. 14.13 Effect on Original Consent Agreement and Consent Ordinance. This Second Amended and Restated Consent Agreement totally supersedes and replaces the Original Consent Agreement, and the Original Consent Agreement shall have no further force or effect after the Effective Date. To the extent of a conflict between this Agreement and UDC Section 13.10, this Agreement shall control. IN WITNESS WHEREOF, the undersigned Parties have executed this Agreement on the dates indicated below. (notarized signature pages follow) Second Amended and Restated Consent Agreement Water Oak Subdivision and Parkside on the River Subdivision (WCMUD No. 25 and Parkside on the River MUD No. 1) Page 23 of 28 CITY OF GEORGETOWN, TEXAS By: (A4Z (� M Name: Dale Ross Title: Mayor ATTEST: By: Robyn ensinore, City Secretary APPROVED AS TO FORM: By: Charlie McNabb, City Attorney STATE OF TEXAS COUNTY OF WILLIAMSON § This instrument was acknowledged before me theday of , 2019, by Dale Ross, Mayor of the City of Georgetown, Texas, a home -rule city, on behalf of the City. (seal) '&tV6 _4XZ_ Not; ry Public Stat of Texas EF-;, LINDA RUTH WHITE My Notary ID # 124936123 Expires May 24, 2020 Second Amended and Restated Consent Agreement Water Oak Subdivision and Parkside on the River Subdivision (WCMUD No. 25 and Parkside on the River MUD No. 1) Page 24 of 28 LAREDO WO, LTD., a Texas limited partnership 0 STATE OF TEXAS § COUNTY OF BEXAR § By: ABG ENTERPRISES, LTD., a Texas limited partnership, its General Partner By: GALO, INC., a Texas corporation, its General Partner Name: A. Brad Galo Title: Chief Executive Officer This instrument was acknowledged before me the day of 2019, by A. Brad Galo, Chief Executive Officer of Galo, Inc., general partner of ABG ENTERPRISES, LTD., a Texas limited partnership, as General Partner of LAREDO W.O. LTD., a Texas limited partnership, on behalf of said corporation and partnerships. (seal) Notary Public State of Texas Second Amended and Restated Consent Agreement Water Oak Subdivision and Parkside on the River Subdivision (WCMUD No. 25 and Parkside on the River MUD No. 1) Page 25 of 28 HM PARKSIDE, LP, a Texas limited partnership By: Hanna/Magee GP #1, Inc., a Texas corporation, General Partner IM STATE OF TEXAS COUNTY OF TRAVIS Blake J. Magee, President This instrument was acknowledged before me the day of , 2019, by Blake J. Magee, President of Hanna/Magee GP #1, Inc., a Texas corporation, General Partner of HM PARKSIDE, LP, a Texas limited partnership, on behalf of said corporation and partnership. (seal) Notary Public State of Texas Second Amended and Restated Consent Agreement Water Oak Subdivision and Parkside on the River Subdivision (WCMUD No. 25 and Parkside on the River MUD No. 1) Page 26 of 28 HM CR 176-2243, LP, a Texas limited partnership By: Hanna/Magee GP #1, Inc., a Texas corporation, General Partner Blake J. Magee, President STATE OF TEXAS COUNTY OF TRAVIS This instrument was acknowledged before me the day of , 2019, by Blake J. Magee, President of Hanna/Magee GP #1, Inc., a Texas corporation, General Partner of HM CR-176-2243, LP, a Texas limited partnership, on behalf of said corporation and partnership. (seal) Notary Public State of Texas Second Amended and Restated Consent Agreement Water Oak Subdivision and Parkside on the River Subdivision (WCMUD No. 25 and Parkside on the River MUD No. 1) Page 27 of 28 WILLIAMSON COUNTY MUNICIPAL UTILITY DISTRICT NO. 25 By: Printed Name: Title: ATTEST: By: Name: Title: STATE OF TEXAS § COUNTY OF WILLIAMSON § This instrument was acknowledged before me on the day of , 2019, by , President of Williamson County Municipal Utility District No. 25, a municipal utility district operating under Chapters 49 and 54 of the Texas Water Code. (seal) Notary Public State of Texas Second Amended and Restated Consent Agreement Water Oak Subdivision and Parkside on the River Subdivision (WCMUD No. 25 and Parkside on the River MUD No. 1) Page 28 of 28 EXHIBIT A 1354.715 ACRES ABG DEVELOPMENT WATER OAK DESCRIPTION FN. NO. 11-406(ACD) DECEMBER 5, 2011 BPI JOB NO. 1640-12 OF 1354.715 ACRES OF LAND OUT OF THE J. THOMPSON SURVEY, ABSTRACT NO. 608; I. & G. N. R.R. SURVEY, ABSTRACT NO. 744; KEY WEST IRRIGATION SURVEY, ABSTRACT NO. 711; J.T. CHURCH SURVEY, ABSTRACT NO. 140; J.D. JOHNS SURVEY, ABSTRACT NO. 365; W.E. PATE SURVEY, ABSTRACT NO. 836; D. MEDLOCK SURVEY, ABSTRACT NO. 839; R. MILBY SURVEY, ABSTRACT NO. 459; J. BERRY SURVEY, ABSTRACT NO. 98; A.H. PORTER SURVEY, ABSTRACT NO. 490, AND ISAAC DONAGAN SURVEY, ABSTRACT NO. 178, SITUAUTED IN WILLIAMSON COUNTY, TEXAS; BEING COMPRISED OF THE FOLLOWING TRACTS OF LAND: A PORTION OF THAT CERTAIN 53.61 ACRE TRACT DESCRIBED IN A DEED TO LAREDO WO, LTD., OF RECORD IN DOCUMENT NO. 2007014286 OF THE OFFICIAL PUBLIC RECORDS OF WILLIAMSON COUNTY,TEXAS, ALL OF THAT CERTAIN 330.24 ACRE TRACT AND ALL THAT CERTAIN 15.56 ACRE TRACT DESCRIBED IN A DEED TO LAREDO WO, LTD., OF RECORD IN DOCUMENT NO. 2007014285 OF SAID OFFICIAL PUBLIC RECORDS, ALL THAT CERTAIN 44.314 ACRE TRACT, ALL THAT CERTAIN 78.399 ACRE TRACT AND ALL THAT CERTAIN 203.137 ACRE TRACT DESCRIBED IN A DEED TO LAREDO WO, LTD., OF RECORD IN DOCUMENT NO. 2007014282 OF SAID OFFICIAL PUBLIC RECORDS, ALL THAT CERTAIN 71.00 ACRE TRACT AND ALL THAT CERTAIN 195.173 ACRE TRACT DESCRIBED IN A DEED TO LAREDO WO, LTD., OF RECORD IN DOCUMENT NO. 2007014280 OF SAID OFFICIAL PUBLIC RECORDS, AND ALL THAT CERTAIN 324.00 ACRE TRACT DESCRIBED IN A DEED TO LAREDO WO, LTD., OF RECORD IN DOCUMENT NO. 2007014278 OF SAID OFFICIAL PUBLIC RECORDS; AND A PORTION OF THAT CERTAIN 192.314 ACRE TRACT DESCRIBED IN A DEED TO LAREDO WO, LTD., OF RECORD IN DOCUMENT NO. 2007014289, OF SAID OFFICIAL PUBLIC RECORDS; SAID 1354.715 ACRES BEING MORE PARTICULARLY DESCRIBED BY METES AND BOUNDS AS FOLLOWS: BEGINNING, at a 1/2-inch iron rod with cap set on the northerly right-of-way line of F.M. Highway 2243 (80' R.O.W.), being the southeasterly corner of said 195.193 acre tract and the southwesterly corner of that certain that certain 51.56 acre tract described in the Deed to Charles Grady Barton of record in Volume 1976, Page 703, Official Records of Williamson County, Texas for the southeasterly corner hereof, from which a TXDOT concrete right-of-way monument found bears N69°01150"E, a distance of 366.89 feet; THENCE, along said northerly right-of-way line of F.M. 2243, being in part the southerly line of said 51.56 acre tract, in part the southerly line of said 195.193 acre tract; and in part the southerly line of said 71.00 acre tract, for a portion of the southerly line hereof, the following five (5) courses and distances: 1) S69001150"W, a distance of 1585.42 feet to a TXDOT concrete right -of --way monument found for the point of curvature of a curve to the right, being at or near F.M. 2243 Station 343+85.77, 40' left; FN. NO. 11-406(ACD) DECEMBER 5, 2011 PAGE 2 OF 15 2) Along said curve to the right, having a radius of 2824.79 feet, a central angle of 17014'00", an arc length of 849.64 feet, and a chord which bears S77°38'50"W, a distance of 846.44 feet to a TXDOT concrete right-of-way monument found at the end of said curve, at or near F.M. 2243 Station 335+24.10, 40' left; 3) S86015'50"W, passing at a distance of 237.23 feet a cotton spindle found for the southerly common corner of said 195.2 acre tract and said 93.60 acre "Tract B", continuing for a total distance of 563.49 feet to a 1/2-inch iron rod with cap set for the point of curvature of a curve to the left, at or near F.M. 2243 Station 329+60.61, 40' left;; 4) Along said curve to the left having a radius of 1949.86 feet, a central angle of 16°31'30", an arc length of 562.37 feet, a chord which bears S78000105"W, a distance of 560.42 feet to a 1/2-inch iron rod with cap set for the end of said curve, at or near F.M. 2243 Station 315+46.60, from which a TXDOT concrete monument found bears N86°57'16"E, a distance of 1.21 feet; 5) S69044120"W, a distance of 71.58 feet to 1/2-inch iron rod with cap found for the southeasterly corner of the remainder of that certain 93.60 acre Tract "B" described in the Partition and Exchange Deed of record in Document No. 2005043418, of said Official Public Records and a reentrant corner hereof, from which a 1/2-inch iron rod set for the southeasterly corner of a called 93.60 acre tract described as "Tract A", having been conveyed to Arthur Winston Faubion, an undivided 61.5%; and Gordon Winston Faubion, an undivided 38.5%; by the Partition and Exchange Deed of record in said Document No. 2005043418 and being the southwesterly corner of said 93.60 acre "Tract B" bears S69°44120"W, a distance of 375.09 feet and from which 1/2-inch iron rod set, a 1/2-inch iron rod found bears S10°42'53"E, a distance of 0.61 feet, a TXDOT concrete right-of-way monument found on said northerly right-of-way line, at or near Station 305+56.60, 40' left bears S73012154"W, a distance of 1397.29 feet (direct survey tie); THENCE, N10°42'53"W, leaving the northerly right-of-way line of said F.M. 2243, severing said 93.60 acre "Tract B", a distance of 2663.31 feet to a 1/2-inch iron rod with cap set in the northerly line of 93.60 acre "Tract B", being the southerly line of said 78.399 acre tract, for an interior ell corner hereof; THENCE, in part along the northerly line of said 93.60 acre "Tract B" and in part the northerly line of said 93.60 acre "Tract A", being in part the southerly line of said 78.399 acre tract and the southerly line of said 44.314 acre tract, as found fenced and used on the ground, for a portion of the southerly line hereof, the following five (5) courses and distances: 1) S69014'38"W, a distance of 375.65 feet to a 1/2--inch iron rod with cap found; t FN. NO. 11-406(ACD) DECEMBER 5, 2011 PAGE 3 OF 15 2) S69012150"W, a distance of 185.31 feet to a nail found in a 14" Elm; 3) S69°16' 08"W, a distance of 386.65 feet to a 1/2-inch iron rod with cap found; 4) S69°43'16"W, a distance of 277.23 feet to a 1/2-inch iron rod with cap found; 5) S69032'42"W, a distance of 957.58 feet to a 1/2-inch iron rod with cap found, for the common occupied westerly corner of said 93.60 acre "Tract A" and said 44.314 acre tract, being in the easterly line of said 330.24 acre tract, for an interior ell corner hereof; THENCE, with the westerly line said 93.60 acre "Tract A" and the easterly line of said 330.24 acre tract, generally along a fence, for a portion of the southerly line hereof, the following three courses and distances: 1) S21020'32"E, a distance of 854.10 feet to a 1/2-inch iron rod with cap found; 2) S20056159"E, a distance of 931.00 feet to a 1/2-inch iron rod with cap found; 3) S20044'17"E, passing at a distance of 754.61 feet a 1/2-inch iron rod with cap found, continuing for a total distance of 756.00 feet to a 1/2-inch iron rod with cap set on said northerly right-of-way line of F.M. 2243, for the common southerly corner of said 93.60 acre "Tract A" and said 330.24 acre tract; THENCE, along said northerly right-of-way line of F.M. 2243, being in part the southerly line of said 330.24 acre tract and the southerly line of said 53.61 acre tract, for a portion of the southerly line hereof, the following two (2) courses and distances; 1) Along a curve to the right, having a radius of 5689.58 feet, a central angle of 00°38'26", an arc length of 63.62 feet, and a chord which bears S79°19'07"W, a distance of 63.61 feet to a broken TXDOT concrete right-of-way monument found for the end of said curve; 2) S79038120"W, a distance of 2844.63 feet to a 1/2-inch iron rod with cap stamped "BPI" set for the southwesterly corner hereof; THENCE, leaving said northerly right-of-way line, over and across said 53.61 acre tract, for a portion of the irregular westerly line hereof, the following eight (8) courses and distances: 1) N28025'04"E, a distance of 160.70 feet to a 1/2-inch iron rod with cap stamped "BPI" set at the beginning of a non -tangent curve to the left; FN. NO. 11-406(ACD) DECEMBER 5, 2011 PAGE 4 OF 15 2) Along said curve, having a radius of 552.50 feet, a central angle of 16006132", an arc length of 155.34 feet, and a chord which bears N18024'54"W, a distance of 154.82 feet to a 1/2- inch iron rod with cap stamped "BPI" set at the end of said curve; 3) N26028110"W, a distance of 157.44 feet to a 1/2-inch iron rod with cap stamped "BPI" set at the beginning of a non -tangent curve to the left; 4) Along said curve, having a radius of 25.00 feet, a central angle of 89°11'29", an arc length of 38.92 feet, and a chord which bears N71°03'54"W, a distance of 35.10 feet to a 1/2- inch iron rod with cap stamped "BPI" set at the end of said curve; 5) N27014'19"W, a distance of 65.03 feet to a 1/2-inch iron rod with cap stamped "BPI" set at the beginning of a non -tangent curve to the left; 6) Along said curve, having a radius of 25.00 feet, a central angle of 91011'32", an arc length of 39.79 feet, and a chord which bears N19007136"E, a' distance of 35.72 feet to a 1/2- inch iron rod with cap stamped "BPI" set at the end of said curve; 7) N26028'10"W, a distance of 150.25 feet to a 1/2-inch iron rod with cap stamped "BPI" set at the beginning of a non -tangent curve to the right; 8) Along said curve, having a radius of 840.50 feet, a central angle of 45'58'22", an arc length of 674.40 feet, and a chord which bears N03028159"W, a distance of 656.45 feet to a 1/2- inch iron rod with cap stamped "BPI" set on an easterly line of said 53.61 acre tract, being a westerly line of said 330.24 acre tract, for an angle point; THENCE, along the easterly line of said 53.61 acre tract, being the westerly line of said 330.24 acre tract, for a portion of the irregular westerly line hereof, the following nine (9) courses and distances: 1) S88002125"W, a distance of 4.10 feet to a 1/2-inch iron rod found at the beginning of a non -tangent curve to the left; 2) Along said curve, having a radius of 529.50 feet, a central angle of 21°38'12", an arc length of 199.96 feet, and a chord which bears S77°13119"W, a distance of 198.77 feet to a PK nail found at the end of said curve; FN. NO. 11-406(ACD) DECEMBER 5, 2011 PAGE 5 OF 15 3) N32053'30"W, a distance of 44.53 feet to a 1/2-inch iron rod found at an angle point; 4) N34039143"W, a distance of 239.78 feet to a 1/2-inch iron rod found at an angle point; 5) N55°20'17"E, a distance of 450.00 feet to a 1/2-inch iron rod found at an angle point; 6) N34 °39' 43"W, a distance of 97.07 feet to a 1/2-inch iron rod found at the beginning of a non -tangent curve to the left; 7) Along said curve, having a radius of 60.00 feet, a central angle of 29°05'17", an arc length of 124.71 feet, and a chord which bears N24°52'55"E, a distance of 103.44 feet to a 1/2- inch iron rod found at the end of said curve; 8) N55020'17"E, a distance of 120.00 feet to a 1/2-inch iron rod found at an angle point; 9) N34039'43"W, a distance of 126.11 feet to a 1/2-inch iron rod found at the northeasterly corner of said 53.61 acre tract, being the southerly line of that certain 84.07 acre tract described in the deed to GBM Partners, of record in Document No. 2007032272, of said Official Public Records, for an angle point; THENCE, along the easterly line of said 84.07 acre tract being the westerly line of said 330.24 acre tract, for a portion of the irregular westerly line hereof, the following twelve (12) courses and distances: 1) N80°20'05"E, a distance of 307.48 feet to a 1/2-inch iron rod with cap found for an angle point; 2) N23041'11"W, a distance of 279.38 feet to a 1/2-inch iron rod with cap found for a point of curvature of a curve to the left; 3) Along said curve to the left, having a radius of 25.11 feet, a central angle of 72°13145", an arc length of 31.65 feet, and a chord which bears N63°28150"W, a distance of 29.60 feet to a 1/2--inch iron rod with cap found for the end of said curve; 4) N09°39'51"W, a distance of 50.00 feet to a 1/2-inch iron rod with cap found for an angle point; 5) N80020105"E, a distance of 155.74 feet to a 1/2-inch iron rod with cap found for an angle point; 6) N21006150"W, a distance of 186.45 feet to a 1/2-inch iron rod with cap found for an angle point; FN. NO. 11-406(ACD) DECEMBER 5, 2011 PAGE 6 OF 15 7) N30°29'37"W, a distance of 233.35 feet to a 1/2-inch iron rod with cap found for an angle point; 8) N23°41'11"W, a distance of 528.84 feet to a 1/2-inch iron rod with cap found for an angle point; 9) S66044'24"W, a distance of 125.00 feet to a 1/2-inch iron rod with cap found for an angle point; 10) N23°41'11"W, a distance of 409.01 feet to a 1/2-inch iron rod with cap found for an angle point; 11) N68°45'39"E, a distance of 108.54 feet to a 1/2-inch iron rod with cap found for an angle point; 12) N21014'21"W, a distance of 714.47 feet to a 1/2-inch iron rod found in the southerly line of that certain 433 acre tract described in the deed to Anne Vinther Patience, of record in Volume 989, Page 665, of said Official Records, the same being an angle point in the westerly line of said 330.24 acre tract, for an angle point hereof, from which the a 1/2-inch iron rod found for an angle point in the common line of said 433 acre tract and said 84.07 acre tract bears S14°11'42"W, a distance of 175.59 feet; THENCE, N14011142"E, along the easterly line of said 433 acre tract, being the westerly line of said 330.24 acre tract, for a portion of the westerly line hereof, a distance of 1508.94 feet to a nail with washer found at the northwesterly corner of said 330.24 acre tract, being the southwesterly corner of that certain 314.00 acre tract described in said Deed to Laredo WO, LTD., of record in Document No. 2007014286, of said Official Public Records, for an angle point; THENCE, leaving the easterly line of said 433 acre tract, along the southerly and easterly lines of said 314.00 acre tract, being the northerly line of said 330.24 acre tract and the westerly lines of said 203.137 acre tract and said 324.00 acre tract, for a portion of the irregular westerly line hereof, the following eleven (11) courses and distances: 1) S75048'18"E, a distance of 431.73 feet to a 1/2-inch iron rod found at the point of curvature of a curve to the right; 2) Along said curve, having a radius of 578.00 feet, a central angle of 32°24'34", an arc length of 326.95 feet, and a chord which bears S59036'01"E, a distance of 322.60 feet to a 1/2- inch iron rod found at the point of tangency of said curve; 3) S43023144"E, a distance of 1170.13 feet to a 1/2-inch iron rod found at the beginning of a non -tangent curve to the right; FN. NO. 11-406(ACD) DECEMBER 5, 2011 PAGE 7 OF 15 4) Along said curve, having a angle of 09°18'07", an arc which bears N55°24'17"E, a inch iron rod found at the radius of 1078.00 feet, a central length of 175.01 feet, and a chord distance of 174.82 feet to a 1/2- end of said curve; 5) N60°03121"E, a distance of 538.21 feet to a 1/2-inch iron rod found at the point of curvature of a curve to the left; 6) Along said curve, having a radius of 922.00 feet, a central angle of 52010'40", an are length of 839.64 feet, and a chord which bears N33°58'00"E, a distance of 810.93 feet to a 1/2- inch iron rod found at the point of tangency of said curve; 7) N07°52140"E, a distance of 108.32 feet to a 1/2-inch iron rod found at the point of curvature of a curve to the right; 8) Along said curve, having a radius of 978.00 feet, a central angle of 79°02113", an arc length of 1349.11 feet, and a chord which bears N47°23'47"E, a distance of 1244.65 feet to a 1/2-inch iron rod found at the point of tangency of said curve; 9) N86°54'53"E, a distance of 321.28 feet to a 1/2-inch iron rod found at the beginning of a non --tangent curve to the right; 10 ) Along said curve, having a angle of 03059' 50", an arc which bears N88°54'48"E, a inch iron rod found at the radius of 1078.00 feet, a central length of 75.20 feet, and a chord distance of 75.19 feet to a 1/2- end of said curve; 11) N22°06117"W, a distance of 2224.71 feet to a point in the centerline meanders of the South San Gabriel River, being the northerly line of said 324.00 acre tract, also being the southerly line of said 192.314 acre tract, for an angle point; THENCE, S6804712511W, along the northerly line of said 314.00 acre tract, being the southerly line of said 192.314 acre tract, for a portion of the irregular westerly line hereof, a distance of 57.95 feet to the southwesterly corner of said 192.314 acre tract, being the southeasterly corner of that certain 73.74 acre tract described in the deed to Dennis L. Chapman, and wife Karol G. Chapman, of record in Document No. 9545414 of said Official Records, for an angle point; THENCE, along the easterly line of said 73.74 acre tract, being the westerly line of said 192.314 acre tract, for a portion of the irregular westerly line hereof, the following ten (10) courses and distances: 1) N00010'15"W, a distance of 94.12 feet to a 1/2-inch iron rod found at an angle point; 2) N00°06'25"E, a distance of 765.27 feet to a 1/2-inch iron rod found at an angle point; FN. NO. 11-406 (ACD) DECEMBER 5, 2011 PAGE 8 OF 15 3) N00015' 54"W, a distance of 374.43 feet to a nail found at an angle point; 4) N04°32'45"E, a distance of 49.08 feet to a nail found at an angle point; 5) N02005'56"E, a distance of 31.02 feet to a nail found at an angle point; 6) N00004'52"E, a distance of 74.51 feet to a nail found at an angle point; 7) NO2°25102"W, a distance of 79.29 feet to a nail found at an angle point; 8) N00029' 19"W, a distance of 311.09 feet to a nail found at an angle point; 9) N01010138"W, a distance of 96.13 feet to a nail found at an angle point; 10) N02008159"E, a distance of 140.61 feet to a nail found at the southwesterly corner of that certain 106.000 acre tract conveyed to Zamin, L.P., by Deed of record in Document No. 2010065268, of said Official Public Records, for the western- most northwesterly corner hereof; THENCE, leaving the easterly line of said 73.74 acre tract, over and across said 192.314 acre tract, along the southerly line of said 106.000 acre tract, for a portion of the irregular northerly line hereof, the following sixteen (16) courses and distances: 1) S36025'52"E, a distance of 145.97 feet to a 1/2--inch iron rod with cap set for an angle point; 2) S40004140"E, a distance of 159.64 feet to a 1/2-inch iron rod with cap set for an angle point; 3) S65038'47"E, a distance of 83.14 feet to a 1/2-inch iron rod with cap set for an angle point; 4) N88053122"E, a distance of 622.87 feet to a cotton spindle set for an angle point; 5) N69°06'39"E, a distance of 153.64 feet to a cotton spindle set for an angle point; 6) N67°02'44"E, a distance of 133.64 feet to a 1/2-inch iron rod with cap set for an angle point; 7) S27021125"E, a distance of 172.95 feet to a 1/2-inch iron rod with cap set for an angle point; 8) S36036132"E, a distance of 272.53 feet to a 1/2-inch iron rod with cap set for an angle point; FN. NO. 11-406(ACD) DECEMBER 5, 2011 PAGE 9 OF 15 9) S82°53'15"E, a distance of 115.61 feet to a cotton spindle set for an angle point; 10) N56007'11"E, a distance of 186.34 feet to a 1/2-inch iron rod with cap set for an angle point; 11) N07051119"W, a distance of 67.58 feet to a 1/2-inch iron rod with cap set for an angle point; 12) N34°57'21"W, a distance of 1007.97 feet to a 1/2-inch iron rod with cap set for an angle point; 13) N55043' 32"E, a distance of 580.05 feet to a 1/2-inch iron rod with cap set for an angle point; 14) N32047'04"W, a distance of 120.64 feet to a 1/2-inch iron rod with cap set for an angle point; 15) N56000'28"E, a distance of 127.25 feet to a 1/2-inch iron rod with cap set at the beginning of a non -tangent curve to the right; 16) Along said curve, having a radius of 3928.88 feet, a central angle of 10°17'08", an arc length of 705.30 feet, and a chord which bears N61°09'02"E, a distance of 704.36 feet to a cotton spindle set on the easterly line of said 192.314 acre tract, being the westerly line of said 324.00 acre tract, also being the most easterly corner of said 106.000 acre tract, for an angle point; THENCE, along the easterly line of said 106.000 acre tract and said 192.314 acre tract, being the westerly line of said 324.00 acre tract, for a portion of the irregular northerly line hereof, the following three (3) courses and distances: 1) N16°22'04"W, a distance of 41.85 feet to a 1/2-inch iron rod found at an angle point; 2) S75051'25"W, a distance of 8.20 feet to a 1/2-inch iron rod found at an angle point; 3) N22°47'48"W, a distance of 162.35 feet to a 1/2-inch iron rod found at the southwesterly corner of that certain 1.0 acre tract conveyed to Serena Marshall, by Deed of record in Volume 1022, Page 947, of said Official Public Records, for an angle point; THENCE, leaving the easterly line of said 106,000 acre tract and said 192.314 acre tract, along the westerly line of said 324.00 acre tract and the southerly and easterly fenced lines of said 1.0 acre tract, for a portion of the irregular northerly line hereof, the following three (3) courses and distances: 1) N66°58115"E, a distance of 156.15 feet to a 1/2-inch iron rod with cap found at the southeasterly corner of said 1.0 acre tract, for an angle point; FN. NO. 11-406(ACD) DECEMBER 5, 2011 PAGE 10 OF 15 2) N40004'03"W, a distance of 225.44 feet to a 1/2-inch iron rod found, for an angle point; 3) N17°01'29"W, a distance of 166.80 feet to a 1/2-inch iron rod with cap found at the northeasterly corner of said 1.0 acre tract, being in the southerly line of that certain 3.65 acre tract conveyed to Gary Wayne Carpenter and wife, Pamela Marie Carpenter, by Deed of record in Volume 641, Page 662, of the Deed Records of Williams County, Texas, for an angle point; THENCE, along the fenced northerly line of said 324.00 acre tract and the southerly line of said 3.65 acre tract, for a portion of the irregular northerly line hereof, the following three (3) courses and distances: 1) N73°11'24"E, a distance of 120.22 feet to a 1/2-inch iron rod found for an angle point; 2) S3905451"E, a distance of 138.55 feet to a 1/2-inch iron rod found for an angle point; 3) S72025' 16"E, a distance of 16.36 feet to a 1/2-inch iron rod found at the southerly common corner of said 3.65 acre tract and that certain 3.61 acre tract described in the deed to William Homeyer and wife, Diane Homeyer, of record in Volume 641, Page 660, of said Deed records, for an angle point; THENCE, S74005144"E, continuing along the fenced northerly line of said 324.00 acre tract, being the southerly line of said 3.61 acre tract, for a portion of the irregularly northerly line hereof, a distance of 233.21 feet to a 1/2-inch iron rod found at the southerly common corner of said 3.61 acre tract and that certain 3.65 acre tract described in the deed to Mission Investment, of record in Document No. 2005041752, of said Official Public Records, for an angle point; THENCE, continuing along the fenced northerly line of said 324.00 acre tract, being the southerly and easterly lines of said 3.65 acre Mission Investment tract, for a portion of the irregular northerly line hereof, the following two (2) courses and distances: 1) S89°25'07"E, a distance of 226.37 feet to a 1/2-inch iron rod found at the southeasterly corner of said 3.65 acre Mission Investment tract, for an angle point; 2) N01054109"E, a distance of 580.44 feet to a 1/2-inch iron rod found at the northeasterly corner of said 3.65 acre Mission Investment tract, being in said southerly right-of-way line of SH 29 (100' R.O.W.), for the northern most northwesterly corner hereof; FN. NO. 11-406(ACD) DECEMBER 5, 2011 PAGE 11 OF 15 THENCE, S86051122"E, along said southerly right-of-way line of SH 29, being the northerly line of said 324.00 acre tract, for a portion of the irregular northerly line hereof, a distance of 1250.08 feet to a 1/2-inch iron rod found at the northeasterly corner of said 324.00 acre tract, being the northwesterly corner of that certain 20.26 acre tract conveyed to Brian Farney, by Deed of record in Document No. 2006090870 of said Official Public Records, for the northeasterly corner hereof; THENCE, leaving said southerly right-of-way line of SH 29, along the fenced easterly line of said 324.00 acre tract, being the westerly and southerly lines of said 20.26 acre tract, for a portion of the irregular easterly line hereof, the following three (3) courses and distances: 1) S21007'39"E, a distance of 1046.26 feet to a 1/2-inch iron rod found at the base of a fence corner post, being the southwesterly corner of said 20.26 acre tract, for an angle point; 2) S88034142"E, a distance of 699.50 feet to a 1/2-inch iron rod found for an angle point; 3) S88025'14"E, a distance of 177.79 feet to a 1/2-inch iron rod found at the southeasterly corner of said 20.26 acre tract, being in the fenced westerly line of that certain 22.5562 acre tract described in the deed to William Charles Bagwell and wife, Patricia C. Bagwell, of record in Volume 2232, Page 578, of said Official Records, for an angle point; THENCE, continuing along the fenced easterly line of said 324.00 acre tract, being in part the westerly line of said 22.5562 acre Bagwell tract and in part the westerly line of that certain 32.61 acre tract described in the deed to William Charles Bagwell and wife, Patricia C. Bagwell, of record in Volume 2438, Page 499, of said Official Records, for a portion of the irregular easterly line hereof, the following twelve (12) courses and distances; S07°05'31"E, a distance of 396.88 feet to a 1/2-inch iron rod found, for an angle point; S07000'59"E, a distance of 140.08 feet to a 1/2-inch iron rod found at the common westerly corner of said Bagwell tracts, for an angle point; S06°58'42"E, a distance of 347.80 feet to a 1/2-inch iron rod found, for an angle point; S07008'33"E, a distance of 120.67 feet to a 1/2-inch iron rod found, for an angle point; S07052132"E, a distance of 201.58 feet to a 1/2-inch iron rod found, for an angle point; S07052'24"E, a distance of 161.62 feet to a 1/2-inch iron rod found, for an angle point; FN. NO. 11-406(ACD) DECEMBER 5, 2011 PAGE 12 OF 15 7) S07022'37"E, a distance of 172.62 feet to a 1/2-inch iron rod found, for an angle point; 8) S08003'47"E, a distance of 149.47 feet to a 1/2-inch iron rod found, for an angle point; 9) S08015127"E, a distance of 319.11 feet to a 1/2-inch iron rod found, for an angle point; 10) S09050'24"E, a distance of 216.94 feet to a 1/2-inch iron rod found, for an angle point; 11) S08°50'33"E, a distance of 209.44 feet to a 1/2-inch iron rod found, for an angle point; 12) S00025'18"E, passing at a distance of 15B.98 feet an auto axle found on the North Bank of the South San Gabriel River, continuing for a total distance of 188.62 feet to a calculated point in the approximate center of the river, the being in the northerly line of that certain 190.40 acre tract conveyed to Texas Crushed Stone, by Deed of record in Volume 743, Page 47, of said Deed Records, for an angle point; THENCE, along the centerline meanders of the South San Gabriel River, being a portion of the northerly line of said 190.40 acre tract, and a portion of the southerly line of the upper portion of said 324.00 acre tract, for a portion of the irregular easterly line hereof, the following eight (8) courses and distances: 1) S87044131"W, a distance of 362.99 feet to a calculated point, for an angle point; 2) N78°02128"W, a distance of 85.59 feet to a calculated point, for an angle point; 3) S80019'11"W, a distance of 148.88 feet to a calculated point, for an angle point; 4) S65008'13"W, a distance of 207.18 feet to a calculated point, for an angle point; 5) N66016'04"W, a distance of 40.94 feet to a calculated point, for an angle point; 6) N88038'02"W, a distance of 149.71 feet to a calculated point, for an angle point; 7) N89°51'11"W, a distance of 391.55 feet to a calculated point, for an angle point; 8) N79008116"W, a distance of 180.06 feet to a calculated point at the northwesterly corner of said 190.40 acre tract and northeasterly corner of the lower portion of said 324.00 acre tract, for an angle point; FN. NO. 11-406(ACD) DECEMBER 5, 2011 PAGE 13 OF 15 THENCE, S01052'14"E, leaving the South San Gabriel River, along the easterly line of the lower portion of said 324.00 acre tract, being a portion of the westerly line of said 190.40 acre tract, for a portion of the irregular easterly line hereof, passing at a distance of 57.75 feet a 1/2-inch iron rod found on the bank, continuing with a fence for a total distance of 1026.82 feet to a 1/2-inch iron rod with cap found at a fence corner post at the southerly most southeasterly corner of said 324.00 acre tract, being the northeasterly corner of said 203.137 acre tract, for an angle point; THENCE, continuing along the fenced westerly line of said 190.40 acre tract, being the easterly line of said 203.137 acre tract, for a portion of the irregular easterly line hereof the following seven (7) courses and distances: 1) S01°10135"E, a distance of 167.70 feet to a 1/2-inch iron rod with cap set in the fence, for an angle point; 2) S00°03'35"W, a distance of 341.80 feet to a 1/2-inch iron pipe found, for an angle point; 3) S04036'44"E, a distance of 15.67 feet to a 1/2-inch iron rod found, for an angle point; 4) S06030112"E, a distance of 343.71 feet to a 1/2-inch iron rod with cap set in the fence, for an angle point; 5) S01°45'07"E, a distance of 480.85 feet to a 1/2-inch iron rod with cap set in the fence, for an angle point; 6) S02°48139"E, a distance of 258.38 feet to a 1/2-inch iron rod found at a 30" Live Oak, for an angle point; 7) S02030'15"E, a distance of 1139.73 feet to a 1/2-inch iron rod with cap set at the southwesterly corner of said 190.40 acre tract, being the southeasterly corner of said 203.137 acre tract, also being in the northerly line of said Barton 51.56 acre tract, for an angle point; THENCE, leaving the westerly line of said 190.40 acre tract, along a portion of the irregular southerly line of said 203.137 acre tract, being in part a portion of the northerly line of said Barton 51.56 acre tract and in part the easterly and northerly line of the remainder of that certain 168.32 acre tract conveyed to Charlie A. Barton and wife, 011ie A. Barton, by Deed of record in Volume 470, Page 303, of said Deed Records, for a portion of the irregular easterly line hereof, the following (7) seven courses and distances: 1) S68013'42"W, a distance of 128.79 feet to a 1/2-inch iron rod with cap set, for an angle point; 2) N36°3728"W, leaving said Barton 51.56 acre tract, a distance 381.75 feet to a 1/2-inch iron rod with cap set, for an angle point; r i FN. NO. 11-406 (ACD) DECEMBER 5, 2011 PAGE 14 OF 15 3) N68°46'05"W, a distance of 137.51 feet to a 1/2-inch iron rod with cap set, for an angle point; 4) S84017'41"W, a distance of 214.68 feet to a 1/2-inch iron rod with cap set, for an angle point; 5) S71034'53"W, a distance of 180.12 feet to a 1/2-inch iron rod with cap set, for an angle point; 6) S75044155"W, a distance of 433.46 feet to a 1/2-inch iron rod with cap set, for an angle point; 7) S80042'01"W, a distance of 714.66 feet to a 1/2-inch iron rod with cap set in the irregular easterly line of said 78.399 acre tract, being the northwesterly corner of the remainder of said Barton 168.32 acre tract, for an angle point; THENCE, along the easterly line of said 78.399 acre tract, for a portion of the irregular easterly line hereof, along a non -tangent curve to the left, having a radius of 1380.00 feet, a central angle of 34°46'41", an arc length of 837.65 feet and a chord which bears S03°17154"W, a distance of 824.85 feet to a 1/2-inch iron rod with cap set in the north line of said 195.193 acre tract, being the southwesterly corner of the remainder of said Barton 168.32 acre tract, for an angle point; THENCE, along the northerly and easterly lines of said 195.193 acre tract, being in part a portion of the southerly line of the remainder of said Barton 168.32 acre tract and the westerly line of said Barton 51.56 acre tract, for a portion of the irregular easterly line hereof, the following (4) four courses and distances: 1) N67°58'56"E, a distance of 242.13 feet to a 1/2-inch iron rod found, for an angle point; 2) N68009'20"E, a distance of 617.53 feet to a 1/2-inch iron rod found, for an angle point; 3) N68°08'39"E, a distance of 1031.81 feet to a nail found for the common northerly corner of said 195.193 acre tract and said Barton 51.56 acre tract, for an angle point; N FN. NO. 11-406(ACD) DECEMBER 5, 2011 PAGE 15 OF 15 4) S20°54'54"E, leaving the southerly line of the remainder of said Barton 168.32 acre tract, a distance of 3791.46 feet to the POINT OF BEGINNING, containing an area of 1354.715 acres of land, more or less, within these metes and bounds; save and except that certain 0.3683 acre tract save and excepted in Document No. 2000063285 of said Official Public Records. BEARING BASIS: THE BASIS OF BEARINGS FOR THIS SURVEY IS THE TEXAS COORDINATE SYSTEM, NAD83(96) CENTRAL ZONE, ESTABLISHED BY NGS OPUS SOLUTION USING CORS STATIONS DF5370, AF9638, DE5999, DF9062, & DE5999. I, ABRAM C. DASHNER, A REGISTERED PROFESSIONAL LAND SURVEYOR, DO HEREBY STATE THAT THIS DESCRIPTION IS BASED UPON A SURVEY MADE ON THE GROUND BY BURY+PARTNERS, INC., DURING THE MONTHS OF APRIL - JULY, 2006. THIS DESCRIPTION WAS PREPARED TO ACCOMPANY A PRELIMINARY MASTER PLAN. BURY & PARTNERS, INC. ENGINEERING -SOLUTIONS 221 WEST SIXTH STREET, SUITE 600 AUSTIN, TEXAS 78701 1 t A--- 1'Z•S-n ABRAM C. DASHNER, R.P.L.S. NO. 5901 STATE OF TEXAS Tract 1: Tract 2: Exhibit B Remainder Property 1,146.591 acres of land in Williamson County, Texas, being more particularly described as 1,156.001 acres described on Exhibit B-1 attached hereto and incorporated herein, SAVE AND EXCEPT 9.410 acres described on Exhibit B-2 attached hereto; and Lot 2, Block G, Water Oak North Section 1, a subdivision in Williamson County, Texas, according to the map or plat thereof recorded under Document No. 2013033404, Official Public Records of Williamson County, Texas. B: EXHIBIT B 77ter" .mr...d A"'m i7 omPw„.,mo. �'ArrcRr' I war°:.r.-��r,�.•a� �.� ;.�,K.�a�,��•�;r �.N k.,--�-�..... &�&mK Ralik,•�°...�.'�'"�°�"$R'i'�`"'�"P"'a"� w'k6`o�a�"µ'��a�� '� �wtr`:!!i,R.?�5,ti ,-���- �>," - u• ���'. t v .Y r, ;xM ��— r,r(E..,, MUM Aim �,.� F _.. .—..ram .h,.r Yy ,•"'•rF�`f"" 1 l • � k �.yyyy����yy�� l��r ..Sii�., 1 .�1P,51fPl.T. �' 177.� SY '�'l• .. �_ ' RAT q 1PRHY TRACT 1 — 1,156.001 ACRES . rw.�W rwrAri� rw/M �. .fir .'y x�a, 1�R-r.V, ice. miq,r y..�X �-,�� (1,1.6 99i FOKS /.FrtP 9UBIRACLNc P.110 FOiE 91VE Y EYII f IYRI.I� N�qY MrwNr1 YM MN,�V, rt., Yt.n TRACT 2 2.500 ACRES Eng GBI PA?NirR3, L.P. l.4h7f�WE� YNp CVIif �TAr TMi Exhibit B-1 Page 1 of 12 Pages County: Williamson Project: Water Oak South Job No.: A180801 MSS No.: 18-005 FIELD NOTES FOR 1156.001 ACRES Being a tract containing 1,156.001 acres of land located in the 1. Donagan Survey, Abstract Number 178, the J. Thompson Survey, Abstract Number 608, the Key West Irrigation Survey, Abstract Number 711, the I.&G.N. R.R. Survey, Abstract number 744, the J.D. Johns Survey, Abstract Number 365, the W.E. Pate Survey, Abstract Number 836, the D. Medlock Survey, Abstract Number 839, in Williamson County, Texas; Said 1,156.001 acre tract being a call 195.193 acre tract of land recorded in the name of Laredo Wo, Ltd. in Williamson County Clerk's File (W.C.C.F.) Number 2007014280, a call 71,001 acre tract of land recorded in the name of Laredo Wo, Ltd. in W.C.C.F. Number 2007014281, call 77.399 acre, 44.314 acre, and 203.137 acre tracts of land recorded in the name of Laredo Wo, Ltd. in W.C.C.F. Number 2007014282, call 330.24 acre and 15.56 acre tracts of land recorded in the name of Laredo Wo, Ltd. in W.C.C.F. Number 2007014285, a call 0.368 acre tract of land recorded in the name of Laredo Wo, Ltd. in W.C.C.F. Number 2008039394, and a call 6.190 acre tract of land recorded in the name of Laredo Wo, Ltd. in W.C.C.F. Number 2009022803, and a portion of a call 192.314 acre tract of land recorded in the name of Laredo Wo, Ltd. in W.C.C.F. Number 2007014289, a call 3.080 acre tract of land recorded in the name of Austin WO, LLC in W.C.C.F. Number 2014011207 and a call 324.00 acre tract of land recorded in the name of Laredo Wo, Ltd. in W.C.C.F. Number 2007014278; Said 1,156.001 acres being more particularly described by metes and bounds descriptions as follows (bearings are referenced to the Texas Coordinate System, NAD 1983, Central Zone): Beginning at a 1/2-inch iron rod found at the southwesterly corner of said 6.190 acre tract, the southeasterly corner of a call 47.420 acre tract of land recorded in the name of Georgetown Properties II, LLC in W.C.C.F. Number 2012043969 and the northerly Right -of -Way (R.O.W.) line of F.M. 2243 (80-feet width); Thence, with the easterly line of said 47.420 acre tract, the following sixteen (16) courses: 1. North 28 degrees 25 minutes 04 seconds East, a distance of 160.70 feet to a 1/2-inch iron rod found; 2. 155.33 feet along the arc of a curve to the left, said curve having a central angle of 16 degrees 06 minutes 30 seconds, a radius of 552.50 feet and a chord which bears North 18 degrees 24 minutes 54 seconds West, a distance of 154.82 feet to a 1/2-inch iron rod found; 3. North 26 degrees 28 minutes 10 seconds West, a distance of 157.44 feet to a 1/2-inch iron rod found; Exhibit B-1 Page 2of 12Pages 4. 38.91 feet along the arc of a curve to the left, said curve having a central angle of 89 degrees 10 minutes 31 seconds, a radius of 25.00 feet and a chord which bears North 71 degrees 03 minutes 54 seconds West, a distance of 35.10 feet to a 1/2-inch iron rod set; 5. North 27 degrees 14 minutes 19 second West, a distance of 65.03 feet to a 1/2-iron rod set; 6. 39.79 feet along the arc of a curve to the left, said curve having a central angle of 91 degrees 11 minutes 17 seconds, a radius of 25.00 feet and a chord which bears North 19 degrees 07 minutes 36 seconds East, a distance of 35.72 feet to a 1/2-inch iron rod set; 7. North 26 degrees 28 minutes 10 seconds West, a distance of 150.25 feet to a 1/2-inch iron rod set; 8. 674.40 feet along the arc of a curve to the right, said curve having a central angle of 45 degrees 58 minutes 22 seconds, a radius of 840.50 feet and a chord which bears North 03 degrees 28 minutes 59 seconds West, a distance of 656.45 feet to a 1/2-inch iron rod set; 9. 203.98 feet along the arc of a curve to the left, said curve having a central angle of 22 degrees 04 minutes 18 seconds, a radius of 529.52 feet and a chord which bears South 77 degrees 26 minutes 54 seconds West, a distance of 202.72 feet to a 1/2-inch iron rod set; 10. North 32 degrees 58 minutes 10 seconds West, a distance of 44.22 feet to a 1/2-iron rod set; 11. North 34 degrees 39 minutes 43 seconds West, a distance of 239.78 feet to a 1/2-inch iron rod found; 12. North 55 degrees 20 minutes 17 seconds East, a distance of 450.00 feet, from which a 1/2- inch iron rod found, bears South 61 degrees East a distance of 0.49 feet; 13. North 34 degrees 39 minutes 43 seconds West, a distance of 97.07 feet to a 1/2-inch iron rod set; 14. 124.70 feet along the arc of a curve to the left, said curve having a central angle of 119 degrees 05 minutes 02 seconds, a radius of 60.00 feet and a chord which bears North 24 degrees 52 minutes 55 seconds East, a distance of 103.44 feet, from which a 1/2-inch iron rod found, bears South 68 degrees East, a distance of 0.55 feet; 15. North 55 degrees 20 minutes 17 seconds East, a distance of 120.00 feet to a 1/2-inch iron rod found; Exhibit B-1 Page 3 of 12 Pages 16. North 34 degrees 39 minutes 43 seconds West, a distance of 126.11 feet to an easterly line of The Preserve Phase 1, a subdivision recorded in Cabinet EE, Slide Number 310-316 of the Williamson County Plat Records (W.C.P.R.), from which a 1/2-inch iron rod found, bears South 67 degrees East, a distance of 0.66 feet; Thence, with the easterly line of said The Preserve Phase 1, the following twelve (12) courses; 1. North 80 degrees 20 minutes 05 seconds East, a distance of 307.48 feet to a 1/2-inch iron rod set; 2. North 23 degrees 41 minutes 11 seconds West, a distance of 279.38 feet to a 1/2-inch iron rod set; 3. 31.65 feet along the are of a curve to the left, said curve having a central angle of 72 degrees 13 minutes 47 seconds, a radius of 25.11 feet and a chord which bears North 63 degrees 28 minutes 50 seconds West, a distance of 29.60 feet to a 1/2-inch iron rod set; 4. North 09 degrees 39 minutes 51 seconds West, a distance of 50.00 feet to a 1/2-inch iron rod set; 5, North 80 degrees 20 minutes 05 seconds East, a distance of 155.74 feet to a 1/2-inch iron rod found; 6. North 21 degrees 06 minutes 30 seconds West, a distance of 186.45 feet to a 1/2-inch iron rod set; 7. North 30 degrees 29 minutes 37 seconds West; a distance of 233.35 feet to a 1/2-inch iron rod found; 8. North 23 degrees 41 minutes 11 seconds West, a distance of 528.84 feet to a cotton spindle found; 9. South 66 degrees 44 minutes 24 seconds West, a distance of 125.00 feet to a 1/2-inch iron rod set; 10. North 23 degrees 41 minutes 11 seconds West, a distance of 409.01 feet to a 1/2-inch iron rod found; 11. North 68 degrees 45 minutes 39 seconds East, a distance of 108.54 feet to a 1/2-inch iron rod found; 12. North 21 degrees 14 minutes 21 seconds West, a distance of 714.47 feet to the easterly line of a call 60,5184 acre tract of land recorded in the name of AVP Ranch, Ltd. in W.C.C.F. Number 2011081794, from which a 1/2-inch iron rod found, bears North 27 degrees West, a distance of 0.68 feet; Exhibit B-1 Page 4 of 12 Pages Thence, with said easterly line, North 14 degrees 11 minutes 42 seconds East, a distance of 1,508.94 feet to a 1/2-inch iron rod set at the southwesterly corner of a call 314.00 acre tract of land recorded in the name of Georgetown Properties II in W.C.C.F. Number 2012043969; Thence, with the southerly line of said 314.00 acre wact, the following ten (10) courses: 1. South 75 degrees 48 minutes 18 seconds East, a distance of 431.73 feet to a 1/2-inch iron rod found; 2. 326.94 feet along the arc of a curve to the right, said curve having a central angle of 32 degrees 24 minutes 32 seconds, a radius of 578.00 feet and a chord which bears South 59 degrees 36 minutes 01 seconds East, a distance of 322.60 feet to a 1/2-inch iron rod found; 3. South 43 degrees 23 minutes 44 seconds East, a distance of 1,170.13 feet to a 1/2-iron rod found; 4. 175.01 feet along the arc of a curve to the right, said curve having a central angle of 09 degrees 18 minutes 07 seconds, a radius of 1078.00 feet and a chord which bears North 55 degrees 24 minutes 17 seconds East, a distance of 174.82 feet to a 1/2-inch iron rod found; 5. North 60 degrees 03 minutes 21 seconds East, a distance of 538.21 feet, from which a 1/2- inch iron rod found, bears South 23 degrees West, a distance of 0.50 feet; 6. 839.65 feet along the are of a curve to the left, said curve having a central angle of 52 degrees 10 minutes 41 seconds, a radius of 922.00 feet and a chord which bears North 33 degrees 58 minutes 00 seconds East, a distance of 810.93 feet to a 1/2-inch iron rod found; 7. North 07 degrees 52 minutes 40 seconds East, a distance of 108.32 feet to a 1/2-inch iron rod set; 8. 1,349.11 feet along the arc of a curve to the right, said curve having a central angle of 79 degrees 02 minutes 14 seconds, a radius of 978.00 feet and a chord which bears North 47 degrees 23 minutes 47 seconds East, a distance of 1,244.66 feet to a 1/2-inch iron rod found; 9. North 86 degrees 54 minutes 53 seconds East, a distance of 321.28 feet to a 1/2-inch iron rod found; 10. 75.21 feet along the arc of a curve to the right, said curve having a central angle of 03 degrees 59 minutes 50 seconds, a radius of 1078.00 feet and a chord which bears North 88 degrees 54 minutes 08 seconds East, a distance of 75.19 feet to a 1/2-inch iron rod set at the southeasterly corner of said 314.00 acre tract and the westerly line of aforesaid 203.137 acre tract; Thence, with the easterly line of said 314.00 acre tract, the following two (2) courses Exhibit B-1 Page 5 of 12 Pages 1. North 22 degrees 05 minutes 52 seconds West, a distance of 1596.68 feet to a 1-inch iron pipe found; 2. North 22 degrees 18 minutes 08 seconds West, a distance of 624.71 feet to the northeasterly corner of said 314.00 acre tract, the northwesterly corner of aforesaid 324.00 acre tract, a southerly coiner of aforesaid 192.314 acre tract, and the centerline of South San Gabriel River; Thence, with a northerly line of said 314.00 acre tract and the meanders of said centerline, South 68 degrees 48 minutes 05 seconds West, a distance of 57.92 feet to the southeasterly corner of a call 168.62 acre tract of land recorded in the name of Zamin, L.P. in W.C.C.F. Number 201403274 and the most southerly corner of said 192.314 acre tract; Thence, with the easterly line of said 168.62 acre tract, the following ten (10) courses: 1. North 00 degrees 10 minutes 15 seconds West, a distance of 94.12 feet to a 1/2-inch iron rod set; 2. North 00 degrees 06 minutes 25 seconds East, a distance of 765.27 feet to a 1/2-inch iron rod (1847 cap) found; 3. North 00 degrees 15 minutes 54 seconds West, a distance of 374.43 feet to a nail in fence post found; 4. North 04 degrees 32 minutes 45 seconds East, a distance of 49.08 feet to a 1/2-inch iron rod set; 5. North 02 degrees 05 minutes 56 seconds East, a distance of 31.02 feet to a 1/2-inch iron rod set; 6. North 00 degrees 04 minutes 52 seconds East, a distance of 74.51 feet to a 1/2-inch iron rod set; 7. North 02 degrees 25 minutes 02 seconds West, a distance of 79.29 feet to a 1/2-inch iron rod (1847 cap) found; 8. North 00 degrees 29 minutes 19 seconds West, a distance of 311.09 feet to a 26-inch pine tree; 9. North 01 degrees 10 minutes 38 seconds West, a distance of 96.13 feet to a nail in a 30- inch cedar Tree found; Exhibit B-1 Page 6 of 12 Pages 10. North 02 degrees 08 minutes 59 seconds East, a distance of 140.61 feet to a nail in a 28- inch oak tree found,at the southwesterly corner of a call 106.00 acre tract of land recorded in the name of Zamin, L.P. in W.C.C.F. Number 2010065268; Thence, with the southerly line of said 106.00 acre tract, the following thirteen (13) courses: 1. South 36 degrees 25 minutes 52 seconds East, a distance of 145.97 feet to a 1/2-inch iron rod found; 2. South 40 degrees 04 minutes 40 seconds East, a distance of 159.64 feet to a 1/2-inch iron rod found; 3. South 65 degrees 38 minutes 47 seconds East, a distance of 83.14 feet to a 1/2-inch iron rod found; 4. North 88 degrees 53 minutes 22 seconds East, a distance of 622.87 feet to a cotton spindle found; 5. North 69 degrees 06 minutes 39 seconds East, a distance of 153.64 feet to a cotton spindle found; 6. North 67 degrees 02 minutes 44 seconds East, a distance of 133.64 feet to a 1/2-inch iron rod found; 7. South 27 degrees 21 minutes 25 seconds East, a distance of 172.95 feet to a 1/2-inch iron rod found; 8. South 36 degrees 36 minutes 32 seconds East, a distance of 272.53 feet to a 1/2-inch iron rod found; 9. South 82 degrees 53 minutes 15 seconds East, a distance of 115.61 feet to a 1/2-inch iron rod set; 10. North 56 degrees 07 minutes 11 seconds East a distance of 186.34 feet to a 1/2-inch iron rod found; 11. North 07 degrees 51 minutes 19 seconds West, a distance of 67.58 feet to a to a 1/2-inch iron rod found; 12. North 34 degrees 57 minutes 21 seconds West, a distance of 1007.97 feet to a 1/2-inch iron rod found; 13. North 55 degrees 43 minutes 32 seconds East, a distance of 579.96 feet to a 1/2-inch iron rod found at a westerly corner of a call 26.673 acre tract of land recorded in the name of Chesmar Homes Austin LLC in W.C.C.F, Number 2013095985; Exhibit B -1 Page 7of 12Pages Thence, with the southerly line of said 26.673 acre tract and the southerly line of a call 21.255 acre tract of land recorded in the name of Chesmar Homes Austin LLC. in W.C.C.F. Number 2018039081, the following nineteen (19) courses; 1. South 32 degrees 47 minutes 04 seconds East, a distance of 44.07 feet to a 1/2-inch iron rod set; 2. South 57 degrees 12 minutes 56 seconds West, a distance of 102.66 feet to a 1/2-inch iron rod set; 3. South 14 degrees 17 minutes 30 seconds East, a distance of 224.58 feet to a 1/2-inch iron rod set; 4. South 65 degrees 02 minutes 43 seconds East, a distance of 102.90 feet to a 1/2-inch iron rod set; 5. South 31 degrees 01 minutes 16 seconds East, a distance of 404.11 feet to a 1/2-inch iron rod set; 6. South 04 degrees 15 minutes 14 seconds West, a distance of 202.68,feet to a 1/2-inch iron rod set; 7. South 04 degrees 50 minutes 11 seconds West, a distance of 99.31 feet to a 1/2-inch iron rod set; 8. South 41 degrees 38 minutes 10 seconds East, a distance of 114.53 feet to a 1/2-inch iron rod set; 9. South 55 degrees 58 minutes 17 seconds East, a distance of 65.00 feet to a 1/2-inch iron rod set; 10. 49.41 feet along the are of a curve to the right, said curve having a central angle of 14 degrees 31 minutes 09 seconds, a radius of 194.99 feet and a chord which bears South 84 degrees 07 minutes 03 seconds East, a distance of 49.28 feet to a 1/2-inch iron rod set; 11. South 80 degrees 23 minutes 52 seconds East, a distance of 35.39 feet to a 1/2-inch iron rod set; 12. South 83 degrees 07 minutes 59 seconds East, a distance of 260.77 feet to a 1/2-inch iron rod set; 13. South 73 degrees 37 minutes 51 seconds East, a distance of 287.96 feet to a 1/2-inch iron rod set; 14. North 83 degrees 40 minutes 45 seconds East, a distance of 84.78 feet to a 1/2-inch iron rod set; Exhibit B-1 Page 8 of 12 Pages 15. North 06 degrees 19 minutes 15 seconds West, a distance of 176.09 feet to a 1/2-inch iron rod set; 16. 60.98 feet along the arc of a curve to the left, said curve having a central angle of 15 degrees O1 minutes 43 seconds, a radius of 232.50 feet and a chord which bears North 68 degrees 07 minutes 46 seconds East, a distance of 60.81 feet to a 1/2-inch iron rod set; 17. North 60 degrees 36 minutes 55 seconds East, a distance of 246.19 feet to a 1/2-inch iron rod set; 18. 39.28 feet along the are of a curve to the right, said curve having a central angle of 90 degrees 01 minutes 54 seconds, a radius of 25.00 feet and a chord which bears South 74 degrees 23 minutes 05 seconds East, a distance of 35.36 feet to a 1/2-inch iron rod set; 19. North 60 degrees 36 minutes 55 seconds East, a distance of 55.00 feet to a 1/2-inch iron rod set at a westerly corner of a call 24.958 acre tract of land recroded in the name of ABG Water Oak Partners, Ltd. in W.C.C.F. Number 2014071868; Thence, with the southerly line of said 24.958 acre tract, the following ten (10) courses: 1. South 03 degrees 29 minutes 46 seconds East, a distance of 31.45 feet to a 1/2-inch iron rod set; 2. South 03 degrees 43 minutes 00 seconds East, a distance of 299.26 feet to a 1/2-inch iron rod set; 3. 90.18 feet along the arc of a curve to the right, said curve having a central angle of 05 degrees 53 minutes 18 seconds, a radius of 877.50 feet and a chord which bears South 00 degrees 46 minutes 21 seconds East, a distance of 90.14 feet to a 1/2-inch iron rod set; 4. South 01 degrees 24 minutes 06 seconds East, a distance of 233.95 feet to a 1/2-inch iron rod set; 5. South 73 degrees 49 minutes 36 seconds East, a distance of 545.48 feet to a 1/2-inch iron rod set; 6. South 89 degrees 06 minutes 15 seconds East, a distance of 70.34 feet to a 1/2-inch iron rod set; 7. South 83 degrees 26 minutes 51 seconds East, a distance of 1532.87 feet to a 1/2-inch iron rod set; 8. North 85 degrees 29 minutes 19 seconds East, a distance of 278.11 feet to a 1/2-inch iron rod set; Exhibit B-1 Page 9 of 12 Pages 9. North 04 degrees 30 minutes 41 seconds West, a distance of 130.00 feet to a 1/2-inch iron rod set; 10. North 85 degrees 29 minutes 19 seconds East, a distance of 160.52 feet to a 1/2-inch iron rod set on the westerly line of a call 32.61 acre tract of land recorded in the name of William Charles Bagwell, Et Ux in Volume 2438, Page 0499 of the Williamson County Deed Records (W.C.D.R.); Thence, with the westerly line of said 32.61 acre tract, the following two (2) courses: 1. South 09 degrees 08 minutes 19 seconds East, a distance of 233.24 feet to a 1/2-inch iron rod found; 2. South 00 degrees 25 minutes 18 seconds East, a distance of 188.62 feet to the northerly line of a call 190.40 acre tract of land recorded in the name of Texas Crushed Stone Company in Volume 743, Page 47 of the W.C.D.R. and the said centerline of the South San Gabriel River; Thence, with the meanders of said centerline, the following seven (7) courses: 1. South 87 degrees 44 minutes 31 seconds West, a distance of 362.99 feet; 2. North 78 degrees 02 minutes 28 seconds West, a distance of 85.59 feet; 3. South 80 degrees 19 minutes 11 seconds West, a distance of 148.88 feet; 4. South 65 degrees 08 minutes 13 seconds West, a distance of 207.18 feet; 5. North 66 degrees 16 minutes 04 seconds West, a distance of 40.94 feet; 6. North 89 degrees 30 minutes 57 seconds West, a distance of 541.24 feet; 7. North 79 degrees 08 minutes 16 seconds West, a distance of 180.05 feet to a 5/8-inch iron rod set for the northwesterly corner of said 190.40 acre tract; Thence, leaving said centerline, with the westerly line of said 190.40 acre tract, the following seven (7) courses: 1. South 01 degrees 52 minutes 12 seconds East, a distance of 1026.81 feet to a 1/2-inch iron rod (1847 cap) found; 2. South 01 degrees 10 minutes 35 seconds East, a distance of 167.70 feet to a 1/2-inch iron rod found; 3. South 00 degrees 03 minutes 35 seconds West, a distance of 341.80 feet to a 1-inch iron pipe found; Exhibit B -1 Page 1 Oof 12 Pages 4. South 06 degrees 25 minutes 15 seconds East, a distance of 359.37 feet to a 5/8-inch iron rod set; 5. South 01 degrees 45 minutes 07 seconds East, a distance of 480.85 feet to a 1/2-inch iron rod found; 6. South 02 degrees 48 minutes 39 seconds East, a distance of 258.38 feet to a nail found; 7. South 02 degrees 30 minutes 15 seconds East, a distance of 1139.73 feet to a 1/2-inch iron rod found at a northerly corner of a call 77.902 acre tract of land recorded in the name of Edwin H. Vale, Jr in W.C.C.F. Number 2017014736; Thence, with the northerly and westerly line of said 77.902 acre tract, the following seven (7) courses: 1. South 68 degrees 13 minutes 42 seconds West, a distance of 128.79 feet to a cotton spindle found; 2. North 36 degrees 37 minutes 28 seconds West, a distance of 381.75 feet to a 1/2-inch iron rod found; 3. North 68 degrees 46 minutes 05 seconds West, a distance of 137.51 feetto a 1/2-inch iron rod found; 4. South 84 degrees 17 minutes 41 seconds West, a distance of 214.68 feet to a 1/2-inch iron rod found; 5. South 71 degrees 34 minutes 53 seconds West, a distance of 180.12 feet to a 1/2-inch iron rod found; 6. South 75 degrees 44 minutes 55 seconds West, a distance of 433.46 feet to a cotton spindle found; 7. South 80 degrees 42 minutes 01 seconds West, a distance of 377.54 feet to a 1/2-inch iron rod found, said iron rod being the most northerly northeast corner of a called 3.080 acre tract of land called Road Easement in W.C.C.F. No. 2014011208; Thence, through and across aforesaid 77.902 acre tract and with the easterly line of said road easement, 764.64 feet along the arc of a curve to the right, said curve having a central angle of 49 degrees 52 minutes 11 seconds, a radius of 878.50 feet and a chord which bears South 46 degrees 35 minutes 20 seconds East, a distance of 740.73 feet to a 5/8-inch iron rod set on the southerly line of said 77.902 acre tract, also being on the northerly line of aforesaid 195.193 acre tract; Thence, with a southerly of said 77.902 acre tract, North 68 degrees 08 minutes 38 seconds East, a distance of 901.90 feet to a nail found at a northwesterly corner of said 77.902 acre tract; Exhibit B-1 Page 11 of 12Pages Thence with the westerly line of said 77.902 acre tract, South 20 degrees 54 minutes 54 seconds East, a distance of3,791.46 feet to the northerly R.O.W. line of aforesaid F.M. 2243, from which a 1/2-inch iron rod found bears North 22 degrees East, a distance of 0.50 feet; Thence, with said northerly R.O.W. line, the following five (5) courses: 1. South 69 degrees 01 minutes 48 seconds West, a distance of 1,585.42 feet to a concrete monument found; 2. 849.64 feet along the arc of a curve to the right, said curve having a central angle of 17 degrees 14 minutes 00 seconds, a radius of 2,824.79 feet and a chord which bears South 77 degrees 38 minutes 50 seconds West, a distance of 846.44 feet, from which a concrete monument found, bears North 28 degrees East, a distance of 0.50 feet; 3. South 86 degrees 15 minutes 50 seconds West, a distance of 563.49 feet to a 1/2-inch iron rod set; 4. 562.37 feet along the arc of a curve to the left, said curve having a central angle of 16 degrees 31 minutes 30 seconds, a radius of 1,949.86 feet and a chord which bears South 78 degrees 00 minutes 05 seconds West, a distance of 560.42 feet, from which a concrete monument found, bears North 82 degrees East, a distance of 0.90 feet; 5. South 69 degrees 44 minutes 20 seconds West, a distance of 71.58 feet to a 1/2-inch iron rod (1847 cap) found at the southwesterly corner of aforesaid 71.001 acre tract, also being the southeasterly corner of a call 22.60 acre tract of land recorded in the name of Dufner, Elizabeth Anne in W.C.C. F. Number 2014063697, Thence, leaving said R.O.W. line, with the westerly line of said 71.001 acre tract, North 10 degrees 42 minutes 53 seconds West, a distance of 2,663.31 feet to the northwesterly corner of the said 71.001 acre tract, and the northeasterly corner of said 22.60 Acre tract, from which a cotton spindle found bears North 16 degrees 21 minutes 55 seconds East, a distance of 0.50 feet; Thence, with said northerly line of a said 22.60 acre tract, and a call 17.60 acre tract of land recorded in the name of Elizabeth Anne Dufner in W.C.C.F. Number 2014063597, and a call 93.60 acre tract of land recorded in the name of Arthur and Gordon Faubion in W.C.C.F. Number 2005043418, styled tract A. the following five (5) courses: 1. South 69 degrees 14 minutes 42 seconds West, a distance of 375.66 feet to a 1/2-inch iron rod set; 2. South 69 degrees 12 minutes 50 seconds West, a distance of 185.31 feet to a 1/2-inch iron rod set; 3. South 69 degrees 16 minutes 08 seconds West, a distance of 386.65 feet to 1/2-inch iron rod found; Exhibit B-1 Page 12 of 12 Pages 4. South 69 degrees 43 minutes 16 seconds West, a distance of 277.23 feet to a 1/2-inch iron rod (1847 cap) found; 5. South 69 degrees 32 minutes 42 seconds West, a distance of 957.57 feet to a 1/2-iron rod (1847 cap) found at the northwesterly corner of said 93.60 acre tract; Thence, with the westerly line of said 93.60 acre tract, the following three (3) courses: 1. South 21 degrees 20 minutes 43 seconds East, a distance of 854.12 feet to a 1/2-iron rod (1847 cap) found; 2. South 20 degrees 57 minutes 06 seconds East, a distance of 930.97 feet to a 1/2-inch iron rod found; 3. South 20 degrees 43 minutes 36 seconds East, a distance of 754.25 feet to the aforesaid northerly R.O.W. line of F.M. 2243, from which a 1/2-inch iron rod found, bears South 01 degree East, a distance of 0.39 feet; Thence, with said northerly R.O.W. line, the following three (3) courses: 1. 63.33 feet along the arc of a curve to the right, said curve having a central angle of 00 degree 38 minutes 16 seconds, a radius of 5,689.53 feet and a chord which bears South 78 degrees 04 minutes 28 seconds West, a distance of 63.33 feet to a 1/2-inch iron rod set; 2. South 79 degrees 37 minutes 29 seconds West, a distance of 2,643.52 feet to a 1/2-inch iron rod found; 3. South 79 degrees 44 minutes 55 seconds West, a distance of 201.05 feet to the Point of Beginning and containing 1,156.001 acres of land. GBI Partners, L.P. Ph: 512-296-2675 December 20, 2018 Exhibit B-2 Page 1 of 1 Pages County: Williamson Project: Water Oak South Job No.: A 180801 MBS No.: 15-128 FIELD NOTES FOR 9.410 ACRES Being a 9.410 acre tract of land located in the J. Thompson Survey, Abstract Number 608 and being a portion of a called 77.902 acre tract of land recorded in the name of Edwin H. Hale, Jr. in W.C.C.F. No. 2017014736, said 9.410 acres being more particularly described by metes and bounds descriptions as follows (bearings are referenced to the Texas Coordinate System, NAD 1983, Central Zone); Beginning at a 1/2-inch iron rod found at the most westerly corner of said 9.410 acre tract, the northerly line of aforesaid 195.193 acre tract, and an easterly line of aforesaid 77.399 acre tract; Thence, with the westerly line of said 9.410 acre tract, 837.65 feet along the arc of a curve to the right, said curve having a central angle of 34 degrees 46 minutes 41 seconds, a radius of 1380.00 feet and a chord which bears North 03 degrees 17 minutes 54 seconds East, a distance of 824.85 feet to a 1/2-inch iron rod found at the southerly corner of aforesaid 203.137 acre tract; Thence, through and across said 77.902 acre tract, the following two (2) courses: 1. 231.13 feet along the arc of a curve to the left, said curve having a central angle of 12 degrees 16 minutes 44 seconds, a radius of 1078.50 feet and a chord which bears South 70 degrees 45 minutes 37 seconds East, a distance of 230.69 feet to a 1/2-inch iron rod set; 2. 696.23 feet along the arc of a curve to the right, said curve having a central angle of 55 degrees 17 minutes 21 seconds, a radius of 721.50 feet and a chord which bears South 49 degrees 15 minutes 19 seconds East, a distance of 669.53 feet to a 1/2-inch iron rod found on the northerly line of aforesaid 195.193 acre tract; Thence, with said northerly line, the following two courses: 1. South 68 degrees 09 minutes 20 seconds West, a distance of 590.44 feet to a 1/2-inch iron rod (1847 cap) found; 2. South 67 degrees 58 minutes 56 seconds West, a distance of 242.14 feet to the Point of Beginning and containing 9.410 acres of land. GBI Partners, L.P. Ph: 512-296-2675 October 17, 2018 EXHIBIT C PAGE 1 of 3 62.048 Acres THAT PART OF THE JOHN T. CHURCH SURVEY, ABSTRACT 140 IN WILLIAMSON COUNTY, TEXAS, BEING ALL OF THAT CERTAIN 40,80 ACRE TRACT OF LAND CONVEYED TO HM CR 176-2243, LP BY DEED RECORDED IN DOCUMENT NO. 2018012540 OF THE OFFICIAL PUBLIC RECORDS OF WILLIAMSON COUNTY, TEXAS AND BEING A PART OF THAT CERTAIN 49.556 ACRE TRACT OF LAND CONVEYED TO HM CR 176-2243, LP BY DEED RECORDED IN DOCUMENT No. 2018023178 OF THE OFFICIAL PUBLIC RECORDS OF WILLIAMSON COUNTY, TEXAS MORE PARTICULARLY DESCRIBED AS FOLLOWS: BEGIN at a 1/2" iron rod found on the south line of R. M. 2243 monumenting the northeast corner of the above referenced 40.80 Acre Tract and the northwest corner of a 44.13 Acre Tract of land conveyed to Timothy L. Kennedy by deed recorded in Document No. 2006038439 of the Official Public Records of Williamson County, Texas; THENCE along the east line of said 40.80 Acre Tract and the west line of said 44.13 Acre Tract, S21 °07'17"E a distance of 173.79 feet to a 1/2" iron rod set at a non -tangent point of a curvature to the right, being also the north corner of a 0.054 Acre Tract of land conveyed to Williamson County, Texas by deed recorded in Document No. 2019019964 of the Official Public Records of Williamson County Texas; THENCE across said 40,80 Acre Tract, said 49.556 Acre Tract and in part along the west line of said 0.054 Acre Tract the following two courses: Southwesterly along said curve, an arc length of 637,10 feet, having a radius of 965.00 feet, a central angle of 37049'37", and a chord bearing S19°38'15"W, 625.59 feet to a 1/2" iron rod set at a point of tangency; S38°33'04"W a distance of 88.92 feet to a 1/2" iron rod set on the south line of said 49.556 Acre Tract and on the north line of a 1.00 Acre Tract of land conveyed to Thomas D. Diaz III and wife Delissa R. Sharpe -Diaz by Document No. 2003019309 of the Official Public Records of Williamson County, Texas; THENCE along the south line of said 49.556 Acre Tract and in part with the north line of said 1.00 Acre Tract and the north line of a 26.045 Acre Tract of land conveyed to Tommy Diaz by deed recorded in Document No. 2002058098 of the Official Public Records of Williamson County, Texas and along an old fence the following three courses: 1, S69006'27"W passing the northwest corner of said 1.00 Acre Tract, in all a distance of 565.71 feet to a 1/2" iron rod with cap labeled RPLS 1847 found; 2. S68047'24"W a distance of 569.65 feet to a 1/2" iron rod with cap labeled RPLS 1847 found; 3. S69°15'47"W a distance of 831.14 feet to a 60-d nail found; THENCE across said 49.556 Acre Tract, N21 °19'19"W a distance of 417.25 feet to the common line of said south line of the 40.80 Acre Tract and said north line of the 49.556 Acre Tract; THENCE along said common line, S69°28'39"W a distance of 232.16 feet to a 3/8" iron rod found monumenting the southwest corner of said 40.80 Acre Tract and the southeast corner of an 89.41 Acre Tract conveyed to Anita Martinez, et al by deed recorded in Document No. 2012066513 of the Official Public Records of Williamson County, Texas; THENCE along the west line of said 40.80 Acre Tract, the east line of said 89.41 Acre Tract, N20057'39"W a distance of 1093.24 feet to a 1/2" iron rod set on the south line of said R. M. 2243 at the northwest corner of said 40.80 Acre Tract and the northeast corner of said 89,41 Acre Tract; 2779-DESC-62.048ac.rtf Page 1 of 2 62.048 Acres EXHIBIT C PAGE 2 of 3 THENCE along the south line of said R. M. 2243 and the north line of said 4.081 Acre Tract the following four courses: 1. N87013'11"E a distance of 821.47 feet to a TOOT concrete monument found; 2. N87011'35"E a distance of 1357.10 feet to a TxDOT concrete monument found at a point on a non -tangent curve to the left; 3. Easterly along said curve, an arc length of 384.08 feet, said curve having a radius of 2904.93 feet, a central angle of 07034'31" and a chord bearing N83°23'40"E, 383.80 feet to a TxDOT concrete monument found; 4. N79°39'27"E a distance of 246.92 feet to the said Point of Beginning. Containing 62.048 acres, more or less, as shown on the sketch attached. This document was prepared under 22TAC 663.21, does not reflect the results of an on the ground survey, and is not to be used to convey or establish interests in real property except those rights and interests implied or established by the creation or reconfiguration of the boundary of the political subdivision for which it was prepared. OF T� William L. Johnson Registered Profes anal Land Surveyor No. 5425 WI.....M L. JOHNSON State of Texas ............... ".a 5425 RJ Surveying & Associates, Inc. 2900 Jazz Street, Round Rock, Texas 78664tips1Uiav!°� All iron rods set have RJ Surveying caps Bearings are Texas State Plane Central Zone NAD 83 2779- D ESC-62.048ac. rtf Page 2 of 2 g N O y i W m y• 1 �g �' I x� � i +I ' 521'0538E } 52 f'0717E 416.46' } ` 173.79' ... --- —J nap ` 1 dip I V V II I I 1 pOtg,� R yx�[•RV l I C/) I �''� � epswrprrr I I I W � U J j ---------- — — ff rE co 2 W > 4 C k $ I F NwR � I t I I I I I 1 'r•a � g � wtl �o� I I � E s W � o I xra3o5a�:tl.up V p _ •177r� YASYA IO AX I}p I R O O J H�- O ¢ 13 • x'[c o W z rl3 u1101 I I s h' 0 3 iq A6y'1sRrN Pl3 B3DNY31 � I a R u� 7 N N 2 k `� o� Ge$g g I SYLv go L+rBr..�yEkyE����e �'S�Fouo Exhibit D PARKSIDE ON THE RIVER AREA MAP September 24, 2019 Si H AN NA/M AG EE.L.P. �ircu:w�m� SVx31 •AINnDD NOSNVMM NI 031vn16 '9fB 'ON 1DVa1S8V 44a* 'A3nans 3ivd -3M 3H1 ONV W -ON 1Dva1SGV 'A3nans •oD OI!l Noavolaal 9Z 'ON i1SI0 kinun lVdIOINnvq �no@clln"`y'� 1S3M A3Y 3H1 '909 'ON lOVb1SBV 'A3Aans NOSdNOHl 'f 3H1 '991 pp qp ws f^o-u4 p is ON 1DVa1SBV 'A3nanS SNHOf VP 3H1 'bbL 'ON 1OV81SOV 'A3A any 'oo L ila n a a a'N 0 '8'I 3H1 '619 'ON 11Va1SBV 'A3NanS 110103W0 '3H1 '9Ll ON t 1Dv81SBv 'A3ws NVOVNDO OVVSI 3H1 30 inc ONV7 30 S380V b'969 3C AiNnOO NOSM111IM p �A10 0.U8JHXa dVW AHVUNf1OB �i � vv.3w Z Z N w w J W m¢ Q W z cc co ;i.°� i •{_y II��� - ling ' � � k% plc - ��•�51AA. sp, -SVX31 'A1NnOJ NOSHVII-W N! 031Vn11S -9£9 ON lOV&SSGV o�o�•,.�„���,.�• •A3nans 31Vd 3'M 3H1 aNV uL 'ON 10Va1SHV 'A3AHnS 00 NOILVOINH1 9Z'ON 101H1S10 1.lnun lVdIOINnvq szzoazz lasl •.. iiuoa¢¢u wi 153M A3h 3H1 '209 'ON 1OVNISHV 'A3AHOS NOSd"OHl r 3PI 'S9£ �.sn 'ON 1OVUlSHV 'A3Ntlns SNHOr Or 3111 '"L -ON IOMSE'V 'A3NNnS OO w N -1110 A'1 3H'O£9 ON OVi159V '11AII)5 13011111 •1 3H1 'ALI '0N ,Ova1SHV AnanS NVOVNoa OVV51 3H1 do ino nNVI 30 S3aOV tees eo A_LNnO0 NOSNVIIIIM�a vea m = va W o dO 1191HX3 dVW AUVGNnos = - 3o¢w V Nw o Q W o R r R7 1n 3 c$ }1 z p'kiia t;L fL 7Ei `�5k ��� aki�YC :�� YG!f:'h t" ei �akkA-h' •;411a1 4iSY133Eti3?S�fP��=?�13yi`s�3�ae :?yxxx!FI k>r kC eYy7."-h4Rk,} tck: rExa SIT, as �# pk 4�:�HYhC SRtr�c^.e6ej Sr%3t •Alw*p M*Avnlm to p]10Ybm: n "ON i]YY15Hv �ypq-wiarlk.. 'A3"nS 3iVd 3M 3H ONY W "ON OVAr ser 47.ans -00 Nouvo1881 99 'ON iomisIO Alnun IVdIOINnvq szcwu,"� 1S3M A3N 3H1 909 ON 13VdiS9Y hietiR$ M &OCOU r 3H1 99£ �pq w ON 10Y21159N 'A3Aan5 SNHOf 'O'f 3H1 'b9L ON lOYM1S9Y 'A3Ai1n5 "OO W M �-w• . ■1r/ -'r 11'110 N 1 1. '111 ON lOV.S9b' 'A3Ailn5 NOOlO3N O 3HL '11L ON wripq.r'µ'rY�Ylr[ y lovsev 'A3"nS NvovNOO ovrSI 3H1 Ao lno ONVI eo S3aav FOOS AO A1NnOD NOSWVIIIIM dD A1109 4VW AWaNrIO8 s fe NIP ea VM -- 1�f�_ M r7 C: a g%;• r 1 Ith)r I k 31 111< x 1st �' EXHIBIT F Resolution No. fl=) 0(" A) A RESOLUTION GRANTING THE CONSENT OF THE CITY OF GEORGETOWN, TEXAS TO THE CREATION OF A MUNICIPAL UTILITY DISTRICT TO BE KNOWN AS "PARKSIDE ON THE RIVER MUNICIPAL UTILITY DISTRICT NO. 1" WITHIN THE EXTRATERRITORIAL JURISDICTION OF THE CITY OF GEORGETOWN, TEXAS WHEREAS, the City of Georgetown (the "Cb") received a Petition for the Consent to Creation of a Municipal Utility District upon 272.512 acres of land located in the extraterritorial jurisdiction of the City, a copy of which Petition is attached as Exhibit "A" (the "Petition"); and WHEREAS, Section 54.016 of the Texas Water Code and Section 42.042 of the Local Government Code provide that land within the extraterritorial jurisdiction of a municipality may not be included within a district without the municipality's written consent; and WHEREAS, the land described in the Petition constitutes a portion of the remaining land described in the "Amended and Restated Consent Agreement Concerning the Water Oak Subdivision (f/k/a ABG Subdivision)" between the City, Laredo W.O., Ltd., and Williamson County Municipal Utility District No. 25 recorded in the Official Public Records of Williamson County, Texas as Document No. 2012oo6198 (the " oniseyf A r enient") a copy of which is attached to the Petition, and the Petitioner proposes that the District be created as a "Successor District," as contemplated by and subject to the terms and conditions of the Consent Agreement; and WHEREAS, the land described in the Petition also constitutes a portion of the remaining land described in the "Amended and Restated Development Agreement Concerning the Water Oak Subdivision (f/k/a ABG Subdivision)" recorded in the Official Public Records of Williamson County, Texas as Document No. 2012027844 between the City and Laredo W.O., Ltd., which was amended by the "First Amendment to the Amended and Restated Development Agreement Concerning the Water Oak Subdivision," dated to be effective on November 11, 2015, recorded in the Official Public Records of Williamson County, Texas as Document No. 2o16008515 (collectively, Document No. 2012027844 and Document No. 2o16008515 are referred to herein as the "DeuePol2mentAgreenten["); and WHEREAS, the Petitioner, HM Parkside, LP, a Texas limited partnership is a successor in interest Laredo W.O., Ltd. under the Consent Agreement and the Development Agreement and owns the land described in the Petition. NOW THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF GEORGETOWN, TEXAS: Section 1. That the Petition meets the requirements of Section 2.02 of the Consent Agreement, and the City Council of the City of Georgetown, Texas, gives its written consent to the creation of Parkside on the River Municipal Utility District No. 1 upon the 272.512 acres of land described in the Petition. The District will constitute a "Successor District" as contemplated and allowed by the Consent Agreement and will be subject to the terms and conditions set forth in the Consent Agreement and the Development Agreement. Resolution No. OU-1 kq — W Consenting to Creation of Parksidc at the River MUD No, 1 Page[ of 3 Section 2. That the District's road powers shall be limited to the issuance of bonds for right of way acquisition, design, construction, and financing of the roads described as Parkside Parkway and Parkway B on Exhibit D attached to the Petition; however, the District's road powers shall not include the operation and maintenance of Parkside Parkway or Parkway B or the issuance of Bonds for such purposes because the roads are required under the Consent Agreement and the Development Agreement to conveyed to Williamson County, Texas for operation and maintenance. Section . That the District provide to the City a final Texas Commission on Environmental Quality (the "Commission") order approving a bond issue (or the accompanying staff memorandum) that contains a finding, made in accordance with the Commission's then - existing rules, that it is feasible to sell Bonds and maintain a projected District total tax rate of not more than $0.92 per $10o in Assessed Valuation (the "Tax Rate Limit.") 'ecti n 4. That before the submission of an application of approval of issuance of Bonds to the Commission or to the Texas Attorney General, whichever occurs first, the District's financial advisor certifies in writing to the City that the Bonds are being issued within the then -current economic feasibility guidelines established by the Commission for municipal utility districts in Williamson County, Texas, do not to exceed the Tax Rate Limit, and are in conformity with Article V of the Consent Agreement. Section s. That the Petition attached hereto as Exhibit "A" (including all attachments to the Petition), and the depiction of Parkside Parkway and Parkway B attached hereto as Exbi it "B", are hereby incorporated into this Resolution by this reference as if set forth in full; and that the two agreements included with the above -stated definition of "Development Agreement" (together with all attachments to the Development Agreement) are also hereby incorporated into this Resolution by this reference as if set forth in full. Section 6. All ordinances and resolutions or parts of resolutions and ordinances, that are in conflict with this Resolution are hereby repealed and are no longer in effect. Notwithstanding the foregoing, Resolution No. 0226o8-FF and Resolution No. 052212-T pertaining to the creation of Williamson County Municipal Utility District No. 25 under the terms and conditions of the Consent Agreement and the Development Agreement are not affected by this Resolution and remain in full force in effect. Section 7. The Mayor of the City of Georgetown is hereby authorized to sign this Resolution and the City Secretary of the City of Georgetown to attest. Section 8. This Resolution shall become effective on its final passage. PASSED AND APPROVED on the ZJNy of &A &A 6f , 2019. List of Attachments: Exhibit A The Petition (including all attachments to the Petition) Resolution No. n h l lot - vv Consenting to Creation of Parkside at the River MUD No. 1 Page 2 of 3 CITY OF GEORGETOWN, TEXAS (2) 0e, Dale Ross, Mayor ATTEST: Robyn Dc smorc, City Secretary Resolution No. Consenting to Creation of Parkside at the River MUD No. 1 Page 3 of 3 PETITION FOR CONSENT TO THE CREATION OF PARKSIDE ON THE RIVER MUNICIPAL UTILITY DISTRICT NO. 1 STATE OF TEXAS COUNTY OF WILLIAMSON TO THE HONORABLE MAYOR AND CITY COUNCIL OF THE CITY OF GEORGETOWN, TEXAS: The undersigned (the "Petrjgtz' ,ttet "), acting pursuant to the provisions of Chapters 49 and 54, Texas Water Code, as amended, and the Amended and Restated Consent Agreement between the City of Georgetown, Texas (the ""), Laredo W.O., Ltd., and Williamson County Municipal Utility District No. 25 recorded in the Official Public Records of Williamson County, Texas as Document No. 2012oo6198 (the "Cousen#AVreemezi#"), respectfully petitions the City Council of the City, for its written consent to the creation of a municipal utility district over the land described by metes and bounds on the attached Exhibit "A" (the "Pryper_,ty"), and, in support of this Petition, would show the following: I. The name of the proposed district is Parkside on the River Municipal Utility District No. i (the "Di r' t" ). There is no other conservation or reclamation district in Williamson County, Texas with the same name. II. The District is proposed to be created and organized under the terms and provisions of Article XVI, Section 59 and Article III, Section 52 of the Texas Constitution and Chapters 49 and 54, Texas Water Code, as amended. III. The District is proposed to contain all of the Property, which consists of an area of approximately 272.512 acres of land situated in Williamson County, Texas, as more particularly described on Exhibit "A". All of the territory proposed to be included may be properly included in the District. All of the Property proposed to be included in the District is located within the extraterritorial jurisdiction of City. The Property constitutes a portion of the remaining land described in the Consent Agreement, a copy of which is attached as Exhibit "B". The Petitioner proposes that the District be created as a "Successor District", as defined in and subject to the terms and conditions of the Consent Agreement. The Petitioner holds title to and is owner of a majority in value of the Property as indicated by the tax rolls of Williamson County, Texas. The only lienholder on the land, First United Bank and Trust Company, has consented to the creation of the District as evidenced by the Certificate of Lienholder's Consent attached as Exhibit "C". 1W0912836.2) V. The general nature of the work to be done by the District at the present time is (a) the design, construction, acquisition, improvement, maintenance, extension, financing and issuance of bonds for (i) a water works and sanitary sewer system for domestic and commercial purposes; (ii) works, improvements, facilities, plants, equipment and appliances helpful or necessary to provide more adequate drainage for the District and to control, abate and amend local storm waters or other harmful excesses of waters; (iii) park and recreational facilities; and (iv) such other additional facilities, systems, plants and enterprises as are consistent with all of the purposes for which the District is created; and (b) the design, acquisition, construction, financing, issuance of bonds for and conveyance to the Williamson County for operation and maintenance the roads described as Parkside Parkway and Parkway B as depicted on the attached Exhibit "D" (the "Road Impmemen "). VI. There is a necessity for the above -described work, because there is not now available within the area an adequate waterworks system, sanitary sewer system, drainage and storm sewer system, park and recreational facilities system, or roadway system to serve the Property, which will be developed primarily for single-family residential use. The health and welfare of the present and future inhabitants of the Property and adjacent areas require the purchase, design, construction, acquisition, ownership, operation, repair, improvement and extension of an adequate waterworks system, sanitary sewer system, drainage and storm sewer system, park and recreational facilities; and the Road Improvements. A public necessity therefore exists for the creation of the District in order to provide for the purchase, design, construction, acquisition, ownership, operation, repair, improvement and extension of a waterworks system, a sanitary sewer system, a drainage and storm sewer system, park and recreational facilities, and the Road Improvements in order to promote the purity and sanitary condition of the State's waters and the public health and welfare of the community. VII. The proposed improvements are feasible and practicable, and the terrain of the land to be included in the proposed District is such that a waterworks system, a sanitary sewer system, a drainage and storm sewer system, park and recreational facilities, and the Road Improvements can be constructed at a reasonable cost. VIII. A preliminary investigation has been made to determine the cost of the proposed District's projects, and it is now estimated by the Petitioner, from such information as it has at this time, that such cost will be approximately $33,050,000. IX. Petitioner, by submission of this Petition, request the City's consent to the creation of the District as a Successor District pursuant to the Consent Agreement. The Petitioner expressly acknowledges that the City's consent will be subject to the terms and conditions of the Consent Agreement and the resolution of the City consenting to the creation of the District. 1W0912836.21 X. Petitioners request that this petition be heard and that the City Council duly pass and approve a resolution granting in its consent to the creation of the District and authorizing the inclusion of the Property within the District within 3o days of submission of this Petition pursuant to Article II, Section 2.02(c) of the Consent Agreement. EXECUTED on the date or dates indicated below, to be effective the 8th day of August, 2019. HM Parkside, LP, a Texas limited partnership By: Hanna/Magee GP #1, Inc., a Texas corporation By: Blake J. Magee, President THE STATE OF TEXAS COUNTY OF TRAVIS This instrument was acknowledged before me on the day of , 2019, by Blake J. Magee, President of Hanna/Magee GP #1, a Texas corporation, general partner of HM Parkside, LP, a Texas limited partnership on behalf of said corporation and limited partnership. Notary Public, State of Texas (seal) fW0912836.21 EXHIBIT "A" ia!['?• M FL U c N r�Itj$ gam# ��£ r f� .�gi nl aCF s4GF R1 f qE. Nk r� ' `E a ax a000'Fr}p �F+ � �> 4 j .9F$S c : 3a ± f .ems 1 itfip Y _ QJ 3 s �: _0 d €€A �99 p�^F ! g7 tlp `F rR eSse AfR •rl [$Q IS R �'�Y '!E3! •Y>° i ESP ��1 X`y� Y !� l Efif!.fx� CL+ ii 4 05 ,;6-..5 3 r , s xA� 1� =a: seas S; ;,xa$ 3 S �'■ `�`�lr� �s�� � r �I �. •. 1�i7 ,�`� `$'s! � Will,rtallatnF.�! ¢i x yRiseF�a gFty e� r+ i .- G r.¢g1e� �[€ 3 . •pp g `i r P66 Iy Fig �ae4ox..-j �� �,.e9L: ; xa i¢ aE ;, . ��PiJ�E �R.1t F SPie €C _ • 6f �e'����$ !i� � �^e .J F �ll L 'ra ! n� I $M� ...t �x• • .r {Wogi2836.2} Exhibit "A" — Page i of 1 Exhibit A-1 Page 1 of 2 Pages County: Williamson Project: Parkside on the River Job No.: A 1913 01 MB No.: 19-050 FIELD NOTES FOR 272.512 ACRES Being a tract containing 272.512 acres of land located in the J. Thompson Survey, Abstract Number 608 in Williamson County, Texas. Said 272.512 acre tract being a portion of a call 1,146.591 acre tract of land recorded in the name of HM Parkside, LP, in Document Number 2018114043, Official Public Records Williamson County (O.P.R.W.C.). Said 272.512 acres being more particularly described by metes and bounds as follows (bearings are referenced to the Texas Coordinate System, NAD 1983, Central Zone): Beginning at the southeasterly corner of said 1,146.591 acre tract and the southwesterly corner of a call 77.902 acre tract of land recorded in the name of Edwin H. Vale, Jr. in Document Number 2017014736, O.P.R.W.C., also being on the northerly Right -of -Way (R.O.W.) line of F.M. 2243 (80' wide); Thence, with said northerly R.O.W. line, the following five (5) courses: 1. South 69 degrees 01 minutes 48 seconds West, a distance of 1,585.40 feet; 2. 849.66 feet along the arc of a curve to the right, said curve having a central angle of 17 degrees 14 minutes 02 seconds, a radius of 2,824.79 feet and a chord which bears South 77 degrees 38 minutes 49 seconds West, a distance of 846.46 feet; 3. South 86 degrees 15 minutes 50 seconds West, a distance of 563.49 feet; 4. 562.37 feet along the arc of a curve to the left, said curve having a central angle of 16 degrees 31 minutes 30 seconds, a radius of 1,949.86 feet and a chord which bears South 78 degrees 00 minutes 05 seconds West, a distance of 560.42 feet; 5. South 69 degrees 44 minutes 20 seconds West, a distance of 71.58 feet to a southwesterly corner of said 1,146.591 acre tract, also being the southeasterly corner of a call 22.60 acre tract of land recorded in the name of Elizabeth Anne Dufner in Document Number 2014063697, O.P.R.W.C. (Tract B); Thence, with a westerly line of said 1,146.591 acre tract and the easterly line of said 22.60 acre tract, North 10 degrees 42 minutes 53 seconds West, a distance of 2,663.31 feet to an interior corner of said 1,146.591 acre tract, and the northeasterly corner of said 22.60 acre tract; Thence, through and across said 1,146.591 acre tract the following six (6) courses; 1. North 29 degrees 15 minutes 11 seconds East, a distance of 127.38 feet; 2. North 22 degrees 49 minutes 04 seconds East, a distance of 405.02 feet; 3. North 45 degrees 04 minutes 47 seconds East, a distance of 274.89 feet; Exhibit A-1 Page 2 of 2 Pages 4. North 26 degrees 03 minutes 38 seconds East, a distance of 392.81 feet; 5. North 01 degrees 32 minutes 15 seconds East, a distance of 164.67 feet; 6. North 71 degrees 41 minutes 20 seconds East, a distance of 267.24 feet to an easterly line of said 1,146.591 acre tract and the westerly line of aforesaid 77.902 acre tract; Thence, with the common line between said 1,146.591 acre tract and said 77.902 acre tract the following three (3) courses; 1. 136.11 feet along the are of a curve to the left, said curve having a central angle of 05 degrees 39 minutes 04 seconds, a radius of 1,380.00 feet and a chord which bears South 11 degrees 15 minutes 55 seconds East, a distance of 136.05 feet; 2. North 67 degrees 58 minutes 56 seconds East, a distance of 242.14 feet; 3. North 68 degrees 09 minutes 20 seconds East, a distance of 590.44 feet to the southwesterly corner of a call 3.080 acre tract of land recorded in the name of HM Parkside, LP in Document Number 2018114044, O.P.R.W.C.; Thence, with the common line between said 1,146.591 acre tract and said 3.080 acre tract, North 68 degrees 08 minutes 50 seconds East, a distance of 157.00 feet to the southeasterly corner of said 3.080 acre tract and a southwesterly corner of aforesaid 77,902 acre tract; Thence, with the common line between said 1,146.591 acre tract and said 77.902 acre tract the following two (2) courses; 1. North 68 degrees 08 minutes 38 seconds East, a distance of 901.90 feet; 2. South 20 degrees 54 minutes 54 seconds East, a distance of 3,791.46 feet to the Point of Beginning containing 272.512 acres. This document was prepared under 22 TAC §663.21, does not reflect the results of an on the ground survey, and is not to be used to convey or establish interests in real property except those rights and interests implied or established by the creation or reconfiguration of the boundary of the political subdivision for which it was prepared GBI Partners, LP TBPLS Firm No. 10194150 Ph: 512-296-2675 August 1, 2019 r-I 5768 �p FESS��.•'• SuR`t. EXHIBIT "B" CONSENT AGREEMENT — DOC. 2012oo6io8 OPR OF WILLIAMSON COUNTY, TE 1W0912836.21 Exhibit "B" - Page 1 of — IIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIII AGR 2012006198 82 PG5 AMENDED AND RESTATED CONSENT AGREEMENT 'I'llf? STATE OF TEXAS COUNTY OF WILLIAMSON This Amended and Restated Consent Agreement ("Acreelncnt") is between the City of Georgetown, Texas ("the Cam" ), a home -rule city located in Williamson County, Texas. LAREDO W.O., Ltd., a Texas limited partnership (the "Dove and "Owner") and Williamson County Municipal Utility District No. 25, a nrtulicipal utility district created under Chapters 49 and 54 of the Texas Water Code (the "V irst Districl"). 1NTRODUCTiON W1lFRE?AS, the City and Developer entered into that certain Development Agreement concerning the Land dated as of November 14, 2006 and recorded in the Official Records of Williamson (''ounty as Document No. 2007040905 (the "Original Development Agreement"), ,which has been amended by that certain ".First Amendment to Development Agreement" dated as of June 7, 2007 and recorded in the Official Records of Williamson County as Document No. 2007054980(the "First Amended Development Agreement"), and by that certain "Second Amendment to Development Agreement" dated as of August 28, 2007 and recorded in the (Official Records of Williamson County as Document No. 2007100744 (the "Second Amended Development Agreement"), and by that certain "Third Amendment to Development Agreement" dated as of December 11. 2007 and recorded in the Official Records of Williamson County as Document No. 2008004457 (the "Third Amended Development Agreement*'), and by the "Fourth Amendment to Development Agreement" dated as of January 18, 2008 and recorded in the Official Records of Williamson County as DOCument No. 2008006094 (the "Fourth An-wilded Development Agreement") (collectively the "Prior Deycla7 meat A treernent Amendn-vi.it5") (the Original Development Agreement. as amended by the Prior Development Agreement Amendments. are referred to collectively herein as the "Dcyclopment Agreement"); and WHEREAS, the City and the Developer also entered into that certain "Offsite Utility Construction and Cost Reimbursement Agreement" dated as ot'November 14, 2006 and recorded in the Official Records of Williamson County as Document No. 2007040906 (the "Criginal Offsite Utility Agreement"), which has been amended by that certain "First Amended Offsite t_Jtility Construction and Cost 17eimbur•sement Agreement"dated as of June 7, 2007 and recorded in the Official Records of Williamson County as Document No. 2007054979 (the "First Amended Ottsite Agreement"), and by that certain "Second Amendment to the Offsite Uthity Construction rind Cost Reimbursement Agreement" dated as of December 11, 2007 and recorded in the Official Records of Williamson County as Document No. 2009004456 (the `Second Amended Offsite Agreement''), and by that certain "Third Amendment to the Offsite Utility Construction and Cost Reimbursement Agreement" dated as of December 9, 2008 and recorded in the Official 1Zecords of Williamson County as Document No. 2009002693 (the "Third Amended Otfsitc Agreement") (collectively the "Prior Offsite Agreement Amendments") (the Amended and Restated Conscm Asrcement FINAL dean Ipi:% Original Offsite Agreement, as amended by the Prior Offsite Agreement Amendments, are referred to collectively herein as the "Offsite Agreement"); and WHEREAS, on even date herewith, the City and the Developer have entered into that certain "Amended and Restated Development ilgreetlwrnt," herein so called, which supersedes and replaces the Development Agreement and the Offsite Agreement, and which addresses the change in project boundaries, development standards. and provision of utilities; and WTII RFAS, the Developer and the City have previously entered into a consent agreement dated December 12, 2007 (the "Original Consent Agreement") relating to that certain property consisting of approximately 1707.749 acres of land, and the City passed and approved Resolution No. 022608-FF pursuant to which the City determined that upon the satisfaction of the conditions set forth in the Development Agreement and the Utility Agreement (as those terms are defined herein), the Developer was authorized to create up to five (5) "in -city" municipal utility districts on the Original Land; and W [IF.RFAS, pursuant to the Original Consent Agreement and an order of the TCEQ, one (1) municipal utility district known as Williamson County Municipal Utility District No. 25 has been created on a portion of the Original band (the -First District"), and has met and assumed the obligations of the Original Consent Agreement; and WHEREAS, the City, the Developer and the First District seek to amend and restate the Original Consent Agreement due to changed conditions in the real estate and financial markets to, .among other things, do -annex certain property from the corporate boundaries of the City limits, change the boundaries of the Original [..and, change the boundaries of the [_`irst District, and to be consistent with the Amended and Restated Development Agreement. Therefore, for good and valuable consideration, the receipt and suf lciency or which are hereby acknowledged, including the agreements set forth below, the parties contract as follows_ ARTICLE I DEFINITIONS Section 1.01. Definitions. In addition to the terms defined elsewhere in this Agreement or in the City's ordinances, the following terms and phrases used in this Agreement will have the meanings set out below: Agreement: This Amended and Restated Consent Agreement between the City of Georgetown, Texas, the Developer and the First District and any Successor District as defined in Section 1.01 of this Agreement. Amended and Restated Development Agreement: The Amended and Restated Development Agreement by and between the City and Laredo W.O., Ltd. dated to be effective on even date herewith_ Amended and Restated Consent Agreement FINAL clean.doex Annexation Tract: 256.418 acres of land described by metes and bounds in Exhibit A, but excluding [lie Parkland. Assi rgee; A successor to Owner as defined in Section 1.01 of this Agreement, Bond: Bonds, notes, or other obligations. including refunding or refinancing of same, issued or reissued by the First District and any Successor District. City: The City of Georgetown. Texas, a home rule city located in Williamson County, Texas. C-ity'S Eixclusinn Tract: shall mean approximately 268.301 acres of land which was voluntarily annexed into the City limits by Ordinance No. 2007-82 (which is incorporated herein by reference), SAVE, AND EXCf?PT a 0.922 acre portion of said 268.301 acres of land described on Exhibit B consisting of a lilleen foot (15') wide strip of land approximately 2,909 feet long with a total area of approximately one (1) acre more particularly described in Document No. 199968547 filed in the Official Records of Williamson County and situated parallel to and north of the Leander Road right-of-way, which is not made part of the C:ity's Exclusion 'Tract and which is not to be de -annexed under Section 2.1 of this Agreement.. Developer: Laredo W.O., Ltd. or its permitted successors and assigns under this Agreement which designation shall be used synonymously with Owner unless otherwise indicated_ E:lTectiye Date: The latest date accompanying the signature lines below. l=irst District: Williamson County Municipal Utility District No. 25, a municipal utility district created pursuant to the Original Consent Agreement and Resolution No. 022608FF , and having the TCI Q confirmation date of May 18, 2010. First District's Exclusion 'Tract: Approximately 249.786 acres of land described by metes and bounds on Exhibit C. Land: Approximately 1,354.48 acres of land described by metes and bounds an Exhibit 1). Off -Site Facilities: The South San Gabriel Interceptor, as defined in Section 1.01 of this Agreement. On -Mite I:acilities: All water, wastewater, drainage, road and bridge facilities internal to the Land that are necessary to serve the Land. Original Consent Agreement: That certain Consent Agreement by and between Developer and the City dated December 12, 2007 relating to the Original Land. Amended and Restated Consent Aprecmcnt FINAL clean.docs Orieistal Land: 1,707.749 acres of land described by metes and bounds on DJOi_l i::, and which was included in the Original Consent Agreement, Owner: Laredo W.O., Ltd. or its pennitted successors and assigns under this Agreement, which designation shall be used synonymously with Developer. Parkland: This term shall have the same definition of "Parkland" as set forth in the Arnended and Restated Development Agreement executed to be effective on even date herewith. SOLIth San Gabrjel Brid: The bridge to be constructed on the Property across the South Fork of the South San Gabriel River pursuant to the terms and conditions of the Amended and Restated Development Agreement. South San Gabriel Intercepto : That certain wastewater gravity collection main of various diameters beginning at its inception as the Wolf' Ranch Lill Station west of IH-35 and extending to the western boundary of the Land consisting of four segments: the Simon Segment (Phase A South), the Harvard Segment (Phase 13 South), and the ABG Segment (Phase C-1 and Phase C-2) as generally shown by sketch on Exhibit F_ South San Gabriel Interceptor — Phase C-2: That portion of the South San Gabriel Interceptor beginning at the wester terminus of Phase C-1 and extending westward to the westernmost boundary of the Land, as generally shown on Exhibit Q, Successor District: Any municipal utility district created after the creation of the First District over a portion of the Land (but not within the First District or another Successor District, and not including any portion of the Parkland) in accordance with Chapter 54 of the Texas Water Code, this Agreement, the Amended and Restated Development Agreement, and the Consent Resolution. Successor District C'ontirmation late: The date that the TCEQ_ confirms creation of a Successor District. TCE : Texas Commission on Environmental Quality, or its successor agency. ARTiCIX ill DISTRICT CREATION Section 2.01. Generiti. a. The Developer shall submit to the City a satisfactory review of the Developer's financial position, certified by a third party financial analyst approved by City, within thirty (30) days after the Effective Date of this Agreement. b. The Owner and Developer covenant and agree to cause each Successor District that is created to approve, execute, and deliver to the City this Amended and Restated Consent Amended and Remaied Consem Agicemem FINAL dean.doex Agreement and the Amended and Restated Development Agreement within ninety (90) days after each Successor District Confirmation Date. c_ The property that is the subject of this Amended and Restated Consent Agreement is that portion of the Original Land consisting of approximately 1,354.48 acres owned by Owner and Developer and shown on I`.xhibits 1), but excluding the :Parkland, and said property is referred to herein as the Land. d. The City acknowledges the creation, pursuant to the Original Consent Agreement and Resolution No. 022608-FF, of the First District over a portion of the Original Land. e. The Developer and the First District represent and warrant to the City that there are no outstanding bonds of the First District. and that no Successor Districts have been created over any portion of the Original Land pursuant to the Original Consent Agreement. f. Except as otherwise provided herein or in the Amended and Restated Development Agreement with respect to the Parkland, (and notwithstanding the terms of the Original Consent Agreement, the Development Agreement, or the Utility Agreement), the First District and any Successor District shall not be "in -city" municipal utility districts as originally contemplated, but shall instead be located in the City's extraterritorial jurisdiction and be annexed, if annexed. into the corporate boundaries of the City, pursuant to the terms and conditions of this Agreement, g. Subject to the conditions of Section 2.01(h), the Developer may initiate the creation of a Successor District over some or all of the remaining [_.and that is not already in the First District, subject to the terms and conditions of this Agreement, and not including any land in the Parkland. Such process shall continue as necessary until such time as a minimum of two (2) but no more than three (3) districts have been created on the Land. h. Developer shall cause each Successor Uistrict to enter into an agreement with the City in substantially the same form as this Agreement, and including the following limitations: (1) For purposes of Section 5.03(e), the latest i_3ond issuance date for any district shall he fifteen (15) years from the date of the first issuance of Bonds issued by the First District (or fifteen (15) years from the date of the first issuance of bonds by a Successor District if a Successor District issues Bonds before the First District); and (2) A district may acid or exclude land from such district as permitted by law provided that a minimum of two (2) but no more than three (3) districts are created on the Land. Section 2.02. Consent to Change in Boundaries of the First District. a. The City acknowledges receipt of the Developer's request, in accordance with Section 54.016 of t}tc Texas Water Code. Section 42,042 of the Texas Local Government Code, Amended and R.emaWd Convent Artieenwni FINAI. clean dii" and Section 13.10 of the City's Unified Development Code ("UDC") for annexation of the Annexation 'Tract into the First District. On the Ef['ective Date of this Agreement, the City has approved the resolution attached as Exhibit 1.1, consenting to the inclusion of Annexation Tract within the boundaries of the First District. The City agrees that the Resolution will be deenied to constitute the City's consent to the annexation of the Annexation "Tract into the First District. No further action will be required on the part of the City to evidence its consent to the annexation of the Annexation Tract into the First District; however. the City agrees to provide any additional confirmation of its consent that may be required by the Developer or the First District if requested to do so. The First District or the Developer shall provide the City with certified copies of all orders or resolutions effectuating the lawful annexation of the Annexation Tract into the First District within ten (10) days of -the effective date of same. b. The City further acknowledges receipt of the First District's request, in accordance with Section 54.016 of the 'Texas Water Code, Section 42.042 of the Texas Local Government Code, and Section 13.10 of the City's UDC for de -annexation of the First District Exclusion Tract from the boundaries of the First District, The First District represents and warrants that it shall comply with all applicable laws pertaining to the de -annexation of the first District Exclusion Tract from the First District, including but not limited to the requirements pertaining to public notice and hearings. I.lie first District or the Developer shall provide the City with certified copies of all orders or resolutions effectuating the lawful de -annexation of the First District Exclusion Tract from the boundaries of the First District within ten (10) days of -the effective date of same. c. The City and the Developer acknowledge that the Developer must file a petition with the City, in accordance with Section 54.01 G of the Texas Water Code, Section 42.042 of the Texas Local Goven]menL Code, and Section 13. 10 of the City's Unified Development Code for creation of any Successor .District (up to two (2) Successor Districts) over any portion of the land that is not already located in the First District. The petition(s) must (i) describe by metes and bounds the boundaries of the Successor -District, (ii) contain the Developer's express acknowledgement that the City's consent shall be subject to the terms and conditions of this Agreement and the Consent Resolution in the form attached hereto; and (iii) include a copy of this Agreement as an exhibit to such petition. Within thirty (30) days of the submission of such petition, the City agrees that it will approve a resolution, consenting to the inclusion of said portions of the Land within one or more Successor District(s), fair up to three (3) districts (inclusive of the first District). The City agrees that the resolution will be deemed to constitute the City's consent to the creation of the each Successor District. No ffn-ther action will be required on the part of the City to evidence its consent to the creation of a Successor District; however, the City agrees to provide any additional confirmation of its consent that may be required by the Developer or the First District or a Successor District if requested to do so. d. At least thirty (30) days before the submission of a creation application to the TCEQ for a Successor District, Developer agrees to submit to the City a draft of the creation application and all supporting documents. The City shall have thirty (30) business days to review and comment on the draft. The City shall be entitled to review and request additional information about each individual designated as an initial director of any Successor District. MX-nded and Raveled Consciu Ahieemcni FINAL cican.docx e. Developet agrees that as additional consideration for the (`ity'S consent to the creation of the First District, the changing of the boundaries of the First District, and the Consent to the creation of Successor Districts, it will not seek, petition, or consent to the creation of any other special taxing or assessment jurisdiction over the Land or the Parkland. f. Neither the First District nor any Successor District shall be authorized to exercise the power of eminent domain to acquire any interest in property that is located outside the bouncaries of the First District or any Successor District except when such power is exercised upon the express written consent of the City. Section 2.03. Annexation by the City. a. The Parties acknowledge and agree that, except for the Parkland, after the City's cle-annexation of the City Exclusion Tract, the Land will lie wholly outside of the City's current city limits and wholly within the City's FTJ. The Parties further acknowledge and agree that the creation of the First District and any Successor District and the City's consent thereto are for purposes that include promoting the orderly development and extension of City services to the land upon annexation. b. The City and Developer agree that (notwithstanding the Original Consent Agreement. the Development Agreement, or the: Utility Agreement.) the First District and all Successor Districts shall not be in -city districts, and no portion of the Land (except the Parkland) included in the First District or any Successor District shall be wholly or partially within the; city limits. C. In furtherance of the purposes of this Agreement, the First District and any `successor District and the Developer, oij behalf of LIICI11SCiVCS and their respective successors and assignees, covenant and agree that, except upon written consent of the City, neither the First District and any Successor District nor the Developer will. (I) seek or support any effort to incorporate the band or any part thereof, or (2) sign join in, associate with, or direct to be signed any petition seeking to incorporate the Land or Seeking to include the Land within the boundaries of any other special district, assessment jurisdiction, other municipality, or any other incorporated entity other than the City. d. Within thirty (30) days after the Effective Date, the First District shall rile in the real property records of Williamson County an amended notice in the form required by Section 49.452 of the Texas Water Code. Within thirty (30) clays after the TCEQ's District Confirmation Date for any Successor District, the Successor Districts) shall file in the real property records of Williamson County a notice in the form required by Section 49.452 of the Texas Water Code. e. Within ninety (90) days alter the Effective Date. the City shall commence the process to de -annex the City's Fxclusion Tract (except for any Parkland) in accordance with Section 1.06 of the City Charter. The Developer and the First District agree to cooperate with the City to accomplish such de -annexation. The Developer and the First District further agree that the City has no obligation refund to the Developer or the First District (or any Successor District) any taxes or fees collected by the City during the period that the City's Exclusion Tract was included in the City limits. Prior to the second reading of the city ordinance de -annexing the Amended and Restmed Consent Agreemem FINAL clean dnex City's Exclusion Tract trom the corporate boundaries of the City, the Developer or the First District must (a) provide evidence to the City that: there are no delinquent or outstanding City taxes pertaining to the City's' Exclusion Tract, and (b) pay the pro rats share of all City taxes and fees pertaining to the City's Exclusion Tract calculated as of the effective date of the de - annexation ordinance. f. The City agrees that, except for the Parkland, it will not annex or re -annex any of the Land until (1) the expiration or termination of this Agreement, or (2) the completion of at least 90% of Lhe construction Of the public iIlIrastr'ucture necessary to serve the Land with water, wastewater, and drainage facilities consistent with the Amended and Restated Development Agreement, and either (i) the Developer has been reimbursed by the First District or the Successor District(s) in accordance with the rules of the `FCEQ and the terms and conditions of the Amended and Restated Development Agreement, or (ii) the City has expressly agreed to assume the obligation to reimburse the Developer under the TCEQ rules. Developer agrees that the City may annex the Parkland into the City limits at any time and hereby expressly consents to such annexation. Section 2.04. Annexation by the District. The First District shall not annex any additional land into its boundaries without the prior written consent of the City. No Successor District shall annex any additional land into its boundaries other than territory contained in the Land (except the Parkland) and not included in the First District. Section 2.05. Administrative Fee and Master Development Fee. (a) As additional consideration for this Agreement. the Developer shall pay the City an Administrative I;`ee and a Master Development Fee, which amounts will be full payment to the City of all fees due to the City in connection with the approval ol-this Agreement, but which is in addition to any other applicable City fees and scans due under the Amended and Restated Development Agreement. 'The Developer shall pay the Administrative Fee and Master Development fee to the City in accordance with this Section 2.05, (b) Administrative Fee: An Administrative Fee of $50,000.00 shall be paid to the City by the Developer as follows: (a) the Developer will pay $25,000 to the City on or before the COth day lbllowing the F fective Date; (b) the Developer will pay $25,000 to the City on or before the first anniversary of the Effective Date. Notwithstanding, anything in this Amended and Restated Development Agreement or in the Amended and Restated Development Agreement to the contrary, neither the Developer, the District, nor any Successor District Shall have a right to use the Administrative Fee for the Bridge; instead the Administrative Fee shall be for the sole use and benefit of the City for any purpose as the City in its discretion may decide. (c) Master Developnent Fee: A Master Development Fee equal to the Hngineer's Cost Estimate (as that term is used and defined in Section 2.8(c) of the Amended and Restated Development Agreement) shall be paid to the City out of the net Developer reimburserent from the proceeds from the issuance of bonds by the First District and any Successor District at the rate of 10% of each net bond reimbursement received by the Developer from the First District and any Successor District, in accordance with the 1"onnula attached hereto as Exhibit 1. An*nded and krsuiiul Con,rnl At!,wvmrnl FINAL clean ducx Notwithstanding the foregoing, Developer and the District agree that the full amount of the Master Development Nee must be paid to the City no later than the date specilied in Section 5.11 of this Agreement; therefore, the percentage from each net bond reimbursement is subject to increase as the City may determine. The District and the Developer shall ensure that each installment payment will be paid to the City in conjunction and simultaneously with the Developer's reimbursements fi•om the bonds. Bonds may be issued prior to the finalization of the Engineer's Cost Estimate and any Master Development Fee payments received by the City prior thereto shall be credited against the Engineer's Cost Estimate. The obligation to pay the Master Development Fee shall cease after the South San Gabriel Bridge substantially complete and has been accepted by Williamson County for maintenance. (d) The (:ity, the Developer and the District agree that the payment of the Master Development Fee is to he paid solely from Developer reimbursements as bonds are issued. The Developer hereby makes a partial assignment of its reimbursement rights to the City, as evidenced by Exhibit K, attached hereto rind made a part hereof for all purposes. No assignment of Developer's reimbursement rights shall be effective unless and until the City receives notice of such assignment accompanied by at fully executed Partial Assignment of Reimbursement Rights pursuant to which the City has a right to receive the Master Development Fee payable out of developer reimbursements as bonds are issued in accordance with this Agreement. The City. the Developer and the District agree that any District bond issuance must be consistent with the bond authorization propositions and with state law and TCEQ rules, if applicable. ARTICLE. in LAND USE, PARKS AND ROADWAYS Section 3.01. The 1-.and shall b: developed in accordance with the standards and requirements set forth in the Amended and Restated Development Agreement. Parkland and land in Civic Areas shall be donated and/or dedicated in accordance with the Amended and Restated Development Agreement. Roadway improvements and the traffic plan shall also be developed in accordance with the Amended and Restated Development Agreement. ARTICLE IV WATER, WASTEWATER, AND OTHER SERVICES Section 4.01. Water Services. For the areas of the T_.and within the Certificate of Convenience and Necessity (CCN) held by the Chisholm Trail Special Utility District (CTSUD), retail water service to the First District (and any Successor District, if said Successor District includes territory within CTSUD's CCN) shall be provided by CTSUD in accordance with an agreement between CTSUD and the Developer unless (i) such territory is decertified and removed from CTSUD's CCN pursuant to state law, and (ii) tine City agrees to provide retail water service to the decertified area as set forth in the Amended and Restated Development Agreement. For areas of the Land that are not within the CCN of CTSUD or any other "ilificated provider, retail water services shall be provided by the City on the terms and conditions set forth in the Amended and Restated Development Agreement. Retail customers of Amended and RuMted Consent Aacemem FINAL dean.doex the First District and any Successor District receiving retail water service from the City shall pay the applicable water rates fin- customers located outside of the city limits. Section 4.02. Wastewater Services. Retail wastewater service to the First District and any Successor District shall be provided by the City in accordance with the Amended and Restated Development Agreement. Retail customers within the First District and any Successor District shall pay the applicable sewer rates for customers located outside of the city limits. Section 4.03. Garbage Services. Garbage pick up services shall be provided by the City's solid waste services provider, and customers located on the Property shall be Tier 111 Customers, as set forth in the City's Code of Ordinances Section 13.04.180. Section 4.04. Police, Fire, Electric and EMS Services. The First District and any Successor District shall provide, or cause to be provided, police, lire (including water supply and infrastructure capacity for fire tlow), electric, and EMS services to serve the Land, and the City shall have no responsibility therefor_ Section 4.06. Construction of Off -Site Facilities and On -Site Facilities. The Developer and the First District and any Successor District shall construct all Off -Site Facilities and On -Site Facilities necessary to serve the Land in accordance with the terms and conditions of the First Amended and Restated Development Agreement and all applicable City ordinances and construction standards. The Developer, First District, or Successor District shall be solely responsible for obtaining all easements necessary for the construction of the Off -Site Facilities and On -Site Facilities at no cost to the City. Section 4.07. Ownership, Maintenance and Operation of the Water and Wastewater On -Site Facilities. Fxcept as provided in Section 4.01, the City agrees to operate and maintain the water and wastewater On -Site Facilities upon completion of construction, inspection by the City and the assignment of one-year maintenance bonds from the construction contractor to the City. All revenues generated from the operation of the water and sewer system by the City shall remain with the City, The City shall be responsible for all necessary repairs to the water and sewer system to the extent operated by the City. The City agrees to provide the same level of service to District customers that it provides to in-ciLy customers of the City. Section 4.08. Ownership, Maintenance and Operation of Roadways. All roadways will be dedicated and maintained by Williamson County. Section 4.09. Collection of District Fees. The City agrees to collect, on behalf of the First District and all Successor Districts, any applicable district fees specified in the district's rate order (the "District Fees"). The City agrees to collect any District Fees specified in the district's rate order to be collected prior to initiation of service to a customer at the time of the collection of the applicable City trip and impact fees from each customer within the District and prior to the customer's initial connection to the On - Site Facilities. All tees collected by the City on behalf of the First District or any Successor District, less the charges due; to the City for collection of the District Fees specified below, will be remitted to the District at least quarterly, together with a detail showing the related customer names and service addresses. The District shall pay the City a one-time set-up fee of $250.00 for each type of District Fee collected, plus a fee of $0.50 per transaction, as compensation for the Amended and Restated Consent AYreetnent FINAL clean doex 10 City's collection of the District Fees. The District shall have the sale responsibility for collecting any delinquent District Fees. Section 4.10, No Additional Fees. Except as provided in this Article, the City shall not impose or charge any additional fee or charge on the residents or property owners in the District unless such fee or charge is imposed or charged on residents and property owners in the City and such fee or charge is equal to or less than the fee or charge on similarly classified residents or property owners in the City. ARTICLE V ISSUANCE OF BONiM; SETTING TAX RATES: Section 5.01. ISsuance of Bonds; Financial Advisor. The First District and any Successor District relay issue Bonds as permitted by Section 13.10 of the City's Unified Development Code and this Agreement, as each may be amended from time to time. Except as authorised by this Agreement, the First District and any Successor District shall not issue Bonds without the prior approval of the City Council and not until the documents required by Article II are executed in accordance therewith. The First District and each Successor District shall be required to use the same financial advisor as used by the City for issuance of any Bonds. Section 5.02. Tax Rate. In consideration of the City's consent to the creation of the First District and any Successor District, the First District and all Successor Districts agree that any TCF'Q order approving a bond issue (or the accompanying staffinemorandum) must contain a finding, made in accordance with the TCEQ's thCil-existing I'[IIeS. Ilia[ it is feasible to sell the Bonds and maintain a projected District (or a Successor District, as the case dictates) a total tax rate (inclusive of both the debt service portion and the operation and maintenance portion) cif not more than $0.92 per $100 in assessed valuation (the "Tax Rate Limit"). The foregoing shall not be construed as a limitation on the First District and any Successor District's authority to levy an unlimited tax rate, it being understood and acknowledged that the First District and any Successor District's Bonds shall be payable G-om and secured by a pledge of the proceeds of an ad valorem tax, without legal limit as to rate or amount. City, Developer, and the First District and any Successor District acknowledge and agree that the Tax Rate Limit is sufficient to accomplish the purposes of the First District and any Successor District, and that the Developer, the First District and any Successor District have voluntarily agreed to the Tax Rate Limit. Section 5.03. Bond Requirements. The First District and any Successor District shall obtain all necessary authorizations -for Bonds in accordance with this Agreement and with Section 13.10 of the C:ity's Unified Development Code. To the extent of a conflict with Section 13.10 of the City's UDC. the terms of this Agreement shall control. All Bonds issued by the First District and any Successor District shall comply with the following requirements: (a) Maxine ull maturity of 20 years froln the date of issuance for any one series of Bonds: and (b) Interest rate that does not exceed two percent (2%) above the highest average interest rate reported by the Daily Bond Buyer in its weekly "20 Bond index" Amended Lind Restalcd C'onscnl Agreement FINAI dean.docx during the one month period immediately preceding the date that the notice of sale of -such Bonds is given; and (c) The Bonds shall expressly provide that the First District and any Successor District shall reserve the right to redeem Bonds at any time beginning not later than the tenth (10"') anniversary of the date of i 4--uance. withOut Pronoun. No variable rate Bonds shall be; issued by the First District and any Successor District; and (d) Any refunding Bonds of the First District and any Successor District must provide for a minimum of three percent (TY0) present value savings, and, further, must provide that the latest maturity of the refunding Bonds may not extend beyond the latest maturity of the refunded Bonds; and (c) No Bonds shall be issued having an issuance date more than fitteen (15) years from the date of first issuance of Bonds by the First District (or by a Successor District; if a Successor District issues Bonds before the First District). Section 5.04. Certifications. With respect to any matter required by this Article V to be certified in writing, the Agreement also requires, and the first District and any Successor District hereby warrants, that every statement in any certilication shall be true and correct in all material respects and that the person signing the certification has been given the requisite authority to do so on behali`of such district. Section 5.05 Economic Feasibility. Before any submission of an application of approval of issuance of Bonds to the TCEQ or to the Attorney General, whichever occurs first, the First District and any Successor District's financial advisor shall certify in writing to the City Secretary, City Manager and City Director of Finance and Administration, that the Bonds are being issued within the then -current economic feasibility guidelines established by the 'iTC'1'Q for districts in Williamson County and in conformity with Sections 5.01, 5.02, and 5.03 of this Agreement. Section 5,06. Notice of .Bond Issues. At least thirty (30) days before the submission of an application for approval of issuance of Bonds to the TCEQ or to the Attorney General, whichever occurs first, the First District and any Successor District shall deliver to the City Secretary. City Manager and City Director of Finance and Administration; the certification required by Section 5.05 of this Agreement, and Notice containing (a) the amount of Hoods being proposed for issuance:; (b) a general description of the projects to be Funded and/or the Bonds to be refunded by such Bonds; and (c) the proposed debt service of the First District and any Successor District, and the First District's and any Successor District's tax rate after the issuance of the Bonds. If the First District and any Successor District is not required to obtain TCEQ approval of the issuance of the Bonds, the First District and any Successor District shall deliver such certification and notice to the City Secretary, City Manager and City Director of Finance and Administration, at least sixty (60) days prior to the issuance of Bonds, except refunding Bonds, such district. Section 5.07. Compliance with Agreements. At least thirty (30) days before submission of an application fir issuance of Bonds to the TCEQ or the Attorney General, whichever occurs first. the First District and any Successor District shall certify in writing to the Amended and lied:ued ConsmI Arreement FINA I. d(nn.docx 12 City Secretary, City Manager and City Director of Finance and Administration, that the First District (or any Successor District) and the Developer are not in breach of any of the Consent Resolution, this Agreement or the Amended and Restated Development Agreement. Section 5.08. Rond Objections. The City shall have a period of sixty (60) days after receiving the last of the certifications and notices required by this Article V within which to object to the Bonds. The only basis for an objection by the City to a proposed Bond issue shall be that the First District and any Successor Distria or Developer ►s ►n delitult of a provision of the Consent Resolution, this Agreement or the Amended and Restated Development Agreement. If the City objects to a proposed Bond issue ("City Objection"), such an objection (a) shall be in writing, (b) shall be given to the First District and any Successor District; (c) shall be Signed by the City Manager or the City Manager's designee, and (d) shall specifically idcntif_y the provision(s) in the Consent Ordinance or Resolution, this Agreement and/or the Amended and Restated Development Agreement For which the First District and any Successor District or Developer is in default. It shall not be a basis for a City Objection that the City disagrees with District's financial advisor as to the financial feasibility of the Bonds so long as the proposed Bonds are approved by the TCEQ and the Attorney General. In the event a City Objection Is timely given to the First District and any Successor District with respect to a specific Bond application, the City and the First District and any Successor District shall cooperate to resolve the City Objection within a reasonable tirne, and the Bond application to which the City Objection applies shall be delayed until the City Objection has been cured or waived. Section 5.09. Official Statements. Within thirty (30) days after the First District and any Successor District closes the sale of each series of Bonds, the First District and any Successor District shall deliver to the City Secretary, City Manager and the City Director of pittance and Administration a copy of 1he final official statement for such series of the Bonds, the First District and any Successor District shall promptly provide such information at no cost to the City. The provisions of this Section 5.09 shall apply uniformly to the First District and any Successor District. Section 5.10. Reporting. The First District and any Successor District shall: (a) send a copy of each order or other action setting an ad valorem tax rate to the City Secretary, City Manager and City Director of Finance and Administration within thirty (30) days after the First District and any Successor District adopts the rate; (b) send a copy of each annual audit to the City Secretary, City Manager and City Director of "Finance and Administration and (c) provide copies of any material event notices filed under applicable federal securities laws or regulations to the City Secretary, City Manager and City Director of Finance and Administration within thirty (30) days after filing such notices with the applicable federal agency. The provisions of this Section 5.10 shall apply unilbrmly to the First District and any Successor District. Section 5.11. Reimbursement Agreements. The First District and any Successor District agrees not to issue f3onds for purposes of reimbursing Developer for any costs or expenses paid by Developer after the fifteenth (151") anniversary of the Effective Date of this Agreement, which costs and expenses would otherwise be eligible to be reimbursed to Developer by District pursuant to the rules and regulation of the TCEQ or other applicable law, and Amended and Restuled Consent Agreement I,INAL clenn doeN 13 expressly and irrevocably waives any claims against the City for repayment of such indebtedness, ARTICLE VI AvmORITY Section 6.01. Authority. 'Phis Agreement is entered into under the statutory authority of Section 54.016 of the Texas Water Code and Sections 42.042 and 212,172 of the Texas Local Government Code. ARTICLE Vill TEAM, ASSIGNMENT AND REMEDIES Section 7,01. 'Perm. This Agreement shall be effective from the Effective Date and shall continue in effect until the First District or any Successor District is dissolved and their obligations are fully assumed by the City, at the City's sole election, or until terminated in writing by mutual agreement of the City and the First District (as this Agreement applies to the first District and the Annexation Tract) and the Developer and/or any Successor District (as this Agreement applies to any part of the Land (excluding Parkland) that is not in the First District), Section 7.02. Assignment. a. The rights and obligations of the Developer under this Agreement may only be assigned by the Developer ill accordance with the provisions of Section 7.02(b) and (c) below. b. Neither the First District, a Successor District, nor the City may assign this .Agreement without the written consent of all other Parties. c. Developer, as Owner, has the right, from time to time, to assign this Agreement, in whole or in part, and including any obligation, right, title, or interest of Developer under this Agreement, to the First District and any Successor District (after the particular District Confirmation Date), and to any person or entity (art "Assignee"), provided that the following conditions are satisfied: (1) the City has also given its written consent to allow the Assignee to assume all of the obligations of the Developer under the Amended and Restated Development Agreement; (2) if not the First District and any Successor District, Assignee is a successor owner of all or any part of the Land or is a lender to a successor owner of all or any part of the Land; (3) if not the First District and any Successor District, Assignee has a contractual right to be reimbursed for water. sewer, or drainage improvements from Bonds (or has a lien or other security interest in such reimbursements); (4) the assignment is in writing executed by Developer, as Owner, Assignee and the City in the form of assignment attached as Exhibit J; (5) Assignee expressly assumes in the assignment any assigned obligations and expressly agrees in the assignment to observe, perform, and be bound by this Agreement to the extent this Agreement relates to the obligations, rights, titles, or interests assigned; (6) Developer is then in compliance with all terms and conditions ofthe Amended and Restated Development Agreement and this Agreement; (7) a copy of the executed assignment is provided to all Parties within Amended and Restated i_onscnt Agreement FINAL clam docx 14 fifteen (15) days after execution; and (8) Assignee has executed a Partial Assignment of Relnlbl11-Se111CIlt Rights in favor of the City in substantially the same form as Exhibit K.. Provided all of the foregoing conditions are satisfied, from and after the dote the assignment is executed by Developer and Assignee. the City agrees to look solely to Assignee for the performance of all obligations assigned to Assignee and agrees that Owner shall be released from performing the assigned obligations and from any liability that results from the Assignee's failure to perform the assigned obligations. No assignment by Owner shall release Owner ti•orn any liability that resulted from an act or o1ni�sion by Owner that occurred prior to the effective date of the assignment. Owner shall maintain written records of all assignments made by Owner (including, for each Assignee, the Notice information required by this Agreement, and including a copy of each executed assignment) and, upon written request Iron any Party or Assignee, shall provide a copy of such records to the requesting person or entity. It is specifically intended that this Agreement, and all terms, conditions and covenants herein, shall survive a transfer, conveyance, or assignment occasioned by the exercise of foreclosure of lien rights by a creditor or a Party, whether judicial or non judicial. 'Phis Agreement shall be binding upon and inure to the benefit of the Parties and their respective successors and Assignees - Notwithstanding the foregoing, however, Developer shall not have the right to assign this Agreement, or any right, title, or interest of Owner under this Agreement, until the First District and all Successor Districts have become a Party. d. This Agreement is not intended to be binding upon, or create any encumbrance to title as to, any ultimate consumer who purchases a tillly-developed and improved lot within the band, nor Is It Intended to confer upon any such person the status of third -party beneficiary, Section 7.03. Remedies. In the event of default by any party, a non -defaulting party may give the defaulting party written notice specifying the default (the "Notice"). If the defaulting party fails to fully cure ally default that can be cured by the payment of money ull") within 30 clays after receipt of the Notice, or fails to collnlence the cure of any default specified in the Notice that is not a Monetary Default within 30 days of the date of the Notice, and thereafter to diligently pursue such cure to completion, then the other party shall be entitled to a proper writ issued by a court of competent jurisdiction compelling and requiring the defaulting party to observe and perfor-ln the covenants. obligations and conditions described in this Agreement. No Bonds shall be issued during any period in which Developer is not in compliance with any court order compelling performance under this Agreement or the Amended and Restated Development Agreement. Further, during, the curt; period and continuing until the default or breach is cured, the First District and any Successor District is prohibited fi•otn taking any afflrlllative act to iSSIIL-` Bonds until the default or breach has been cured. The City shall have all rights to enjoin the issuance of Bonds during any period during which a default or breach renlaillS uncured under this Section. If' Developer fails to cause the first District and any Successor District to cure any default or breach, Developer shall not enter into any agreements with the First District and any Successor District or seek reimbursement frorn the i-irst District and any Successor District for any expenses incurred in connection with the First District and any Successor District or the development of the Land until the default or breach has been cured. Section 7.04. Cooperation. Amended and Rowed Consent Agreemem FINAL clean docx 15 a. "rile City, the Developer, the First District and any Successor District each agree to execute such further documents or instruments as may be necessary to evidence their agreements hereunder. Developer covenants and agrees to cause the First District and any Successor District to approve, execute, and deliver to the City this Agreement within ninety (90) days after the First District and any Successor District C:onfirnation Dale. If the First District or any Successor District fails to approve, execute and deliver to the City this Agreement, or another other agreement or document required by this Agreement or required to give effect Lo one or more terns of this Agreement, within the ninety (90) day period referenced herein, and such failure is not cured after fifteen (15) days after notice from the City to Developer and the First District and any Successor District, such failure shall operate as a material breach of this Agreement by Developer and shall operate to prohibit the first District or any Successor District fi•om taking any affirmative act to issue Bonds until the failure has been cured, The City shall have all rights to enjoin the issuance of Bonds during any period during which a material breach exists Linder this Section. if Developer fails to cause the First District and any Successor District to approve, execute, and deliver to the City this Agreement, or other agreement or document required by this Agreement or required to give effect to one or more terns of this Agreement, and such failure is not cured after fifteen (15) days after notice from the City to Developer and the First District and any Successor District. Developer shall not enter into any agreements with the First District and any Successor District or seek reimbursement from the First District and any Successor District for any expenses incurred in connection with the First District and any Successor District or the developrnent 01' Lhe 1,and until the failure has been cured. b. In the event of any third party lawsuit or other claim relating to the validity orthis Agreement or any actions taken hereunder, The City. the Developer, the I.irst District and any Successor District, agree to cooperate in the &I'cnse of such suit or claim, and to use their respective best efforts to resolve the suit or clailn without diminution in their respective rights and obligations Linder this Agreement. ART1CJ,E V111 MISCELLANEOUS PROVISIONS Section 8.01. Notice. Any notice given under this Agreement must be in writing and may be given: (i) by depositing it in the United States mail, certified, with return receipt requested, addressed to the party to be notified and with all charges prepaid; or (ii) by depositing it with Federal Express or another service, guaranteeing "next day delivery", addressed to the party to be notified and with all charges prepaid; (iii) by personally delivering it to the party, or any agent ofthe party listed in this Agreement, or (iv) by facsimile with confirming copy sent by one of the other described methods of notice set forth. Notice by United States mail will be ericctive on the earlier of the date of receipt or 3 clays after the date of mailing. Notice given in any other manner will he effective only when received. For purposed of notice, the addresses of the parties will, until changed as provided below, be as fi)llows: City: City ofGcorgetown P- 0. Box 409 Georgetown, Texas 78627 Attn: City Manager Amended and Restated Consent Agreement FINAL. clean dots 16 Developer: Laredo WO, Ltd. 1861 g 'Tuscany Stone, Suite 100 San Antonio. TX 78258 Attn: Marcos Moreno District: Williamson County MUD 25 c/o Allen Boone Humphries Robinson 3200 Southwest Freeway, Suite 2600 Houston. Texas 77027 Attn: Greer Pagan The parties may change their respective addresses to any other address within the United States Of America by giving at least five (5) days' written notice to the other party. The Developer and the First District and any Successor District may, by giving at least live (5) days` written notice to the City. designate additional parties to receive copies of notices under this Agreement. Section 8.02. Severability; Waiver. a. If any provision of this Agreement is illegal, invalid, or unenforceable, under present or future laws, it is the intention of the parties that the remainder of this Agreement not he affected, and. in lieu of each illegal, invalid, or unenforceable provision, that a provision be added to this Agreement which is legal, valid, and enforceable and is as similar in teens to the illegal, invalid or enforceable provision as is possible. b. Any I'ailure by a party to insist upon Strict performance by the other party of any material provision of this Agreement will not be deemed a waiver thereof or of any other provision, and such party may at any time thereafter insist upon strict performance of any and all of 'the provisions of this Agreement. Section 8.03. Applicable Law and Venue. The interpretation, performance, enforcement and validity of this Agreement are governed by the laws of the State of Texas. Venue will be in a court of appropriate jurisdiction in Williamson County, Texas. Section 8.04. Entire Agreement. This Agreement together with the Exhibits contains the entire agreement of the parties. Save and except the Anlended and Restated Development Agreement, there are no other agreements or promises, oral or written, between the parties regarding the subject matter of this Agreement. This Agreement can be amended only by written agreement signed by the parties. To the extent of any conflict between the Development Agreement and this Agreement, the terms of this Agreement Supersede the terms contained in all other agreements between the parties concerning the subject matter. Section 8.05. Exhibits, Headings, Construction and Counterparts. All schedules and exhibits referred to in or attached to this Agreement are incorporated into and made a part of this Agreement for all purposes. The paragraph headings contained in this Agreement are for Amended and Resrotcd Comm Agrc mcnl FINAL clr_an dace 17 convenience only and do not enlarge or limit the scope: or meaning of the paragraphs. Wherever appropriate, words of the masculine gender may include the feminine rn' neuter, and the singular may include the plural, and vice -versa. The parties acknowledge that each of them have been actively and equally involved in the negotiation of this Agreement. Accordingly, the rule of construction that any ambiguities are to be resolved against the drafting party will not be employed in interpreting this Agreement or any exhibits hereto. This Agreement may be executed in any number of counterparts, each of which will be deemed to be an original, and all of which will together constitute the same instrument. This Agreement will become effective as of the Effective Date only when one or more counteliarts, individually or taken together, bear the signatures of all of the parties. Section 8.06. Time. Time is of the essence of this Agreement. In computing the number of days for purposes of this Agreement, all days will be Counted. including Saturdays. Sundays and legal holidays; however, if the final flay of any time period falls on a Saturday, Sunday or legal holiday, then the final day will be deemed to be the next day that is not a Saturday, Sunday or legal holiday. Section 8.07. Notice to End Buyer. At the time each prospective Lind Buyer contracts for the purchase of a lot or a home in the First District and any Successor District, and at the time each End Buyer closes on the purchase of -a lot or a home in the First District and any Successor District, the Developer or District shall give the End Buyer the disclosure notices required by Section 49.452 of the Texas Water Code. For the purposes of this Agreement, the parties agree that the term "i rid -Buyer" shall mean any owner_ developer. tenant, user, or occupant of any part of the Land, regardless of proposed use. for which a City -approved final plat has been recorded in the plat records of Williamson County. Section 8.08. Authority for Execution. The City certifies, represents, and warrants that the execution of this Agreement is duly authorized and adopted in conformity with its City Charter and City ordinances. The Developer hereby certifies, represents, and warrants that the execution of this Agreement is duly authorized and adopted in conformity with the articles of incorporation and bylaws or partnership agreement of each entity executing on behalf of the Developer. Section 8.09. City Consent and Approval. Except for the procedures with respect to Bond objections in Section 5.O8 of this Agreement, in any provision of this Agreement that provides for the consent or approval of the City staff or City Council, such consent or approval may be withheld or conditioned by the staff or City Council at its sole discretion. Section S. 10. Exhibits. The following exhibits are attached to this Agreement, and made a part hereof for all purposes: Exhibit A Metes and Bounds Description of the Annexation 'Tract Exhibit B 0.922 acres not included in City Exclusion 'Tract Exhibit C. Metes and Bounds Description of the First District Exclusion Tract Exhibit D Metes and Bounds Description of the Land Exhibit E Metes and Bounds Description of the Original Land Exhibit F General sketch of the South San Gabriel Interceptor Amended and kestmed Consent Aocemem I-INAI clesn.docx 18 Exhibit G General sketch of the South San Gabriel Intereeptor-Phase C-2 Exhibit H Consent to Annexation of Annexation Tract by the First District .Exhibit 1 Formula for Master Development Fee Payments Exhibit J Form of Assignment and Assumption Agreement Exhibit K Partial Assignment of Reimbursement Rights Section 8.11. Effective Date; Recordation. Once executed by all parties, this Agreement shall be effective as of the Effective Date, This Agreement shall be recorded in the records of Williamson County at Developer's expense. Section 8.12 Effect on Original Consent Agreement and Conscnt Ordinance. This Amended and Restated Consent Agreement totally supersedes and replaces the Original Consent Agreement, and the Original Consent Agreement shall have no further force or effect after the Effective Date. To the extent of a conflict between this Agreement and the City's UDC Section 13.10. this Agreement shall control. IN WITNESS WHEREOF. the undersigned parties have executed this Agreement on the dates indicated below. (notarised signature 1)ages, fnlloiv) C1'1 Y OF GEORGETOWN, TEXAS By: Geo kc G. Garver, Mayor Dale: ATTEST: B '. -� % essica Brett c, City Secretary APPROVED AS TO FORM: 4 1 BY: Bridget Chapi a111. Assistant City ttorly Amended and Rcntated Consent Agreement FINAL clean docx 19 STATE OF TEXAS COUNTY OF WILLI,AMSON This instrument was acknowledged before me thego day or De c&v­l.r� 2011, by George G. Garver, Mayor of the City of Georgetown, Texas, a home -rule city, on behalf of the City. ,.,,....,r rJESSICA ERIN A�FYrLl:. T, ?A PJQ?AV�Y PUBLIC �� � Bta� +a17wx�a 2+01 S 4r�A;_V•' Comm. E*, 08-Ot- Amended and Resialed C.oncenI Agreamenl FINAL Oeon docx 2.0 f,_ Vcrt• ry Public Stature i tedNa�nc,_��CSSrGy— lZv�I¢'��. y C'ammission Expires. zp I S LAREDO WO, LTD., a Texas limited partnership By: ABG Enterprises, Ltd., a Texas limited partnership, its General Partner By- GALO, INC., a] xas c rporation. its Gen I Partner By: Name: Title: � STATE OF A. - COUNTY OF �(( § This instr_ument.w.as ackn wledged laul'arq nie the f � day of \(I 4 tl-((( J'l. 20fL- by �Z ..� �l(� ' '1�,� _► ,. 'L:f _ _Gal.3, Inc., f general partner of ABG 1_;nterprises, Ltd., a Texas limited liability partnership, as General Partner of Laredo W.O. Ltd, a Texas limited liability partnership on behalf of Laredo WO, Ltd. Notary Public Signature Printed Name: My Commission Expires: %1d C0MMIS it)I�E F%1 E SB�tBft1t10f 26, 2013 Amended and Restated Consent Agreement FINAL elean,doex 21 MUNICIPAL UTILITY DISTRICT MO.25, a Texas municipal utility district By: Printed Name: ► i 1A Title: Board Prc i erit r�— Date: STATE OF T13YAS C.Ol1NTY OF WILLIAMSON 1.11 This instrument was acknowledged before me the kil—lday of,Jw] � XAV 201b� j�{1L1, 4 _L'.. President of Williamson ('.aunty Mrmicil�al Ut lily District No, '15, ;1 district ap-o at ]%Q- Lmder Chapters 49 and 54 of the Texas Water Code, �'�" BRENDA D, PRESSER t MY COMMISSION EXPIRES 1ti' August 25, 2D12 Amended and Remated Consenl Agrccmenl FINA I. r.Iean.docx 22 Notary Public .'lgnature, Printed Name. My Commission Expires: EXH 113IT A 256.418 ACRES IN. NO. 11-408(ACD) ABG DEVELOPMENT DF.CEMBER 5, 2011 WATER OAK BPI JOB NO. R0101.399-003 DESCRIPTION OF 256.418 ACRES OF LAND OUT OF THE ISAAC DONAGAN SURVEY, ABSTRACT NO. 178, SITUAUTED IN WILLIAMSON COUNTY, TEXAS; BF' 1( COMPRISED OF THE FOLLOWING; TRACTS OF LAND, A PORTION OF THAT CERTAIN 324.00 AC'RI; TRACT DESCRIBED IN A DEED TO LAREDO WO, LTD., OF RECORD IN DOCUMENT NO. 20070J.4278 OF SAID OFFICIAL PUBLIC: RECORDS; AND A PORTION OF' THAT CERTAIN 192.314 ACRE TRACT DESCRIBED IN A DEED TO LAREDO WO, LTD., OF RECORD IN DOCUMENT NO. 2007014289, OF SAID OFFICIAL PUBLIC RECORDS; SAID 256.41.8 ACRES BEING MORE PARTICULARLY DESCRTBED 8Y METES AND BOUN0, AS FOI.I.OWS: BEGINNING, at a 1/2-inch iron rod found in the southerly right-of-- way line of SH 29 (100, R.O.W.), at the northeasterly corner of said 324.00 acre tract, being the northwesterly corner of that certain 20.26 acre tract conveyed to Brian F°arney, by Deed of record in Document: No. 2006090870 of said OfficirA:l Publics Records, for the northeaste.rly corner hereof; THENCE, leaving .,aid southerly rLight-of-way line of Sli 29, along the fenced easterly 1 ne of said 324.00 acre tract, b(_ii.ng th�- westerly and souvho ly 1ine:a oi: said 20.26 acre tract, for a portion of the irr�Ju7.az ea;4te.rly line horeof, the fo1].owir,g three (.3) courses and distances 1_) 521007139"T, a distance of 1046.26 feet to a 1/2-- _nrh iron rod found at the base of a fence corner post, being the southwesterly corner of said 20.26 acre tract, for an angle paint; 2) S88034'42"E, a distance of 699.50 feet to a 1/2-inch iron rod found for an angle poirit; 3) S8802511411F, a distance of 177.79 feat to a 1/2-inch iron rod found at the southea8terl.y corner of said 20.26 acre tract, being in the fenced westerly line of that certain 22.5562 acre tract described in the deed to William Charles Bagwell and wife, Patricia C. Bagwell, of .record in Volume 2232, Page 578, Of said Official Records, for an angle point; THENCE, continuing a.l.olicr the fenced easterly 'line of said 324.00 acre tract, being in part the westar.ly line of said 22.5562 acre Bagwell, tract and in part the westerly line of that certain 32.61 acre tract described in the deed to William Charles Bagwell and wife, Patricia C. Bagwell, of record in Volume 2438, Page 499, of said Official. Records, for a portion of the irregular easterly line hereof, the following twelve (12) courses and distances; 1) S07005'31"F, a distance of. 396.88 feet to a 1/2-inch iron rod found, for an angle point; FN. 1V0. 1.1-408 (ACD) DECEMBER 5, 2011 PAGE 2 OF 6 2) 507°00' 59"E, found at the a distance of 1.40.08 feet to a 1/2-inch iron rod for an angle common westerly C;orner_- of said Bagwell tracts, point; 3) S06058'42"E, found, for a distance of 347.80 feet to a 1/2-inch iron rod an angle point; 4) 907"08'33"E, found, for a distance of 120.67 feet to a 1/2-inch iron rod an angle point; 5) S07052'32"E, found, for a distance of 201.58 feet to a 1/2-inch iron rod an angle point; 61, S07'52'24"E, a distance of 161,62 feet to a found, for 1/2-i.rich iron rod an angle point; 7) S07 622' 37"E, a distance of 172,62 feet to a found, for 1/2-inch iron rod an angle point; 8) 508003147"E, a distance of 149.47 feet to a found, for 1/2-inch iron rod an angle point; 9) S08°15'27"E, a distance of 319.11 feet to a found, for 1/2-inch iron rod an angle point; 10) S09050'24"E, a found, for an di t_ranC..e of. 216.94 feet to a angle point; 1/?.,-inrh iron red 11.) 908 "50' 33"E, a. di::tanc.e of 167.57 feet to a for the southeasterly calculated point, c:or.rier hereof; THENCE, lea,r.ing the westerly line of said 32.61 and across said 324-Q0 acre tract, r5vcr t-he southerly line acre tract and. said 192.:314 acre tract, }lereo , i.he following Chirteer) (13) for distances; courses and 1) 547008'19-W, for a distance of 35.17 feet to a calculated point, an angle paint; 2) S301131.'.l9"W, for a distance of 102.42 feet to a calculated point, an angle point; 3) S8 7 °35' 07"W, far a distance of 373.89 feet to a calculated point, an angle point; 4) N83037'28"W, for a distance of 255.34 feet to a calculated point, an angle point; 5) N8804312.3"W, for a distance of 35:3.14 feet to a calculated point, an angle point; 6) N70D3111811W, a di.stance of 1046.06 Point, for feet to a calculated an angle point; 7) N66034' 59"W, for a distance of 514.75 feet to a calculated paint, an angle point; F'N. NO. 11-408 (ACD) MCRI BER a, 2021 PAGE 3 OF 6 8) N-79923'25"W, a distance of 332.08 fret to a calculated point:, for an angle point; 9) S89009' 40"W, a distance of 28.94 feet to a calculated point, for an angle point; 10) N71024' 02"W, a distance of. 848.64 feet to a calculated point, for an angle point; 11) S10053' 40"E, a distance of 164,80 feet to a calculated point, for an angle point; 12.) S64-0815911W, a distance of 1.1,94.49 feet to a calculated point, for an angle point; 13) S8600V ll"W, a distance of 882.50 feet to a calculated point on the westerly line of saJd 192.314 acre tract, being the easterly line of that certain 73.74 acre tract described in the deed to Dennis L. Chapman, and wife Karol G. Chapman, of record in Document No. 9545414 of said Official Records, for the southwesterly corner hereof; THENCE, along the easterly lime of Said 73.74 acre tract, being the westerly line of said 192.31.4 acre tract, For a portion of the irregular westerly line hereof, the following eight (8) courses acid distances: 1) N00015154"W, a distance of 295.33 feet to a nail found at axa angle point; 2) N04032145"E, a distance of 49.0E3 feet to a nai.l found at an angle point; 3) NO2°05156"E, a distance of 31.02 feet to a nail found aL. an angle point; 4) N00°04152"E, a distance of '74.51 feet to a nail found at an angle point; 5) N02025, 02"W, a distance of 79.29 feet to a nail found at an angle point; 6) N00029' 19'W, a distance of 311.09 feet to a nail found al', an angle point; 7) N01 ° 10' 38"W, a distance of 96.13 feet to a nail. 'Found at an angle point; 8) N02008159"E, a distance of 140.61 feet to a nail found at the southwesterly corner_ of that certain 1,06.000 acre tract conveyed to zamin,, L.P., by Deed of record in Document No. 2010065268, of said Official Public records, for the western- most northwesterly corner hereof; FN. NO. 7.1-408 (ACD) DECEMBER 5, 2011 PIKE 4 OF 6 THENCE, leaving Lhe easterly line of said 73.74 acre: tract, over and across said 192.314 acre tract, along the southerly line of said 106.000 acre tract, for a portion of the irregular westerly line hereof, the following sixteen (1.6) courses and distances: 1) S36°25' 52"E, a distance of 145.97 feet to a 1/2-inch iron rod with cap get for an angle point; 2) 940°04' 401E, a distance of 159.64 feat Lo a 1/2-inch iron rod with cap set for an angle point; 3) S65°3814'7"E, a distance of 83.14 feet to a 1/2-inch iron rod with cap set for an angle point; 4) N80°53122"E, a distance of 622.87 feet to a cotton spindle set for an angle point; 5) N69°06139"E, a distance of 153.64 feet to a cotton spindle set for an angle point; 6) N67002'44"E, a distance of 133.64 feet to a 1/2-inch iron rod with cap set for an angle point; 7) 327(21'25"E, a distance of 172.95 feet to a 1/2-inch iron rod with cap set for an angle point; 8) S36°36'32."E, a distance of 272.53 feet to a 1/2-inch iron rod With cap set for an angle point; 9) S82'53' 15"E, a distance of 1.1.5. 61 feet, to a cotton spindle seL for an angle point; 10) N56°07' 11"E, a distance of 186.34 feet to a 1/2-inch iron rod with cap set for an angle point; 11) N07°51119"W, a distance of 61.58 feet to a 1/2-inch iron rod with cap set for an angle point; 12) N34057'21"W, a distance of 1007.97 feet to a, 1/2-inch iron rod with cap set for an angle point; 13) N55043'32"E, a distance of 580.05 feet to a 1/2--inch iron rod with cap set for an angle point; 14) N32°47'04"W, a distance of 120.64 feet to a 1/2-inch iron rod with cap set for, an angle point; 15) N56000' 28"E, a. d:i.sL.ance of 127.25 feet to a 1/2-inch iron rod with cap set at the beginning of a non-tarigent curve to the right; FN. NO. 11 -408 (Acre) DECEMBER 5, 2011 PAGE 5 OF 6 16) Along said curve, having a radius of 392B.68 feet, a central angle of 1.0'1-7' 08", an arc length of i05. 30 feet, and a chord which tears N61009' 02"E, a d,ist.ance of 704.36 feet to a cotton spindle set oa-, the easte.r--ly line of said 192.31.4 acre tract, being the westerly line of said 324.00 acre tract, also being the most easterly corner of said 106.000 acre tract, for an angle point; THENCE, along the eastorly line of said 106.000 acre tract and said 192.314 acre tract, being the westerly line of said 324.00 acre tract, for a portion of the: irregular westerly 'line hereof, the following three (3) courses and distances: 1) N:l 6°22' 04"W, a distance of 41.85 feet to a 1/2-inch iron rod found at an angle point-.; 2) S75"51'25"W, a distance of F1.20 feet to a 1/2-inch iron rod found at an angle point; 3) N22"47148"W, a distance of 1.62.35 feet to a 1/2-inch iron rod found at.. the southwesterly r_orncr of that certain 1.0 acre tract conveyed to Serena Marshall, by Deed of record in Volume 1.022, Page 947, of said Official Public Records, for an angle point; THENCE, leaving the easterly 1,i,nc? of said 1.06.000acre tract and paid 192.314 acre trac:l., alone Lhe westerly line of said 324.00 acre tract and the southerly and easterly fenced lines of said 1.0 acre tract, for a portion of the- irregular westerly line hereof, t:-h6� fo.1.1owi_ng three (3) courses and distan-.:�es. 1) N66"58' 15"F, a distance of 156. 1.5 feet to a 1/2-inch iron, rod wa,th cap found at the southeasterly corner, of said 1.0 acre tract, for an angle: point; 2) N40°04'03"W, a distance of 225.49 feet to a 1/2-inch iron rod found, for an angle point; 3) N17001'29rIW, a distance of 166.80 feet to a 1/2-inch iron read with cap found at the ncjr.th(3asterly corner of said 1.0 acre. tract, being in the southerly line of that certain 3.65 acre tract conveyed to Gary Wayne Carpenter and wife, Pamela Marie Carpenter, by Deed of record in Volume 641, Page 662, of the Deed Records of Williams County, Texas, for an angle point; THENCE, along the fenced northerly line of said 324.00 acre tract and the southerly 7_ine of said 3.65 acre tract, for. a portion of the irregular westerly line hereof, they following three (3) courses and distances: 11) N73011124"E, a distance of 120.22 feet: to a 1/2-inch iron rod found for an angle point; 2) S39054'51"E, a distance of 138.55 feet to a 1/2-inch iron rod found for an angle point; FN. NO. 11-408(ACD) DLCLMBER 5, 2011 PAGE 6 OF 6 3) S72°25'16"E, a distance of 16.3E feet to a 1/2-inch iron rod found at the southerly common c:orne,r, of said 3.65 arse tract and that certain 3.61 acre tract described in the deed to William Homeyer and w.i fe, Diane Homeyer, of record in Volume 641, Page 660, of sa i.d Deed records, for an angle point; THENCE, S74005144"'E, continuing along the fenced northerly line of said 324.00 acre tract, being the southerly line of said 3.61. acre tract, for a portion of the irregularly westerly line hereof, a distance of 233.21 feet to .:. 1/2-inch iron rod found at the southerly common corner of said 3.63. acre tract and that certain 3.65 acre tract described in the deed to Mission Investment, of record in Document No. 2005041752, of said Official Public Records, for an angle point; THENCE, continuing along the fenced northerly line of said 324.00 acre tract, being the southerly and easterly lines of said 3.65 acre Mission Inve.strnent tract, for a portion of the irregular westerly line: hereof, the following two (2) courses and distances: 1.) S89°25'07"E, a distance of 226.37 feet to a 1/2-inch iron rod found at the southeasLerly corner of said 3.65 acre Mission InvestrrienL Lract, for ari angle point ; 2) 1d01°54109"E, a distance of 580.44 feat to a 1/2--irich iron rod found at the northeasterly corner of said 3.65 acre Mission Investment tract, being in said southerly right -of --way line of SH 29 (100' R.O.w.), for the northwesterly corner hereof; THENCE, S86051' 22"E, al -once said southerly right-of-way line of SH 29, being the northerly i.i.ne of said 32.4.00 acre tract, for northerly line hereof, a distance of 1,250.08 feet to the POINT OF BEGINNING, and conta.i.ning 256.418 acres (11, 169, 585 square feet) of land, more or less, within these metes and bounds. BEARING BASIS: 'T' IE SASIS OF BEARINGS FOR T141S SURVEY IS THE TEXAS COORDINATE SYSTEM, NAD83(96) CENTRAL ZONE, ESTABLISHED BY NGS OPUS SOLUTION USING CORS STATIONS DF5370, AF9638, DE5999, DF4062, & DE5999. I, ABRAM C. D,ASHNER, A REGISTERED PROFESSIONAL LAND SURVEYOR, DO HEREBY STATE THAT THTS DFSCRTPTTON 75 BASE..D UPON A SURVEY MADE OTT THFI GROUND BY BURY 1PARTNERS, INC., DURING THE MONTHS OF APRIL JULY, 2006. T1iIS DESCRIPTION WAS PREPARED TO ACCOMPANY A PRELIMINARY MASTER ELAN. BURY & PARTNERS, INC. ENGINEERING -SOLUTIONS 221 WEST SIXTH STREET, SUITE 600 AUSTIN, TEXAS 78701 AL'RAM'C. DASHNER, R.P.L.S. NO. 5901 STATE OF 'TEXAS LX111131.1' 13 0. 992 ACRE: FN. NO. 11-407 (ACD) WATER OAK DECEMBER 5, 2011 OTTLITY EASEMENT E3PI JOB NO. R0101399 -00=3 DEsCRIPTION OP 0.992 ACRE OF LAND OUT OF THE, KEY WEST TRRIGAT10N CO. SURW."Y, ABSTRACT, NO. '711, STTUAI'E:,D IN WILLIAMSON COUNTY, TEXAS, BETNG A PORTTON OF THAT CERTAIN 1.5-FOOT UTILITY EASEMENT GRANTED TO THE CITY OF GEORGETOWN, BY TNSTRUMENT OF RECORD IN DOCUMENT NCB. 199968547, OF THE C1'1 ICIA.L RECORDS Oh" WTT.LTAMSON COUNTY, TEXAS, AND BEING OUT OF THE FOLLOWING TRACTS: '111AT CERTAIN 330.24 ACRE TRACT CONVEYED TO LARFDO WO, LTD., BY DFFD Of RECORD TN DOCUMENT NO. 2007014285, 011' THE OFFICIAL PUBLTC RECORDS OF W.ILL1ANISON COUNTY, TEXAS, AND THAT CERTAIN 6.190 ACRE TRACT CONVEYED '20 LAREDO WO, LTD., BY DEED OF RECORD IN DOCUMENT NO. 2009022803, OF' SAID OIL PIC1AL PURT,TC RECORDS; SATD 0.992 ACRE TRACT BEING MORE PARTICULARLY DESCRTBED BY METES AND BOUNDS AS FOLLOWS: COMMENCING, at a 1/2--inch iron rod wi.t:h rap set- on the norther-.ly right-of-way line of F.M. 2243 (80, R.0-W.) , being 111e southerly iine, of that certain '�3.61, acre tract: conveyed to Thomas E. Dreiss, Tru,-Ste?e?, E,v Dee:d Of re(-ord iji Document No- '2006006 339, of said Of. f i.c.i al P_lblic Rccords, also be i nq the southwestc_r- ly corner.- of said 6,190 acre tr_acC; THENCE, N28025104"Ej le�jvinq said Uort-herly right. -of --way line, alonq the remaiTide:r of said 53.61 uu---'- tract, bc_>.-ing the wesLc1_1y lire[: of sai,cl 6.190 acre t:r.ac:t_, a distance of 25.6E feet to a calculated point on the southe-rly line: of .:paid Utility Easement of record, for the POINT OF BEGINNING and southwesterly cornor hereof; THENCE, N2$°25104"E, c-onti_nuing along the easte.rl.y line of the remainder of said 53.61 acre tTa(,t_, heing the westerly line of said 6.190 acre tract., over and acr-o5s said Utility Easement Of - record, for the westerly line hereof, a distance of 19.24 fc:eL to a calculated point on the nort1jerly line of said Utility Easement of record, for the northwesterly corner. hereof; F'N 1,1 -4 07 (AC, ID) DECEMBER 5, 2011 PAGE 2 OF 3 THENCE, leaving the eastPr.ly line of the, rema.i,rider of said 53.61 acre tract, over, and across said 6.1,90 acre tract acid said 330.24 acre tract, along the northerly line of :said Utility Easement of record, for the northerly line here:oL, the following two (2) courses and distances: 1.) N79038'20"G, a d.i_�;i:�ance of 281.6.51 feeL to a calculated point at the beginning of a non-Langent curve Lo the ,left; 2) Alonq said curve, having a radius of 5651.58 fC-1et, a central tangle of 00°34` 4'1", an arc: length of 57 .22 feet, and a chord which Y)Pars N79°20157"L, a distance of 57.22 feet to a calculated point on the easterly line of .said 330.24 acre tract, being the westerly line of that. certain 76.00 acre tract conveyed to George_ Winston Faubion, 1.)y Deed of record in Document No. 200510151.1 , of said Official Public Rccords, for the northeasterly corner hc-2r.eof; THENCE, S20°44'1.i"E, along the we:sLerly line of, said 76.00 tac:rc Lrac_t, being the easterly line of said :330.24 acre tract-, ov€'r and across said Utility Gat anent. of record, for the easterly line hereof, a distance of. 15.22 feet to a cal.uulated point: on the southerly line: of said Util.i.ty E:asemonL of record, for the southeasterly corner hereof, from which a 1/2-inch iron rod with cap set at the southeastorly corner.' of said 330.24 acre tr_ac31:, being on said northerly right-of-way line ear F.M. 2243, bears S20"41'17"E, a distance of 20.29 feet; THENCE, leaving the; wester_) y ,lAne of: said 76.00 acre t'.r:ac:t, over and across said 330.24 acre tract and said 6.190 acre tract, along tho southerly li_[le of said Utility Lascin(=nt of record, for the southerly line: hereof, the following two (2) courses and distances: 1) Alone a non -tangent c;urve to the right, having a radius of 5669.58 feet, a central angle of 00°3612111, an arc: length of 59.96 feat., and a chord which bears S'19'20' 10"W, a distance of 59.96 feet: to a calculated point at Lhe end of Said curve; }!'N 11--- 4(.17 (ACD) DECFMBER 5, 2011 CAGE 3 OF 3 2) S79°38'20"W, a BEGINNING, and of land, more or distance, cif 2828.57 fccL to the POINT OF cont.aininq 0,992. acre (93,211 square fecL) less, ld1thi n the3e jiletes illid bOLAIds. BEARING BASIS; TEXAS COORDINATE SYSTEM, NAD83 (96) , CENTRAL IC)NI:., ESTART,TSHE,D BY NGS OL'US SOLUTION USING C',ORS STATIONS DF5370, AF 96:38, DE5999, DF9062, L DE5999. T, ABRAM C. DAS14NER, A REGISTERED PROFESSIONAL LAND SI1RVEYOR, DO 11FREBY STATF THAT THIS DES)CRlPTION rS BASED UPON A S[JRVPY MADE ON THE GROUND UNDFR MY DIRECTION AND SUPERVISION, AND IS TRUE AND CORRECT TO THE BEST OF MY ABILiTiES. BUR;' & PARTNEWS, INC. f?N(�1 NEH,R:7-SI)ItVEYORIi i'.21 WEST SIXTH STREET, SUITE' 600 AUSTIN, TEXAS 7P..701 AT RA T, 5i1 K rc, NO. 59C1 STATE OF TEXAS (-50FDON WINSTON rAILIL- ION 76.00 ACRES DOC, NO, P0051 0151 1 1 r-.IJ.F. DOC. NO. 199968541---_. LARED0 VV0, UJ-D. ;320,24 AcpNr`) DOC, 1\10, 200701 4'285 YX 92 ACRE 'L (43,21 l SQ. F 1'.) LA 1-� r: D 0 f5 . � go laNC7. W0, LTD. AGREE 2009022803 TH OMAS F, DRE155, -YRuST L L1 (53.61 ACIR S) DOC, NO, ` 005005339 Bury+Partner s E 11 O IN E E R ING 5 O L UT IQ 11 S 28 Vest S1aLL SLreeL, Suite goo AusLtn, Teas 78701 Tel. (512)32g-001I Fax (512)328-0325 Bury+PArLners, Inc, G-CnPSTighI 2011 ti /ro") =� C5 IMPTIZ 0 200 400 800 SCALE: 1 "= f100' LEGEND c) 1/2." IRON ROD SET P.O.C. POINT OF COMMENCEMENT P.0.6. POINT OF BEGINNING LINE TABLE LINE: HEARING CM;TH N28'25'04"E 1E3.24 L2 ;20'44'1 /Y 15.22 1.3 N2a'25'D4"E 25-66 L4 S$Q'44'17"I: '20.29 CURVE TABLE _ _ No, DFI_TA RADIUS ARC I F N G T I I�57, OIRD LENG II-1 CHORD BLARING C1 O':i447" 5G54.Sf3 57.22 7.2 N/D'2U'5%L 9G F;79'�i1'lf7"4Y _� P.O.B. rf �� c; i ?.F� 7•:t .`� i - P.O.C. RETCH •To ACCOMPANY 131;=WRIPTION OF 0,992 ACRE OF LAND OUT OF THE KEY WEST IRRIGATION .SURV(:Y, AfiSTRACT NO. 711, SIIUAIFD IN `,'ALHAMSON COUNTY, TEXAS, BEING A PORTION OF THAT CERTAIN 330,24 ACRE TRAM OF I -AND CONVEYED TO LARFOO WO, LTD., BY DFIED OF RECORD IN LAREDO WO, LTD DOCUMENT NO. 2007O142$5, AND MAT CERTAIN R,19D ACRF. TRACT CONVEYED TO LAREDO, V10, LTD., BY DEED OF RECORD IN DOCUMFNT NO, 2009022803, BOTH OF THE OFFICIAL PUBLIC RECORDS 0f WI-LIAI,ISON COUNIY, ILXAS. DATE: 12/5/11 1 FILE: H: `101399\003\101399003EX7.DWG I F'N No,: 11 407(A(I)) I DRAWN HY, ACa I PROJ, No: RUI0130J1003 249.786 ACRES WILLIAMSON COUNTY M.U.D. N0. 25 DESCRIPTION EXI II BIT C FN. N0. 08-022(MM) JANUARY 24, 2008 BPI JOB NO. 1640-12 OF 249.786 ACRES OF LAND OUT OF THE J. THOMPSON SURVEY, ABSTRACT NO. 608; I. & G. N. R.R. SURVEY, ABSTRACT NO. 744; KEY WEST IRRIGATION SURVEY, ABSTRACT NO. 711; J.D. JOHNS SURVEY, ABSTRACT NO. 365, AND THE W.E. PATE SURVEY, ABSTRACT NO. 036, SITUATED IN WILLIAMSON COUNTY, TEXAS; BEING COMPRISED OF THE FOLLOWING TRACTS OF LAND: A PORTION OF THAT CERTAIN 53.61 ACRE TRAC1' AND A PORTION OF THAT CERTAIN 314.00 ACRE TRACT BOTH I-IAVI14G BEEN CONVEYED TO LAREDO WO, LTD. BY DEED OF RECORD IN DOCUMENT NO. 2007014286 OF THE OFFICIAI. PUBLIC RECORDS OF WILLIAMSON COUNTY, TEXAS, A PORTION OF THAT CERTAIN 330.24 ACRE TRACT HAVING BEEN CONVEYED TO LAREDO WO, LTD. BY DEED OF RECORD IN DOCUMENT NO. 2007014285 OF SAID OFFICIAL PUBLIC RECORDS, A PORTION OF THAT CERTAIN 44.314 ACRE TRACT HAVING BEEN CONVEYED TO LAREDO WO, LTD. BY DEED OF RECORD IN DOCUMENT NO. 2007014292 OF SAID OFFICIAL PUBLIC RECORDS; SAID 249.786 ACRES BEING MORE PARTICULARLY DESCRIBED BY METES AND BOUNDS AS FOLLOWS: BEGINNING, at a 1/2 inch iron rod wish cap set in the northerly line of. F.M. 2243 (80,, R.O.W.), being the southeasterly corner of said 330.24 acre tract, same tieing the southwesterly corner of that certain 93.60 acre tract of land conveyed to Arthur Winston Faubion and Gordon Winston Faubion by deed of record in Document No. 2005043419 of said Official Public Kecords, for the southeasterly corner hereof.; THENCE, along the northerly line of F.M. 2244, being the southerly line of said 330.24 acre tract and a portion of the southerly line of said 53.61 acre LraC:t, for the southerly line hereof, the following two (2) courses and distances: 1) Along a curve to the right having a radius of 5689.58 feet, a central angle of 00038' 26", an arc length of 63.62 feet, and a chord which bears S79°19'11"W, a distance of 63.62 feet to a TXDOT concrete right-of-way monument found for the end of said curve; 2) S79°38120"W, a distance of. 2743.99 feet to a 1/2 inch iron rod with cap set for the Bout hpgester ly corner hereof; THENCE, leaving the northerly line of F.M. 2244, over and across said 53.61 acre tract and Said 330.24 acre tract, for a portion of the westerly line hereof, the following twenty-two (22) courses and distances: 1) N10021139"W, a distance of 125.27 feet to a 1/2 inch iron rod with cap set for the point of curvature of a curve to the left; FN. NO. 08-022(MM) JANUARY 24, 2008 PAGE 2 OF 8 2) Along said curve to the left having a radius of 552.50 feet, a central angle of 16006132", an arc .length of 155.34 feet and a chord which bears N18°24154"W, a distance of 154.82 feet to a 1/2 inch iron rod with cap set for the end of said curve; 3) N26°28'10"W, a distance of 157.44 feet to a 1/2 inch iron rock with cap set for the point of curvature of a curve to the left; 4) Along said curve to the left having a radius of 25.00 feet, a central angle of 8901112911, an arc length of 38.92 feet and a chord which bears N71°03' 54"W, a distance of 35. 1D feet to a 1/2 inch iron rod with rap set for the end of said curve; 5) N27°14'19"W, a distance of 65.03 feet to a 1/2 inch iron rod with cap set for the point of curvature of a non -tangent curve to the left; 6) Along said non -tangent curve to the left having a radius of 25.00 feet, a central angles of 91011'32", an arc length of 39.19 feet, and a chord which bears N19'07'35"E, a distance of 35.72 feet to a 1/2 inch iron rod with cap set for the end of said non -tangent curve; 7) N26028110"W, a distance of 150.25 feet to a 1/2 inch iron rod with cap set for the point of curvature of a curve to the right; 8) Along said curve to the right h:Yirig a radius of 840.50 feet, a central angle of 48°40'55", are arc, length of 714.14 feet and a chord which bears NO2°07'42"W, a distance of 692.85 feet to a 1./2 inch iron rod with cap set for the point of curvature of a reverse curve to the left; 9) Along said reverse curve to the left having a radius of 25.00 feet, a central angle of 78°59'53", an arc length of 34.47 feet and a chord which bears N17°17'11"W, a distance of 31.80 feet to a 1/2 inch iron rod with cap set for the end of said reverse curve; 10) N20*40146"E, a distance of 66.59 feet to a 1/2 inch iron rod with cap set for the point of curvature of a non -tangent curve to the left; 11) Along said non -tangent curve to the left having a radius of 25.00 feet, a central angle of 93°19'24", an arc length of 40.72 feet, and a chord which bears N76°33110"E, a distance of 36.37 feet to a 1/2 inch iron rod with cap set for the point of curvature of a reverse curve to the right; 12) Along said reverse curve to the right having a radius of 840.50 feet, a central angle of 10038'02", an arc length of 155.99 feet and a chord which bears N35°12'29"E, a distance FN. NO. 08-022(MM) JANUARY 24, 2008 PAGE 3 OF 8 of 155.77 feet to a 1/2 inch iron rod with cap set for the end of said reverse curve; 13) N40°31'30"E, a distance of 103.66 feet to a 1/2 inch iron rod found for the point of Curvature of a curve to the left; 14) Along said curve to the left having a radius of 709.50 feet, a central angle of 16°21159", an arc length of 202.67 feet and a chord which bears N32020131"E, a distance of 201.98 feet to a 1/2 inch iron rod with cap set for the and of said curve; 15) N24*09131"E, a distance of 254.20 feet to a 1/2 inch iron rod with cap set for the point of curvature of a curve to the left; 16) Along said curve to the left having a radius of 552.50 feet, a central angle of 09°26133", an arc length of 91.05 feet and a chord which bears N19026114"E, a distance of 90.95 feet to a 1/2 inch iron rod with cap set for the end of said curve; 17) N14042' 58"E, a distance of 46.09 feet to a 1/2 inch :Cron rod with cap set for the point of curvature of a curve to the right; 18) Along said curve to the right having a radius of 633.50 feet, a central angle of 20°39'16", an arc length of 228.37 feet and a chord which bears N25°02136"E, a distance of 227.13 feet to a 1/2 inch iron rod with cap set for the point of curvature of a reverse cur;e to the left; 19) Along said reverse curve to the left having a radius of 25.00 feet, a central angle of 98' 51'54", an arc length of 43.14 feet and a chord which bears N14003'43"W, a distance of 37.98 feet to a 1/2 inch iron rod with cap set for the point of curvature of a compound curve to the left; 20) Along said compound curve to the left having a radius of 272.50 feet, a central angle of 36'10'15", an arc length of 172.03 feet and a chord which bears N81°34'47"W, a distance of 169.19 feet to a 1/2 inch iron rod with cap set for the end of said compound curve; 21) S830'13' 13-W, a distance of 49.66 feet to a 1/2 inch iron rod with cap set for an angle point; 22) S80°20'05"W, a distance of 155.74 feet to a 1/2 inch iron rod found in the westerly line of said 330.24 acre tract, being the easterly line of that certain 84,07 acre tract of land conveyed to GBM Partners by deed of record in Document No. 2007032272 of said Official Public Records, for an angle point hereof, THENCZ, along a portion of the westerly line of said 330.24 acre tract, being a portion of the easterly line of said 84.07 acre tract, for a portion of the westerly line hereof, the following ten (10) courses and distances: FN. No. 08--022 (MM) JANUARY 24, 2008 PAGE 4 OF 8 1) N09°39153"W, a distance of 50.00 feet to a 1/2 inch iron rod found for an angle point; 2) N80020105"E, a distance of 155.74 feet to a 1/2 inch iron 1 rod found for an angle point; 3) N21006'30"W, a distance of 186.44 feet to a 1/2 inch iron rod found for an angle point; 4) N30°29.37"W, a distance of 233.35 feet to a 1/2 inch iron rod found for an angle point; 5) N23°41'11"W, a distance of 418.83 feet to a 1/2 inch iron rod with cap set for an angle paint; 6) N23°41'11"W, a distance of 110.00 feet to a 1/2 inch iron rod found for an angle point; 7) S66°44124"W, a distance of 125.00 feet to a 1/2 inch iron rod found for an angle point; 8) N23041111"W, a distance of 409.01 feet to a 1/2 inch iron rod found for an angle point; 9) N68*45139"E, a distance of 108.54 feet to a 1/2 inch i►:on rod found for an angle point; 10) N21014'21"W, a distance of 714.47 feet to a 1/2 inch iron rod Found in the westerly line of said 3:30.24 acre tract, being the easterly line of that certain tract of land, called Tract 9, conveyed to Anne Vinthe.r Patience by deed of record in Volume 989, Page 665 of the ❑eed Records of Williamson County, Texas, same being the atost northerly corner of said 84.07 acre tract, for an angle point hereof; T88NCE, N14011142"E, along a portion of the westerly line of said 330.24 acre tract, being a portion of the easterly line of said TxrYct B, for a portion of the westerly line hereof, a distance of 430.61 feet to a 1/2 inch iron rod with cap set for the northwesterly corner hereof; THENCZ, leaving the easterly line of said 'Tract B, over and across said 330.24 acre tract, said 314.00 acre tract and said 44.314 acre tract, for the northerly and a portion of the easterly lines hereof, the following thirty-nine (39) courses and distances: 1) S75'48'18"E, a distance of 125.04 feet to a 1/2 inch iron rod with cap set for an angle point; 2) N26021' 04"E, a distance of 56.85 feet to a 1/2 inch iron rod with cap set for the point of curvature of a ncn--tangent curve to the left; FN. NO. 08-022(MM) JANUARY 24, 2008 PAGE 5 OF 8 3) Along said non -tangent curve to the left havinq a radius or 50.00 feet, a central angle of 57°43'45", an arc length of 50.38 feet, and a chord which bears N87929'12"E, a distance of 48.27 feet to a 1/2 inch iron rod with cap set for the point of curvature of a reverse curve to the right; 4) Along said reverse curve to the right having a radius of 25.00 feet, a central angle of •15'34'23", an arc length of 19.89 feet and a chord which bears N81024131"N, a distance of 19.36 :feet to a 1/2 inch iron rod with cap set for the end of said reverse curve; 5) S75048118"E, a distance of 403.94 feet to a 1/2 inch iron rod with cap set for an angle point; 6) S14011142"W, a distance of 78.93 feet to a 1/2 inch iron rod with cap set for an angle point; 7) S06021'29"W, a distance of 203.79 feet to a 1/2 inch iron rod with cap set for an angle point; 8) S02048'07"E, a distance of 135.94 feet to a 112 inch iron rod with cap set for an angle point; 9) S10'16'42"E, a distance of 135.94 feet. to a 112 inch iron rod with cap set for an angle point; 10) S20015'36"E, a distance of 76.47 feet to a 112 inch iron rod with cap set for an angle point; 11) S69044124"W, a distance of 115.01 feet to a 1/2 inch iron rod with cap set for an angle point; 12) S19027'20"E, a distance of 55.01 feet to a 1/2 inch iron rod with cap set for the point of curvature of a non --tangent curve to the left; 13) Along said non -tangent curve to the left having a radius of 1.5.00 feet, a central angle of 90458145 an arc length of 23.82 feet, and a chord which bears S24°15'02"W, a distance of 21.39 feet to a 1/2 inch iron rod with cap set for the end of said non --tangent curve; 14) S21°14121"E, a distance of 104.76 feet to a 1/2 inch iron rod with cap set for an angle point; 15) N69044124"E, a distance of 265.44 feet to a 1/2 inch iron Trod with cap set for an angle point; 16) N75028158"E, a distance of 118.52 feet to a 112 inch iron rod with cap set for an angle point; 17) N77006'31"E, a distance of 118.41 feet to a 1/2 inch iron rod with cap set for an angle point; FN. NO. 08-022(MM) JANUARY 24, 2008 PAGE 6 OF 8 18) N80006'27"E, a distance of 335.08 feet to a 1/2 inch iron rod with cap set for an angle point; 19) N16°32'23"W, a distance of 86,90 feet to a 1/2 inc iron rod found for the point of curvature of a curve to the left; 20) Along said curve to the left having a radius of 25.00 feet, a central angle of 77*51119", an arc length of 33.97 feet and a chord which bears N55°28103"W, a distance of 31.42 feet to a 1/2 inch iron rod with cap set for the end of said curve; 21) N16052'35"W, a distance of 56.38 feet to a 1/2 inch iron rod with cap set for the point of curvature of a non -tangent curve to the left; 22) Along said non -tangent curve to the left having a radius of 25.00 feet, a central angle of 91°00'17", an arc length of 39.71 feet, and a chord which bears N40006119"F, a distance of 35.66 feet to a 1/2 inch iron rod with cap set for the point of curvature of a compound curve to the right; 23) Along said compound curve to the right having a radius of 515.50 feet, a central avigIQ of 63°23'5011, an arc length of 570.39 feet and a chord which bears N26°18'05"E, a distance of 541.74 feet to a 1/2 inch iron rod with cap set for the end of said compound curve; 24) NW00' 00"E, a distance of 17.07 feet to a 1/2 :Inch iron rod with cap set for the point of curvature of a curve to the left; 251 Along said curve to the left having a radius of 25.00 feet, a central, angle of 90000' 00", an arc lengths of 39.21 feet and a chord which bears N13000100"E, a distance of 35.36 feet to a 1/2 inch iron rod with cap set for the end of said curve; 26) N58°00'00"E, a distance of 123.00 feet to a 1/2 inch iron rod with cap set for the northeasterly corner hereof and point of curvature of a non -tangent curve to the left; 27) Along said non -tangent curve to the left having a radius of 25.00 feet, a central angle of 90000100", an arc length of 39.27 feet, and a chord which bears S77°00100'"E, a distance *D,f 35.36 feet to a 1/2 inch iron rod with cap set for the end of said non -tangent curve; 28) S32-00'00"E, a distance of 126.00 feet to a 1/2 inch iron rod with cap set for an angle point; 29) S58'00' 00"w, a distance of 29.00 feet to a 1/2 inch iron rod with cap set for the point of curvature of a curve to the left; FN. NO. 08-022(MM) JANVARY 24, 2008 PAGE 7 OF 8 30) Along said curve to the left having a radius of 25.00 feet, a central angle of 90000, 00", an arc length of 39.27 feet and a chord which bears S13°00'00"W, a distance of 35.36 feet to a 1/2 inch iron rod with cap set for the end of said curve; 31) S32°00100"E, a distance of 105.00 feet to a 1/2 inch iron rod with cap set for the point of curvature of a curve to the left; 32) Along said curve to the left having a radius of 15.00 feet, a central angle of 90°00'00", an arc length of 23.56 feet and a chord which burs S77000' 00"F, a distance of 21.21 feet to a 1/2 inch iron rod with cap set for the end of said curve; 33) S32000100"E, a distance of. 55.00 feet to a 1/2 inch iron rod with cap set for the point of curvature of a non -tangent curve to the left; 34) Along said non -tangent curve to the left having a radius of 15.00 feet, a central angle of 90000'00", an arc length of 23.56 feet, and a chord which bears S13°00100"W, a distance of 21.21 feet to a 1/2 inch iron rod with cap set for the end of said non -tangent curve; 35) S32000100"E, a distance of 115.00 feat to a 1/2 inch iron rod with cap set for an angle point; 36) N58°00' 00"E, a distance of 12.5.16 feet to a 1/2 inch iron rod with cap set for an angle point; 37) S32000100"E, a distance of 102.71 feet to a 1/2 inch iron rod with cap set. for an angle point; 38) S50°32'35"E, a distance of 153.72 feet to a 1/2 inch iron rod with cap set for an angle point; 39) S62000100"E, a distance of 1251.77 feet to a 112 inch iron rod found in the easterly line of said 44.314 acre tract, being the westerly line of that certain 78.399 acre tract of land conveyed to Laredo WO, Ltd. By deed of record in Document No. 2007014282 of said Official Public Records, for an angle point hereof; TEZNCE, along a portion of the easterly line if said 44.314 acre tract, being a portion of the westerly line of said 78.399 acre tract, for a portion of the easterly line hereof, the following two (2) courses and distances; 1) S29°55131"W, a distance of 95.89 feet to a 1/2 inch iron rod found for an angle point; 2) S17°33105"E, a distance of 488.97 feet to a 1/2 inch iron rod found in the northerly line of said 93.60 acre Arthur Winston Faubion and Gordon Winston Faubion tract, being the common southerly corner of said 44.314 acre tract and said 78.399 acre tract, for an angle point hereof; FN. No. 08-022(MM) JANUARY 24, 2008 PAGE 8 OF 8 THENCE, 569°32'42"W, along a portion of the northerly line of said 93.60 acre tract, being the southerly line of said 44.314 acre tract, far a portion of the easterly line hereof, a distance of 922.47 feet to a 1/2 inch iron rod found in the easterly line of said 330.24 acre tract, being the common westerly corner of said 44.314 acre tract and said 93.60 acre tract for an angle point hereof; THENCE, along a portion of the easterly line of said 330.24 acre tract, being the westerly line of said heg ' 6 following three or a (3) portion of the easterly line hereof, courses and distances: 1) S21'20132"E, a distance of 854.10 feet to a 1/2 inch iron rod found for an angle point; 2) S2005615911E, a distance of 931.00 feet to a 1/2 inch iron rod found for an angle point; 3) S20044' 17"E, passing at A di.srance of 354.32 feet, a 1/2 inch iron rod found, and continuing for a total distance of 756.00 feet to the POINT OF BEGINNING, containing an area of 249.786 acres of land, more or less, within these metes and bounds. HEARING BASIS: THE BASIS OF HEARINGS FOR THIS SURVEY IS REFERENCED TO THE TEXAS COORDINATE SYSTEM, NAD83(96) CENTRAL ZONE, By NGS OPUS SOLUTION USING CORS STATIONS DF5370, AF9638, DE5999, DF4062, & DE5999. I, MARK A. ZIENTEK, A REGISTERED PROFESSIONAL, LAND SURVEYOR, DO HEREBY STATE THAT THIS DESCRIPTION IS BASED UPON A SURVEY MATE ON THE GROUND BY BURY-1-PARTNERS, INC., UNDER MY DIRECTION AND SUPERVISION. THIS DESCRIPTION WAS PREPARED TO ACCOMPANY A M.U.D. EXHIBIT. BURY + PARTNERS, INC. ENGINEERING SOLUTIONS 221 WEST SIXTH STREET, SUITE 600 AUSTIN, TEXAS 78701 FDORK A. ZIENTERr R. P. L. S. NO. 5683 STATE OF TEXAS OF g�AR a tip MARK A. ZIENTEK M 1354.7'15 ACRES ABG DF.VET,OPMFNT WATER OAK DESCRIPTION EXHIBIT D PN. NO. 11-406(ACD) DECEMBER 5, 2011 BPI JOB NO. 1640-12 ON 1354,715 ACRES OF LAND OUT OF THE J. THOMPSON SURVEY, ABSTRACT NO, 608; I. & G. N. R.R. SURVEY, ABSTRACT NO. 744; KEY WEST IRRIGATION SURVEY, ABSTRACT NO, 711.; J-T, CHURCH SURVEY, ABSTRACT NO. 140; J.D. JOHNS SURVEY, ABSTRACT NO. 365; W.F. PATE SURVEY, ABSTRACT NO. 836; D. MEDLOCK SURVEY, ABSTRACT NO. 839; R. MILSY SURVEY, ABSTRACT NO, 459; J. BERRY SURVEY, ABSTRACT NO. 98; A.H. PORTER SURVEY, ABSTRACT NO. 490, AND ISAAC DONAGAN SURVEY, ABSTRACT NO. 178, SIT0A0TFD IN WI:LLIAMSON COUNTY, TEXAS; BEING COMPRISED OF THE FOT,LOWT,NG TRACTS OFF LAND: A PORTION OF THAT CERTAIN 53 . 61, ACRE; TRACT DESCRIBED IN A DEED TO LAREDO WO, LTD., OF RECORD TN DOCUMENT NO. 2.007014286 OF THE OFFICIAL PUBLIC RECORDS OF WTLI,T.AMSON COUNTY,TEXAS, ALT, OF THAT CERTAIN 330.24 ACRE TRACT AND ALL THAT CERTAIN 15.56 ACRE TRACT DESCRIBED IN A DEED TO LAREDO WO, LTD., OF RECORD IN DOCUMENT NO. 2007014285 OF SAID OFFTC.T,AL PURLTC RECORDS, ALT, THAT CERTAIN 44.314 ACRE 'TRACT, ALL THAT CERTAIN 18.399 ACRE TRACT ANT) AI.T, THAT CERTAIN 203.137 ACRE TRACT DESCRIBED IN A DEED TO LAREDO WO, T,TD. , OF' RECORD IN DOCUMENT NO. 2007014282 OF SAID OFFICIAL PUBLIC,' RECORD;), ALL THA'.1' CERTAIN 71.00 AC_RL TRACT AND A'LI, THAT CERTAIN 195.1.73 ACRE TRACT' DESCRUIED IN A DIED TO LAREDO WO, LTD,, OF RECORD IN DOCUMENT NO. 2007014280 OF SAID OFFICIAL PUBLIC: RECORDS, AND ALL THAT CERTAIN 324. 00 ACRE TRACT DFSCRTHFD IN A DEED TO LAREDO WO, LTD. , OF RECORD TN DOCUMENT NO, 2007014278 OF SAID OPPICIAL PUBLIC RECORDS; AND A PORTT.ON OF THAT CERTAIN 192.314 AC'.REI TRACT DESCRIBED IN A DEED TO LAREDO WO, LTD., OF RECORD TN DOCUMENT NO. 2007014289, OF S.ATD OFFICIAL PUBLIC RECORDS; SAID 1354.71.5 ACRES BEING MORE PARTICULARLY DESCRIBED BY METES AND BOUNDS AS FOLLOWS): BEGINNING, at a 1/2-inch iron rod with cap set on the northerly right-of-way line of F.M. Highway 22.43 (80' R.O.W.), bei.nq the southeasterly c:orrter of said 195.193 acre tract and the outhwesterly corner of that certain that certain 51.56 acre tract described i,n the. Deed to Charles Grady Barton of record in Volume 1976, Page 703, Official Records of Wi l 1.i.amson County, Texas for the cornor hereof, from which a TXDOT concrete right-of-way monument found bear, N69°01150"E, a distance of :366.89 feet; THENCE, alone said northerly right-of••w_iy line of. F.M. 2213, being in part the southerly line of said 51.56 acre tract, in part the southerly line of said 195.193 acre tract; and in part the southerly line of said 71.00 acre tract, for a portion of the southerly line hereof, the following five (5) courses and distances: 1) S69'01' S0"W, a distancr� of 1585,42 feet to a TXDOT concrete right--of.-way monument found for the point of curvature of a Curve to the right, boing aL- or near F.M. 2.243 Station 343+85.77, 40' left; Ti'N. NO. 11-406 (AC.D) DECEMBER 5, 2011 PAGE 2 OF 15 2) Along said curve to the right, having a radius of 2824.79 feet, a central anglo- or 17°1.4' 00", an arc length of 849.64 feet, and a chord which bears S77°38150"W, a distance of 846,44 feet to a 'TXDOT concreto riyht-of-way monument found at the end of said curve, aL or near F.M. 2243 Station 3:35+24.10, 40' left; 3) S86°15' 5()"W, passing at a distance of 237.23 feet a cotton spindle found for the southerly common corner of said 1.95.2 acre tract and said 93.60 ac.:r e "Tract B", continuing for a total distance of 563.49 Meet to a 1/2-.inch iron rod with rap set for the point of curvature of a curve to the left, at or near F.M. 2243 Station 329160.61, 40' Left,; 4) Along said curve; to tho lntt having a radius of 1949.86 feet, a central angle: of 1.6°31' 30", an are lengLh. of 562.37 feet, a chord which boars S78"00' 05"W, a distance of 560.42 feet to a 1/2-inch iron rod with cap set for the end of said curve, at or near F.M. 2243 Station 315+4 6. 60, from which a TXDOT concrete monument found bears, N86°57'16"E, a distance of 1.21 feet; 5) S69°44120"W, a distance of 71.513 feet to 1/2-inch iron rod with cap found for the southea�;Ler'ly corner of the remainder of that certain 93.60 acre Tract "B" described in the Partition and Exchange De€sd oL record in Document No. 2005043418, of said official Public Records and a reentrant corner here -of, from which a 1/2-inch iron rod set- for Lhe. southeasterly corner of a called 93.60 acre tract described as "rrr.act A", havi.ng heen conveyed to Arthur Winston Faub ,on, an undivided 61.5%; and Gordon Winston Faubion, an undivided 38.5%; by the Partition and Exchange Deed of record in said Document No. 2005043418 and being the southwesterly corner of said 93.60 acre "TracL B" bears S69°44'2.0"W, a distan"-, of 375.09 feet and from which 1/2-inch iron r.od set, a 1/2-inch iron rod found bears S10°42' 53"E, a distance of, 0.61 feet, a TXDOT concrete right-of-way monument found on said northerly night. -of --way line, at or near Station 305+56.60, 40' .left bears 573012' S4"W, a distance, of 1397.29 feet (direct survey tie); THENCE, N10042' S3"W, leaving the northerly right-of-way Line of said F.M. 2243, severing said 93.60 acre "'Tract 11", a distance of 2663.31 feet to a 1/2-inch iron rod with cap set in the northerly line, of 93.60 acre "Tract B", being the southerly line of said 78.399 acre tract, for an interior ell corner hereof.; THENCE, in part along the northerly line of said 93.60 acre "Tract B" and in part the northerly line of said 93.60 acre "Tract A", being in part the southerly line of said 78.399 acre: Lract and the southerly line: of said 44.31.4 acne tract, as found fenced and used on the ground, for a portion o.l: tYje southerly line hereof, the following five (5) courses and distances, 1) 969°14'38"W, a distance of 375.65 feet to a 1/2-inch iron rod With Gap found; YN, NO. 11-406(ACD) DEC'.EMBER 5, 2011 PArF 3 OF 1-5 2) S6901.2' 50"W, a d.i.starice of 185.31 feet to a nail found in a 14" Elm; 3) S69°16108"W, a distance of 386.65 feet to a 1/2-inch _iron rod with cap found; 4) S69043116"W, a distance_ of 277.23 feet to a 1/2-inch iron rocs with cap found; 5) S69°3242"W, a distance of 957.56 feet: to a 1/2-inch iron .rod with cap found, for the common occupied westerly corner of said 93.60 ere "Tract A" and sai.d 44.314 acre tract, being in the easterly line of said 330.24 acre tract, for an interior ell corner hereof; THENCE, with the westerly line Said 93.60 acre "Tract A" and the easterly line of said 330.24 acre tract, generally along a fence, for a portion of the southerly line hereof, the following three courses and disstances: 1) S21020132"E, a distance of 854.10 feet to a 1/2-inch iron rod with crap found; 2) S20°56' S9"F, a. distance of 931.00 f_`eet to a 1/2-inch iron rod with cap found; 3) S20°44'17"E, passing at a distance of 'l54.61 feet a 1/2-inch iron rod with cal) foun(1, continuing for a total distance of 756.00 feet to a 1/2-inch iron rod with Crap Set on said northerly right-of-way li.rie of F.M. 2243, for the common Souther.l y corner of said 93. 60 acre "'Traci A" and said 330.24 acre tract; THENCE, along Said northerly right-of-way line of F.M. 2243, being in part the: souLherly line of said 330.24 acre tract and the southerly line of said 53.61, acre LracL, for a portion of the southerly line hereof, t11e following two (2) �,otarses and distances; 1) Along a curve to the righL, having a radius of 56B9.58 feet, a central angle of 00°38'26", an arc length of 63.62 feet, and a chord which bears 1379'19' 07"W, a distance of 63.61 feet to a broken TXDOT concrete right-o.f-wiay monument found for the end of said curve; 2) S79°38120"W, a distance of. 2844.63 feet to a 1/2-inch Iron rod with cap stamped "BPT," set for Lhe southwesterly corner hereof; THENCE, leaving said northerly right-of-way line, over and across said 53.61 acre tract, for a portion of the irregular westerly line hereof, the following eight (9) courses and distances: 1) N28°25104"E, a distance of 260.70 feet to a 1/2-inch iron rod with cap stamped "BPT" set at the beginning of a non-tarigent curve to the .left; j FN. NO. 11-406(ACD) DECEMBER 5, 2011 PAGE 4 OF 15 2) Along said curve, having a radius of 552.50 fer.L, a central angle of 16°06' 32", an arc 1cngLh ol. 155.34 feet, and a chord which bears N1 8°2..4' 54"W, a distance of 154.82 feet to a 1/2- inch iron rod with gala stamped "RPL" set at the end of said curve; 3) N26'28' 1 0"W, a distance of :157.44 feet to a 1/2-inch iron rod with cap stamped "BPI" set at the beginning of a non -tangent curve to the left; 4) Along saki GUrVC4, having a radius of 25.00 feet., a central. angle of 89° il' 2.9", an arc length of 38. 92 feet, and a chord which bears N71°03'54"W, a distance of 35.10 feet to a 1/2- inch iron rod with cap stamped "BPI" set at the end of said curve; 5) N27014119"W, a distance of 65.03 feet to a 1/2-inch iron rod with cap stamped "BPI" set at the b(-__iqinn:ing of a non -tangent curve to the left; 6) Along said curve, having a radius, of 25.00 feet, a central angle: of 91"11132", an arc length of 39.79 feet, and a chord which bears N19°07'36"E, a distance of 35,72 feet to a 1/2- inch iron rod with cap stamped "BPI" set at the end of said curve; 7) N26028110"W, a distance of 150.25 feet to a 1/2-inch iron rod with cap stamped "BPT" set at the beginning of a non -tangent curve to the right; 8) Along said curve:, having a radius of 840.50 feet, a ceriLral angle of 4 5 ° 58' 22", an arc length of 674.40 feet, and a chord which bears NO3'28' 59"W, a distance of 656.45 fcot to a 1/2-- inch iron rod with cap stamped "f3PI" set on an easterly line of said 53.61 acre tract, being a westerly ]ino of said 330.24 acre tract, for an angle point; THENCE, along the easterly line of said 53.61 acre tract, being the westerly line of said 330.24 acre tract, for a portion of Lhe irregular westerly line hereof, the, fo1_lowi.nq nine (9) courses and distances 1) S88°02125"W, a distance of 4.10 feet to a 1/2-inch iron rots found at the beginning of a non --tangent curve to the left; 2) Along said curve, having a radius of 529.50 feet, a central angle of 21°38' 12", an arc length of 199.96 feet, and a chord which bears S77°13119"W, a distance of 1,98.77 feet to a PK nail found at the end of said curve; FN. NO. 11--406(ACf)) DECEMBER 5, 2011 PAGE 5 OF 15 3) N32"53130"W, a disi.anne of 44.53 fool to a 1/2-inch iron rod found at an angle point; 4) N34"39143"W, a distance of 239.78 feet to a 1/2-inch iron rod found at an angle: point; 5) N55°20' 141"E, a di stance of 450. 00 feet to a 1/2-inch i,r'on rod found at an angle. point; 6) N34 "39' 43"W, a distance of 9'1 . 0'"7 feet to a 1/2--inch iron rod found at the beginning of a non -tangent curve to the left; 7) Along said curve, having a radius of 60.00 feet, a central angle of29°05' 1.7", an arc lcangth of 124.71 foot, and a chord which Years N24"52' 55"E, a diatanc:e of 103.44 feet to a 1/2- inch iron rod found at the end of said curve; 8) N55020'17"E, a distance of 1,20.00 feet to Ea 1/2-inch iron rod found at an angle point; 9) N34039143"W, a distance of. 126.11 fecu to a 1/2-inch iron rod found at the northeasterly corner of said 53.61 acre Lract, being the southerly line. of that certain 84.07 acre tract described in the deed Lo GBM Partners, of record in Document No. 2007032272., of said official Public Records, for an angle point; 'WHENCE, along the easterly lime of. said. 84.07 acre tract being the westerly .line of said 330.24 acre tract, for a portion of the irregular westerly line hereof, the following twelve (12) courses and distances; 1) N80"20' 05"E, a distance of 307.48 Peer to a 1/2-,irrch iron rod with cap found for an angle point; 2) N23°41' 11"W, a distance of 279.38 feet to a 1/2--inch iron rod with cap found for a paint of curvature of a curve to the left; 3) Along said curve to the left, having a radius of 25.11 feet, a central angle of 72013145", an arc length of 31.65 feet, and a chord which bo-alN63028r 50"W, a disiance of 29.60 feet to a 1/2-inch iron rod with cap found for the end of said curve; 4) N09"39' S1"W, a distance of 50 - 00 feet to a 1/2-inch iron rod with cap found for an angle point; 5) N80020105"F, a distance of 155.74 feet to a 1/2-Jnch iron rod with crap found for an angle point; 6) N21"06' 50"W, a distance of 186.45 feet to a 1/2-inch iron rod with crap found for an angle point.; FN. NO. 11-406 (ACD) DECEMBER 5, 2011 PAGE 6 OF 15 7) N30°29' :37"W, a distanco of 233.35 feet to a 1/2-inch iron rod with cap found for an angle point_; 8) N23°4111.1"W, a distance of 528.84 feet to a 1/2-inch iron rod with crap found for, an angle point; 9) S66044124"W, a distance of 125.00 feet to a. 1/2-inch iron rod with cap found for an angle point; 10) N2304111.1."W, a distance of 409.01 feet to a 1/2-inch iron rod with crap found for an angle point; 11) N68045139"E, a distance of 108.54 feet to a 1/2-inch iron rod with cap found for an angle point; 12) N21014' 21"W, a distance of V14,47 feet to a 1/2-inch iron rod found in the southerly linen of that certain 433 acre tract described in the deed to Anne Vinther. Patience, of record in Volume 989, Page 665, of said Official, Records, the same being an angle point in the westerly line of said 330.24 acre tract, for an angle point: hereof, from which the it 1/2-inch iron rod found for an angli3 point in the common line of said 433 acre t,r,acL and said 84.0-1 acre tract bears S14°11' 42-"W, a distance of, 1,75.59 feet; THENCE, N14011.'42"E, along the easterly lin(; of said 433 acre tract, being they westerly line of said 330.24 acre tract, for a portion of Lhe; westerly line hereof, a distance of 1508,94 feet to a nail with washer_- found at the northwesterly corner of said 33.0.24 acre tract, being the :3outhwesterly corner of Lhat certain 314.00 acre Lr,acL described in said Deed to Laredo WO, LTD., of retard in Document No. 2007014286, of said Official Public Records, for an angle point; THENCE, leaving the easterly line of said 433 acre tract, along the; southerly and easterly Tines of said 31.4.00 acre tract, being the northerly line of said 330,24 acre tract and the we.ste_rly lines of said 203.137 acre tract and said 324.00 acre tract, for a portion of the irregular westerly line hereof, Lhe following eleven (11) courses and dis t--;anc:cr ,- 1) S75048118"E, a distance: of 431.73 feet to a 1/2-inch iron rod found at the point of curvature of a curve to the, right; 2) Along said curve, having a radius o1: 578.00 feet, a central angle of.: 32*24134", an arc length of 326.95 feet, and a chord which bears `59n36' 01 "E, a distance of 322.00 feet to a 1/2- inch iron rod found at the point of tangency of said curve; 3) S43023144"L, a distance, of 1,170.13 feet to a 1/2-inch iron rod found at the beginning of a non -tangent curve to the right, FN, NO. 11-406(ACD) DECEMBFR 5, 2011 PAGE 7 OF 1S 4) Along said curve, havinq a radius of 1078,00 feet, a central angl-G of 09'18107", an arcs length of 175.01 IPet, and a chord which bears N55024' 17"E, a d1 stance of 1.74 .82 feet to a 1./2 inch iron rod found at the end of said curves; 5) N60003'21"E, a distance of 538.21 feet to a 1/2-inch iron rod found at the point of curvature of a curve to tho left; 6) Along said curve, having a radius of 922.00 feet, a c.pritral angle of 52010' 40", an arc length of 839.64 feet-, and a chord Which bears N33058'00"! , a distance of 810.93 feet to a 1/2- inch iron rod found at the point of tangency of said curve; 7) N07052'40"E, a distance of 108.32 feet to a 1/2-inch iron rod foundd at the point; of Curvature of a Curve to the right; 8) Along said curve, having a radius of 978.00 feet, a central angle of 79002113", an arc length of: 1349.11 foot, and a chord which )gears N47'23' 4'1"F, a distance of 1244.65 feet to a 1/2-inch iron rod found at the paint: of tangency of said curve; 9) N86''S4' S3"F, a distanco of 321.28 feet to a 1/2-inch Iron .rod found at Lhe beginning of a non -tangent curve to the right; 10) Alone said Curve, having a radius of 1078.00 feet, a central ar;gle of 03'59' 50", an arc length of 75.20 feet, and is (.hc)r.d which bear, N88'54' 48"F, a distance of 75. 19 feet to a 1/2- inch iron rod found at the end cf yaid curve; 11) N12-00'17"W, a distance of. 2221.71 feet to a Point in the centerline meanders of the South San Gabriel, River, being the northerly line of said 324.00 acre tract., also being the, southerly line of said 192.314 acre tract, for an angle po i.nt; THENCE, S68047' 25"W, along the rio.rLhorly line of uaid 31.4.00 acre tract, being the southerly Tine of said 192.314 acre tract, for a portion of the irregular: westerly line hereof, a distance of 57.95 feet to the southwesterly corner of said 192.314 acre tract, being the southeasterly corner of that certain 73.74 aure. tract described i.n the deed to Dennis L. Chapman, and wife Karol G. Chapman, of record in Document No. 954541.4 of said Official Records, for an angle point; THENCE, along Lhe e!a sterly line of said '13 . '14 acre tract, bei nq the westerly line of ;said 192 - 314 acre 'tract, for a portion. of the irregular westerly line hereof., the following ton (10) courses and distances: 1) N00010':1.5"W, a distance of 94.12 fe(,t; to a 1/2-inch iron rod found at an angle point; 2) NOD°06' 25"E, a distance of '765.27 feet to a 1/2-inch iron .rod found at an angle point; FN. NO. 11. -406 (AC;D) DECEMBE,R 5, 201.1 PAGE 8 OF la 3) N00°15' 54"W, a dis; anc.e of 374.43 feet to a nail found at an angle point; 4) N04032145"E, a distance of 49.08 feet to a nail found at an angle point; 5) N02005156"E, a distance of 31.02 feet to a nail found at an angle point; 6) N00"04' �)2_"Z, a distance? of '14 . 51. feet to a na.i 1 found at an angle point, "1) N02025102"W, a distance of '19.29 i'ect to a nail found at an angle point; 8) N00°29' 19"W, a distance of 311.09 feet to a nai.l found at an angle point; 9) N01010' 38"W, a distance of 96.13 feet to a nail, found at an angle point; 1.0) N0200815911C, a disLanc:e of 140.61 feet to a nail. found ai_ the southwe5terl.v corrar of that certain 106.000 acre tract conveyed to Gamin, L.P. , by Deed of record in Document No. 2010065268, of said Official Public. Records, for the wesr.e.rn- most; northw(:ster.ly corner hereof; THENCE, leaving the easterly line of 63 aid '13 . 74 acre trac L, over and across said 192.31.4 acre tract, along the southerly line of said 106.000 acre tract, l:or, a port ic.a of the i.r.regular northerly line hereof, the following sixteen (1 6) courses and distances: 1) 536"251 S2"P, a distance of 145.97 feet to a 1/2--inch iron rod with cap set for an angle point; 2) S140°04'40"E, a distance of 159.64 feet to a 1/2-inch iron rod with cap set for an angle point; 3) 1,6 5"38' 47"E, a distance of 83.14 feet- to a 1/2-inch iron rod with crap set for an angle point, 4) N88'53'22"E, a distance of 622.87 feet to a cotton spindle; set. for an angle point; 5) N69"06'39"E, a distance of 153.64 feet to a cotton spindle set for an angle point; 6) N67°02' 44"E, a distance of 133.64 fret:. to a 1/2-inch iron rod with cap set for an angle point; 7) 527 021' 25"E, a distance of 172.95 feet to a 1/2-inch iron rod with cap set for an angle point; 8) S36°36132"E, a distance of 272.53 feet to a 1/2-inch iron rod with cap set for an angle point; N'N. No. 11-406 (AC -I)) DECEMUR 5, 207.1 PAGE 9 OF' 15 9) S82053115"N, a disLance of 11,5.61 feet Lo a cot. Lon spindle set for an angle point.; 10) N5600'1' 11"1J, a distance of 186.34 feet to a 1/2-inch iron rod with cap set for an angle point; 11) N07°51' 19"W, a distance of 67.58 IoPt to a 1/2-inch iron rod with cap sc,t for an angle point; 12) N34°57'21"W, a distance of 1007.97 fleet to a 1/2-inch iron rod with cap ;set' for an angle point; 13) N55043' 32"F, a distance of 580. 05 foot to a 1/2-:inch iron rocs w i_th crap Set= for an angle point; 14) N32047'04"W, a distance of 120.64 feet to a 1/2-i_nch iron -rod with cap scat, for an angle point; 15) N560001 28"E, a distance of 127.25 feet to a 1/2-inch iron rod with crap set at the beginning of a non -tangent curve to Lhe right, 1-6) Along saki curve;, having a radius of 31928.8F3 feet, a cec-it:x'al. angle of 10°11'08", an arc 1,en(00h of *10530 feet, and a chard which bears NOV 09' 02"F, a distance. of '704.36 feet to a cotton :spindle sot, an the. eaaterl.y line of said 192.314 acre l_ract , bei nil they westerly line of said 324.00 acre tract, also being the most easterly corner rat said 106.000 acre tract, for an angle Point; THENCE, along the easterly -1-Inc of sal.d 106.000 acre tra.cL and said 192.31-4 acre tract, !wing Lhe westerly line of sa+d 324.00 acre tract, for a portion of the irregular northerly line: hereof:, the following t.hrec (3) courses and distances: 1) N16°22104"W, a distance of 41.85 feet to a 1/2-inch iron rod found at an angle point; 2) S`/5°51.125"W, a distance of 8.20 fact to a 1/2-inch iron rod found at an angle paint; 3) N22°47'48"W, a distance of 162.35 feet to a .1/2-inch iron rod found at the southwesterly corner olf that certain 1.0 acre tract conveyed to Serena Marshall, by Heed of record in volume; 1022, Page 94-1, of !,.aid official, Public Records, for an angle point; THENCE,- leaving the easterly line of said 106.000 acre tract and said 192.314 acre tract, along the westerly line of said 324.00 acre tract and the ,nutherly and easterly fenced :Lines of. said 1 , 0 acre tract, for a port -ion of the s.r.regular northerly line hereof, the following three (3) courses and distances: 1) N660581.15"E, a distance of 156.15 feet to a 1/2-i.nch iron rod with cap found at the southeasterly corner of said 1.0 acre: tract, for an angle paint; FN. NO, 11-406(ACD) DECEMBER 5, 2011 PAGE 10 OF 15 2) N40004'03"W, a distance of 225.44 feet to a 1/2-inr_h iron rod found, for all angle point.; 3) N17 °01' 29"W, a distance of 166, 80 feet Lo a 1/2-inch iron rod with cap found at_ the northwesterly corner of said 1.0 acre tract, being in the southerly line of that certain 3.65 acre tract conveyed to Gary Wayne Carpenter and wife, Pamela Marie Carpenter, by Deed of record in Voiume 641, Page 662, of the Deed Records of Williams County, 'Texas, for an angle paint; THENCE, along t;he fenced northerly line of said 324.00 acre tract and the southerly line of said 3.65 acre truest., for a portion of the irregular noriherl_y line hereof, the fol.Iow,-i.ng tha-ce (3) courses and distances: 1) N7301112.4"E, a distance of 120.22 feet= to a 1/2-inch iron rod .found for an angle point;; 2) S39'54151"F, a distance of 138.55 feeL Lo a 1/2-inch iron rod found for an angle point; 3) S72025' 16"F, a distance of 1,6. 36 feet L.o a 1/2-inch iron rod found at the southerly common corner of said 3.65 acre tract and that certaAri 3.61 acre tr.aat described in the deed to William Ilo.meyer and wife, Duane Horneyer, o.� record in Vo,l ume. 641, Page 660, of said Deed records, for an angle poiaL; THENCE, 974005' 44"E, cont-i.nui.rig alone 1-I1F! fenced northerly line o! s&id :.324.00 acre tract, being the souLhe_.r. l y line cif „aid 3.61 acre tract, for a portion of Lhc_ r.regul<ar.ly northerly 0nn hereof, a distance o-f_ 233,21 feet to a 1/2-inch iron rod found at the southerly common corner of said 3,61 acre L.ract and that certain 3,65 acre Lract described in the deed to Mission invesLment, of record in Document No. 2005041752, of said Official Public Records, for can angle point; THENCE, continuing along the fenced northarl.y line, of said 324.00 acre t: ract, being the-)out.herly and casterl,y limas of said 3.65 acre Mission 7:nvestmcnt tract, for a portion of Lhe irregular northerly line hereof, the following two (2) courses and distances: 1) S89025' 07"EF;, a distance of 226.37 feet to a 1/2-inch iron rod found at the southeasterly corner of said 3.65 acre Miss ion Investment tract, for an angle point; 2) NOI°54' 09"E, a di stance of 580.44 feet to i a1/2..-inch iron rod found at the northeasterly corner of said 3.65 acre Mission Investment tract, being in said southerly right-of-way line of SH 2.9 (100' R.O.W.), for the: northern most northwesterly corner hereof; PN. NO. 11-406 (ACD) DEC:EMBER 5, 2011 PAGE 1.1 UE 15 THENCE, S86051122"E, along :?,a:Ici souL'herl.y right-of-way line of SH 29, being the northerly line of said 32.4.00 acre t.racL, f or a portion of the irregular northerly lino hereon:, a distanco: of 1250.08 feet to a 1/2-inch iron rod found at the northeasterly corner of said 324,00 acre tract, being the north►• er terly corner of that certain 20.26 acre tract conveyed to Brian Farney, by Deed of record in Document Mo. 20.06090870. of said Offici-al Public Records, for the northeasL�?rl.y corner hereof; THENCE, leaving said southerly right--oi-way line of SH 29, along the fenced easterly -line of said 324.00 acre tr'ac.,i:, being the westerly and southerly lines of said 20.26 acre t.rar.t, for a portion of the irregular easterly line hereof, the following three (3) courses and distances: 1) 521'07' 39"E, a distance of 1046.26 feet to a 1/2--in(,h iron rod found at the base of a fence corrier post, being the southwesterly corner of said 20.26 acre tract, for an angle point; 2) S88 °34' 42"E, a distance of 699.50 Feet. to a 1/2-inch .ir-on rod found for an angle point; 3) S,88 025' 11"C, a distance ca.l 1717,79 feel- to a 1/2-inch iron rod found at the southeasterly corner of said 20.26 acre t.racL, beinq in the Fenced westerly line of that certain 22.5a61 au.r.e tract desu.ci.l:,,ed in the deed to William Charles Bagwell and wife, Patricia C. Bagwell, o.: record in Volume 2232, Page 578, of said Official Re.7,orcis, for an angle point; THENCE, continuing along 01P fenced c_e�jsterly line of said 324,00 tract, being in part the wnsterly 1-inn of said 22.5562 .acne Bagwell tract and in part the westerly line of that certain 32.61 ac_rF'- tract described in the deed to william Charles Bagwell and wife, Patricia C. Bagwell, of ro-cord in Volume 2438, Page 499, of said Official Records, for a portion of the irregular easterly line: hereof, the following twelve (12) courses and distances; S07005' 31."F, a distance of 396.88 feet to a 1/2-inch iron rod found, for an angle point.; 2) S07 `00' S9"E, a distance of 140 . 08 feet to a 1/2-inch iron rod found aL the common westerly corner of said Bagwell trac:i s, for an angle point; 3) S06058'42"L, a distance of 347.80 feet to a 1/2-inch iron rod "ound, for an angle point; 4) S07008'33"F, a distance of 120.67 feet to a 1/2-inch iron rod found, for an angle point; 5) 507052' 32"E, a distance of 201.58 foot. to a 1/2-inch iron rod found, for ari angle point; 6) SO'7°52' 24"E, a distance of 161.62 feet to a 1/2-inch iron rod found, for an angle point; f N. NO. 11-40F (A(,-U) DECEMBER 5, 201-I. PACE 1.2 OF 15 7) S07 "2.2' 37"E, a distance of 1-12 . 62 feet to a 1/2-inch iron rod found, for an angle point; 8) S08"03' 47"E, a distance of ;149.4'1 feet to a 1/2-inch iron rod .round, for an angle, )point; 9) S08015' 2'1"E, a distance of 319. 11 feat to a 1/2-inch iron rod found, for an angle: point; 1.0) S09050' 24"E, a distance of 216.94 feet to a 1/2-inch iron rod found, for an angle point:; 1.1) 508050'33"E, a distance of 209-44 feet to a 1/2-inch iron rocs found, for an angle, paint; 12) S0O"25'18"E, passing at a distance of 158.98 feet an auto axle found on the North Bank of the South San Gahric?J_ River, continuing fox a Wtal distance of 188.62 feet to a ca.lclil.ated point in the approximate: center of the rivcr, the~ beilig ;I.n the northerly line of that certain 190.40 acre tract c,onve,yed to Texas Crushed `Mane, by Dc od of record in V01.11me, 143, ['age 41, of said deed Records, for an angle point; THENCE, along the centerline rneanc�,L'3 of the South San G,a}ax.`ie1 River, being a portion of the northerly line of said 190. 40 acre t:r,ac:t, ai)d a port i j.n of the sc_>>,t herl.y I'i.ne of: the uppsc:r portion Of ,,aid 324.00 acre true: L., for a portion of the a rr.egutar easter:I y line hereof, I - fnllowi_ng eight (8) courses and distances: L) S87044' 31 "W, a distance of 362.99 feet to a ca1,C:ulate cl point, P r an angle point; r) N78002'28"W, a distance of 85.59 feet to a calculated point, for an angle point; 3) S800191 1.1"W, a distance of 1,48. 88 _--eet to a (-alculatecl point, for an angle point; 4) S65°08' 13"W, a distance of 207. 18f_eet. to a eal.cul.ated point, for an angle point; 5) N66°16'04"W, a distance of. 40.94 fact to a calculated point, for an angle point; 6) M038'02"W, a distance of 149.71 feet to a calculated paint, for an angle paint; 11) N89051' 1111W, a distance of 391.55 feet to a calculated point, for an angle point; 8) N"19°08116"W, a distance of 180.06 feet to a calculated point at the northwesterly corner of said 190.40 acre tract and northeasterly corner of the lower portion of said 324.00 acre tract, for an angle point; FN. NO, 11-406(AC:D) DEC EMBER 5, 2011 PAGE 13 OF 15 THENCE, 501052'14"E, leaving the South San Gabriel. River, along the easterly line of the lower portion of said 324.00 acre tract, being a portion of the westerly ]i.ne of said 190.40 acne tract, for a portion of the, irregular caster, ly line hereof, passing at a distance of 57.75 fccL a 1/2-inch iron rod found. on the bank, continuing_ with a ferice for a total d1 stance of 1026,82 leet to a 1/2-inch iron rod with cap found at a fence earner post at the southerly most 5outheasteriy corner of Said 324.00 acre tract, being the northeasterly corner of said 203,137 acre tract, for an angle point; THENCE, continuing along the fenced westerly line of said 190.40 acre tract, being the easterly line of said 203.137 acre tract, for a portion of the irregular eastr?r l y line hereof the following seven (7) courses and disLances: 1.) 901`10'35"E, a distance of 1.67,70 fc(-t to a 1/2-i,rnch iron rod with cap s(-L in the fe,ricc., for an angle point; 2) S00°03135"W, a distance of 341.80 .fcou to a 1/2-inch iran pipe found, for an angle point; :3) 904 "36' 44"E, a distance of 15,67 fee" to a 1/2--inch iron rod f'ourid, for an angle point; .1) S06°30' 12"1 , z distance cif' 343.71 feet to a 1/l_-inch iron rod with cap set: iri Lhe. fence, for an angle point; S) S01'45' 0 7"�,, a distance. of 480. 85 feat to a 1./2-inch iron rod with crap set in the fence, for an angle poinL; 6) 302" 18' 39"E, a distance of 258.38 feet' to a 1/2-inch iron rod found at a 30" Live Oak, for an angle point; 7) S02°30'15"L, a distance of 1139.73 feet to a 1/2-i.nch iron rod with cap get at Lhe southwesterly corner of said 190.40 acre,, tract, being the southeas-i:r, ly corner of said 203.137 acre L rac t, also be i z)g in the nor. t-herly line of said Banton 51.56 acre tract, for an angle point; THENCE, leaving the westerly line of said 190.40 acre tract, along a portion of the, irregular uoutherly line of said 203.137 acre tr:art , being i_n faar,t a portj,.O 1 of -I-Jie northerly Line: of said Barton 51.56 acre tract and in part the easterly and northerly line of the remainder of that certain 168.32 arse tract conveyed to Charlie A. Barton and wife, 011ie. A. Barton, by Deed of record in Volume 470, Page 303, of said Deed Records, for a portion of the irregular easterly line hereof, the following (7) seven courses and distances: 1.) 868013142"W, a distance: of 128.79 ic:et to a 1/2-i.nc,h iron rod �-ji_th cap set, for an angle point; 2) N36037128"W, leavincf said Barton 51.56 acre tract, a distance 381.75 feet to a 1/2-inch iron rod with cap set, for an angle point; FN . NO. 11•-4 06 (ACD) DECEMBER 5, 2011. PAGE 1.4 CAE 15 3) N68046' 05"W, a disLancee of 137,51 feet to a 1/2-inch iron rod with cap seL, for ari arigle point; 4) S84°17141"W, a distance of 214.68 feet to a 1/2-inch iron rod with cap set, for an angle point; 5) S71034'53"W, a distance of 180.12 feet to a 1/2-inch iron rod with crap set, for an angle point; 6) S75"44' 55"W, a distance of 433.46 feet to a 1/2-inch :i.ron rod with cap set, for an anglei po.lnt:; 7) S80°42.' 01."W, a distance: of: 714. 66 feet to a 1/2-inch iron rod with cap sct in the irregular easterly line of said 78- 399 acre Enact, being the northwesterly c;orne'r of the remainder of sa.i.d Barton 168.32 acre tract, for an angle point; THENCE, along the e.asLerly line: of said 78.399 acre tract, for a portion of the irregular easterly line liercof, along a non -tangent curve to the left, having a radius of 13B0.00 fceL, a central angle of 34°46141", an arc J.ength of 837.65 feet and a chord which bcay,5 S03°1.7'54"W, at distance of 824,85 feet to a 1/2-inch iron rocs with cap set in the north li»e of said 195,193 acre tract, being the south`l7of tort Y corne7' of the. remainder of said Barton 168.3; acre tract, for an anq]o point; THENCE, along the northerly and easterly dines of said 195.1-93 ai�re tract, being in part a potation faf the southerly line of the remaainer of said Harton 168.32 ac:.re tract and the westerly lino of sa._�A BarWn 51.56 acre tract, for a portion of the irregular eastorly line hereof, the fallowing (4) -four, courses and di8tances: :lj N67658'56"E, a distance of 242.13 feet to a 1/2-inch iron rod found, for an angle point; 2) N68"09120"F, a distance of 61"/.53 feet to a 1/2-'inch iron rod found, for an angle paint; 3) N68008139"E, a distance of. 1031.81 feet to a nail found for, the common northerly corner of said 195.193 acre tract. and said Barton 51.56 acres tract:, for an angle point; E'N. NO. 11-406(ACD) DECLMBER 5, 2011 PAGE 15 OF 15 4) S20054154"E, lc�avtncl Lhe. �;(.)uthc.i:.ly .line': of the remainder. of .said Barton 168. 32 acre ti,act, a distance; of 3'191., 46 fe eL. to the POINT OF BEGINNING, c=ontain:inq an area of 1354.715 acre �s of land, more of less, tqii_hin Lhese mcLe8 and mounds; .save and excepl, that cort-.ain 0.3683 acre trar;t save, and excepted in Docurnenl:. No. 20000632B5 of said Official Public, Records. BEARING BASIS: THE BASIS OF BEARINGS FOR THTS SURVEY IS THE TL;XAS COORD:I.NATE SYSTEM, NALU63 (96) CLNTRAL ZONE, ESTABT,TS1IED BY NGS OPUS SOLUTION USING CORS STATIONS DP53.10, AF9638, DE5999, DF4062, & DF5999. 1, ABRAM C. DASHNER, A REG-ISTERED PROFESSIONAL LAND SURVEYOR, n0 IIEREBY STATE THAT THIS DESCRIPTTON IS BASED UPON A .SURVEY MADE ON THE GROUND BY BURY+PAR'T'NERS, INC., DURING; THE MONTHS OF APRIL - JULY, 2006. THIS DESCRIPTION WAS PREPARED TO ACCOMPANY A PRET,TMINARY MASTER PLAN, BURY & PARTNERS, 'INC. ENGINEERING -SOLUTIONS 221 WEST STXTH STREET, SUITE 600 AUSTIN, TEXAS 78701 I ' � IR1AM C. 1JW5HNFR, R.P.L,S. NO. 5901 STATE OF TEXAS EXHIBIT H 1707.749 ACRES FN. NO. 06-560(MAZ) ABG DEVELOPMENT OCTOBER 04, 2006 SAN GABRIEL TRACT BPI JOB NO. 1640-05.92 DESCRIPTION OF 1707.749 ACRES OF LAND OUT OF T1IE J. THOMPSON SURVEY, ABSTRACT NO. 608, I. & G. N. R.R. SURVEY, ABSTRACT NO. 744; KEY WEST IRRIGATION SURVEY, ABSTRACT NO. 711, J.T. CHURCH SURVEY, ABSTRACT NO. 140; J.D. JOHNS SURVEY, ABSTRACT NO. 365; W.E. PATE SURVEY, ABSTRACT NO. 836; D. MEDLOCK SURVEY, ABSTRACT NO, 839; R. MIL13Y SURVEY, ABSTRACT NO. 459; J. BERRY SURVEY, ABSTRACT NO. 98; A.H. PORTER SURVEY, ABSTRACT NO. 490, AND ISSAC DONAQAN SURVEY, ABSTRACT NO. 178, SITUALITED IN WILLIAMSON COUNTY, TEXAS; BEING COMPRISED OF THE FOLLOWING TRACTS OF LAND: ALL OF THAT CERTAIN 51.56 ACRE TRACT DESCRIBED IN THE DEED TO CHARLES GRADY BARTON OF RECORD IN VOLUME 1976, PAGE 703, OFFICIAL RECORDS OF WILLIAMSON COUNTY, ALL OF THAT CERTAIN 168.32 ACRE TRACT DESCRIBED IN TIC DEED TO CHARLEE A. BARTON AND WIFE, OLLIE A. BARTON, OF RECORD IN VOLUME 470, PAGE 303, OF THE DEED RECORDS OF WILLIAMSON COUNTY, TEXAS; ALL OF THAT CERTAIN 100 ACRE TRACT DESCRIBED IN THE DEED TO CHARLES GRADY BARTON, OF RECORD IN VOLUME 899, PAGE 791, OF SAID DEED RECORDS; ALL OF THAT CERTAIN 82.26 ACRE TRACT DSECRIBED IN THE DEED TO CHARLES A. BARTON AND WIFE, OLLIE BARTON, OF RECORD IN VOLUME 517, PAGE 193, OF SAID DEED RECORDS; A PORTION OF THAT CERTAIN 93.60 ACRE TRACT "B" AND ALL OF THAT CERTAIN 195.2 ACRE TRACT "C" DESCRIBED IN THE PARTITION AND EXCHANGE DEED OF RECORD IN DO`UENT NO. 2005043418, OF THE OFFICIAL PUBLIC RECORDS OF WILLIAMSON COUNTY, TEXAS; A PORTION OF THAT CERTAIN 1150.3442 ACRE TRACT DESCRIBED IN THE DEED TO THOMAS E. DRIESS, TRUSTEE, OF RECORD IN DOCUMENT NO. 2000063285, OF SAID OFFICIAL PUBLIC RECORDS; AND ALL OF THAT CERTAIN 324.57 ACRE TRACT DESCRIBED IN THE DEED TO ALTON AND SHIRLEY WATSON, OF RECORD IN DOCUMENT NO, 9910007, OF SAID OFFICIAL RECORDS; SAID 1707.749 ACRES BEING MORE PARTICULARLY DESCRIBED BY METES AND BOUNDS AS FOLLOWS: BEGINNING, at a 1/2 inch iron rod with cap set on the curving northerly right-of-way line of F.M. Highway 2243 (80' R.O.W.), for the southeasterly corner of said 51.56 acre tract and the southwesterly Corner of that certain 416.78 acre tract described in the deed to Texaa Crushed Stone, of record in Volume 740, Page 530, of said Deed Records, for the southeasterly corner hereof; THENCE, along said northerly right-of-way line of F.M. 2243, being in part the southerly line of said 51.56 acre tract, in part the southerly line of said 195.2 acre tract; and in part the southerly line of said 93.60 acre tract, for a portion of the southerly line hereof, the following six (6) courses and distances: 1) Along a curve to the left, having a radius of 2904.79 feet, a central angle of 040331130, an arc length of 230.86 feet, and a chord which bears S710181271W, a distance of 230.80 feet to a TXDOT concrete right-of-way monument found for the end of said curve; FN 06-560 (MAZ) October 04, 2006 PAGE 2 OF 13 2) S6900115011W, a distance of 1952,31 feet to a TXDOT concrete right-of-way monument found for the point of curvature of a curve to the right, being at or near F.M. 2243 Station 343+85.77, 40' left; 3) Along said curve to the right, having a radius of 2824.79 feet, a central angle of 17014100", an arc length of 849.64 feet, and a chord which bears S77038'50"W, a distance of 846.44 feet to a TXDOT concrete right-of-way monument found for the end of said curve, at or near F.M. 2243 Station 335+24,10, 40' left; 4) S8601515011W, passing at a distance of 237.23 feet a cotton spindle found for the southerly common corner of said 195.2 acre tract and said 93.60 acre "Tract B" , continuing for a total distance of 563.49 feet to a 1/2 inch iron rod with cap set for the point of curvature of a curve to the left, at or near F.M. 2243 Station 329+60.61, 40, left; 5) Along said curve to t1le left having a radius of 1949.86 feet, a central angle of 1603113011, an arc length of 562.37 feet, a chord which bears 578000'05"W, a distance of 560.42 feet to a 1/2 inch iron rod with cap oet for the and of said curve, at or near F.M. 2.24:3 Station 315►46.60, from which a TXDOT concrete monument found bears N8605711611E, a distance of 1.21 feet; 6) S69044120"W, a distance of 71.58 feet to 1/2 inch iron rod with cap found for a reentrant corner hereof, from which a !/2 inch iron rod set for the southeasterly corner of a called 93.60 acre tract described as "Tract A", having been conveyed to Arthur Winston Faubion, an undivided 61.5%; and Gordon Winston Faubion, an undivided 38.5%; by the Partition and Exchange Deed of record in said Document No. 2005043418 and being the southwesterly corner of said 93.60 acre "Tract SO bears S69"4412011W, a distance of 375.09 feet and from which 1/2 inch iron rod set, a 1/2 inch iron rod found bears S10042153"E, a distance of 0.61 feet, and also from which 1/2 inch iron rod set, a TXDOT concrete right-of-way monument found on said northerly right-of- way line, at or near Station 305+56.60, 40' left bears S73012'54"W, a distance of 1397.29 feet (direct survey tie); THENCE, N10042153"W, leaving the northerly right -of. -way line of said F,M. 2243, severing said 93,60 acre "Tract B", a distance of 2663.31 feet to a 1/2 inch iron rod with cap set in the northerly line of 93.60 acre "Tract II", being the southerly line of said 100 acre tract, for an interior ell corner hereof; THENCE, in part along the northerly line of said 93.60 acre "Tract B" and in part the northerly line of said 93.60 acre "Tract All, being the southerly line of said 100 acre tract, as found fenced and used on the ground, for a portion of the southerly line hereof, the following five (5) courses and distances: FN 06-560 (MAZ) October 04, 2006 PAGE 3 OF 13 1) SG911413811W, a distance of 375.65 feet to a 1/2 inch iron rod with cap found; 2) S69"12' 50"W, a distance of 185.31 Feet to a nail found in a 14" Elm; 3) S69016'081W, a distance of 386.65 feet to a 1/2 inch iron rod with cap found; 4) S69043116"W, a distance of 277.23 feet to a 1/2 inch iron rod with cap found; 5) S69932'42"W, a distance of 957.58 feet to a 1/2 inch iron rod with cap found, for the common occupied westerly corner of said 93.60 acre "Tract A" and said 100 acre tract, being in the easterly line of said 1150.3442 acre tract, for an interior ell corner hereof; THENCE, with the westerly line said 93.60 acre "Tract An and the easterly line of said 1150.3442 acre tract, generally along a fence, for s portion ❑f the southerly line hereof, the following three courses and distances: 1) S210201320E, a distance of 854.10 feet to a 1/2 inch iron rod with cap found; 2) 520056'59"E, a distance of 931.00 feet to a 1/2 inch iron rod with cap found; 3) S20144117112, passing at a distance of 754.61 feet a 1/2 inch iron rod with cap found, continuing for a total distance of 756.00 feet to a 1/2 inch iron rod with cap set on said northerly right-of-way line of F.M. 2243, for the common southerly corner of said 93.60 acre "Tract All and said 1150.3442 acre tract; THENCE, along said northerly right-of-way line of F.M. 2243, being the southerly line of said 1150,3442 acre tract, for a portion of the southerly line hereof, the Following four (4) courses and distances; 1) Along a curve to the right, having a radius of 5689.58 feet, a central angle of 00"38'2611, an arc length of 63.62 feet, and a chord which bears S79019107"W, a distance of 63,61 feet to a broken TXDUT concrete right-of-way monument found for the end of said curve; 2) S7903812011W, a distance of 3074.60 feet to a TXDOT concrete right-of-way monument found for the point of curvature of a curve to the right; 3) Along said curve to the right, having a radius of 2824.79 feet, a central angle of 0703413011, an arc length of 3-13.46 feet, and a chord which bears 8831,25135"W, a distance of 373.19 feet to a MOT concrete right-of-way monument found for the end of said curve; FN 06-560(MAZ) October 04, 2006 PAGE: 4 OF 13 4) S87011123"W, a distance of 240,59 feet to a 1/2 inch iron rod with cap set for the southerly end of a future division line by others, for the southwesterly corner hereof, from which a 1/2 inch iron rod found for the southeasterly corner of the Planned Unit Development of Escalera Ranch Section One, a subdivision of record in Cabiriet R, Slides 310-315 of the Plat Records of Williamson County, Texas, bears S87111'23"W, a distance of 624.55 feet; T14ENCE, over and across said 1150,3442 acre tract, along said division line by others, for a portion of the westerly line hereof, the following aixteen (16) courses and distances: 1) N02049108"W, a distance of 508.22 feet to a 1/2 inch iron rod with cap found for an angle point; 2) N78045122"W, a distance of 814.71 feet to a 1/2 inch iron rod with cap found for an angle point; 3) 1401038102"E, a distance of 585.33 feet to a 1/2 inch iron rod with cap found for an angle point; 4) N5502011711E, a distance of 1650.54 feet to a 1/2 inch iron rod with cap found for an angle point; 5) N80020'051E, a distance of 422.54 feet to a 1/2 inch iron rod with cap found for an angle point; 6) N23041111"W, a distance of 279.38 feat to a 1/2 inch iron rod with cap found for a paint of curvature of a curve to the left; 7) Along said curve to the left, having a radius of 25.11 feet, a central angle of 72013,4511, an arc length of 31.65 feet, and a chord which bears N63"28'50"W, a distance of 29.60 feet to a 1/2 inch iron rod with cap found for the end of said curve; 8) N0903915111W, a distance of 50.00 feet to a 1/2 inch iron rod with cap found For an angle point; 9) N80020'05"E, a distance of 155.74 feet to a 1/2 inch iron rod with cap found for an angle point; 10) N21006150"W, a distance of 186.45 feet to a 1/2 inch iron rod with Gap found for an angle point; 11) N30029'37"W, a distance of 233,35 feet to a 1/2 inch iron rod with cap found for an angle point; 12) N23041111"W, a distance of 528.84 feet to a 1/2 inch iron rod with cap found for an angle point; 13) S66044124"W, a distance of 125.00 feet to a 1/2 inch iron rod with cap found for an angle point; FN 06-560 (MAZ) October 04, 2006 PAGE 5 OF 13 14) N23041111"W, a distance of 409.01 feet to a 1/2 inch iron rod with cap found for an angle point; 15) N68045'39"E, a distance of 108.54 feet to a 1/2 inch iron rod with cap found for an angle point; 16) N21014'21"W, a distance of 714.47 feet to a 1/2 inch iron rod found in the southerly line of that certain 433 acre tract described in the deed to Anne Vinther Patience, of record in Volume 989, Page 665, of said Official Records, the same being in the northerly line of. said 1150.3442 acre tract, for an angle point hereof, from which the a 1/2 inch iron rod found for an angle point in the common line of said 433 acre tract and said 1150.3442 acre tract bears S14011142"W, a distance of 175.59 feet; THENCE, along the northerly line of said 1150.3442 tract, being the easterly line of said 433 acre tract, for a portion of the westerly line hereof, the following two (2) courses and distances: 1) N14411142"E, a distance of 2227.05 feet to a nail with washer found; 3) N21°19'13"W, passing at a distance of 2515,10' feet a nail found on a high bluff, continuing for a total distance of 2866,36 feet to a point in the approximate center of the South San Gabriel River, for the northwesterly corner of said 1150.3442 acre tract and hereof, the same being in the southerly line of that certain tract described in the deed to Barbara L. Supak, et al, of record in Document No. 2003013865, of said Official Public Records; THENCE, along the centerline meanders of the South San Gabriel River, the same being the northerly line of said 1150.3442 acre tract, and in part the southerly line of said Supak tract, in part the southerly line of that certain 35.802 acre tract described in the deed to Mark Lo Maglio and Susan Lo Maglio, of record in Document No. 2000050670 of said Official public records, in part the southerly line of that certain 68.096 acre tract described in the deed to Yomac, Ltd., of record in Volume 2322, Page 474 of said Official Records, in part the southerly line of that. certain "Second Tract" described in the deed to Glenna M. Cole, et al, of record in Volume 588, Page 862, of said Deed Records, in part the southerly line of that certain 104.195 acre tract described in the deed to Dennis L. Chapman, and wife Karol G. Chapman, of record in Document No. 2001030778, of said Official Public records, in part the southerly line of that certain 73.74 acre tract described in the deed to Dennis L. Chapman, and wife Karol G. Chapman, of record in Document No. 9545414 of said Official Records, and in part the southerly line of that certain 150 acre "First Tract" described in 'volume 421, Page 546, of said Deed Records, and referenced in the deed to peter M. Lowery, of record in Aocumenr_ No. 9809157, of said Official Records, for a portion of the northerly line hereof, the following thirty-seven (37) courses and distances: 1) N191152'47"L, a distance of 44.79 feet to a point; FN 09-560(MAZ) October 04, 2006 PAGE 6 OF 13 2) N18059'27"E, a distance of 149.48 feet to a paint; 3) N27945135"E, a distance of 120.90 feet to a point; 4) N10°18'41"E, a distance of 55.15 feet to a point; 5) N19038149"E, a distance of 61.60 feet to a point; 6) N1405010811E, a distance of 59.29 feet to a point; 7) N13934141"E, a distance of 104.69 feet to a point; 8) N05035'33"E, a distance of 87.87 :feet to a point; 9) N16012'44"E, a distance of 105.84 feet to a point; 10) N16039150"E, a distance of 118.15 feet to a point; 11) N27011123"E, a distance of 76.93 feet to a point; 12) N40030'06"E, a distance of 99.90 feet to a point; 13) N37043123"E, a distance of 200.24 fecC to a point; 14) N50°51'58"E, a distance of 110.27 f5et to a point; 15) N53036'23"E, a distance of 53.55 feet to a point; 16) N70031142"E, a distance of 133.81 feet to a point; 17) N75°02,51"E, a distance of 117.96 feet to a point; 18) S71029'17"E, a distance of 58.88 feet to a point; 19) 556017'44"E, a distance of 187.76 feet to a point; 20) S59°24'D2"E, a distance of 109.70 feet to a point; 21) S331D15126"E, a distance of 43.05 feet- to a paint; 22) S23023107"E, a distance of 277.82 feet to a point; 23) S04004'09"E, a distance of 21.65 feet to a point; 24) S021137'08"W, a distance of 124.23 feet to a point; 25) S10041'50"E, a distance of 113.56 feet to a point; 26) S23948'55"E, a distance of 247.16 feet to a point; 27) S40°S6'32"E, a distance of 309,36 feet to a point; 28) S43016100"E, a distance of 353.46 feet to a point; 29) S66022131"E, a distance of 122.80 feet to a point; F'N 06-560 (MAZ) October 04, 2006 PAGE 7 OF 13 30) S49015131"E, a distance of 245.89 feet to a point; 31) 559050130"E, a distance of 213.39 feet to a point; 32) S61035114"E, a distance of 429.45 :Feet to a point; 33) 581010'02"E, a distance of 171.57 feet to a point; 34) N77052113"E, a distance of 332.33 feet to a point; 35) N81000'57"E, a distance of 362.09 feet to a point; 36) N74039137"E, a distance of 256.96 feet to a point; 37) N68047'25"E, passing at a distance of 107.15 feet the westerly most northwest corner of said 324.57 acre tract and northeasterly corner of said 1150.3442 acre tract, continuing along the northerly line of the lower portion said 324.57 acre tract for a total distance of 126.74 feet to point; THENCE, continuing along the centerline meanders of the South San Gabriel River, the same being the southerly Line of said Lowery "First Tract" and a portion of the northerly line of said 324.57 acre tract south of the river, for a portion of the northerly line ( he4eof, the following twenty (20) courses and distances: 1) N42OW 28"E, a distance of 92.06 feet to a point; 2) NOB °43'54"E, a distance of 114.17 feet to a point; 3) N45151'07"E, a distance of 247.22 feet to a point; 4) N44032133"E, a distance of 305.45 feet to a point; 5) N52023146"E, a distance of 165.22 feet to a point; 6) N47009136"E, a distance of 54.90 feet to a point; 7) N74059142"E, a distance of 168.54 feet to a point; 8) N65°24'01"E, a distance of 243.76 feet to a point; 9) N70145'01"E, a distance of 249.36 feet to a point; 10) N64039'25"E, a distance of 207.59 feet to a point; 11) N67°44'38"E, a distance of 376.93 feet to a point; 12) N54059145"F, a distance of 336.05 feet to a point; 13) N81°17'52"E, a distance of 77.51 feet to a point; 14) 882021120"E, a distance of 124.53 feet to a point; 15) S71030139"E, a distance of 95.03 feet to a point; FN 06-560(MAZ) October 04, 2006 PAGE 8 4F 13 16) S50*1311711E, a distance of 123.29 feet to a point; 17) S12005'01"E, a distance of 68.37 feet to a point; 18) S6203611011E, a distance of 68.70 feet to a point; 19) S74°53124"E, a distance of 83.25 feet to a point; 20) S6104615611E, a distance of 120.69 feet to a point for the southeasterly corner of said Lowery "First Tract and the southwesterly corner of the upper portion of said 324.57 acre tract"; THENCE, leaving said South San. Gabriel River along the easterly line of said Lowery "First Tract" and the upper westerly line of said Watson 324.57 acre tract, for a portion of the northerly line -- hereof, the following four (4) courses and distances; 1) N06016152"W, passing at a distance of 147.09 feet a 1/2 inch iron rod with cap found south of a fence corner on the high north bank, then continuing generally along the fence for a total distance of 399.04 feet to a 1/2 iron rod found for an angle point; 2) N16°13112"W, a distance of 656.71 feet to a 1/2 inch iron rod with cap Found in the fence line; 3) N16022104"W, a distance of 1276.31 feet to a 1/2 inch iron rod with cap found by a fence corner post; 4) S75°51125"W, a distance of 8.20 feet to a 1/2 inch iron rod with cap found at the south side of a fence corner post, being the southeasterly corner of that certain "Second Tract" described in said Volume 421, Page 546 and referenced in said Document No. 9B09157; THENCE, N22047148"W, along the easterly line of said "Second Tract" and upper westerly line of said 324.57 acre tract, a distance of 162.35 feet to a 1/2 inch iron rod found at the bane of a fence past, for the southwesterly corner of that certain 1.0 acre tract described in the deed to Serena Marshall, of record in Volume 1022, Page 947, of said Official Records; THENCE, continuing along the upper westerly line of said 324.57 acre tract and the southerly and easter:ly fenced lines of said 1.0 acre tract, the following three (3) courses and distances: 1) N66058'15"E, a distance of 156.15 feet to a 1/2 inch iron rod with cap found for the southeasterly corner of said 1.0 acre tract; 2) N4000910311W, a distance of 225.44 feet to a 1/2 inch iron rod f ound ; FN 06-560(MAZ) October 04, 2006 PAGE 9 OF 13 3) N17001129"W, a distance of 166.80 feet to a 1/2 inch iron rod with cap found for the northeasterly corner of said 1.0 acre tract, the same being in the southerly line of that certain 3.65 acre tract described in the deed to Gary Wayne Carpenter and wife, Pamela Marie Carpenter, of record in Volume 641, Page 662, of said Deed Records, for the northwesterly corner of said 324.57 acre tract and hereof; THENCE, along the fenced northerly line of said 324.57 acre tract and the southerly line of said 3.65 acre tract, for a portion of the northerly line hereof, the following three (3) courses and distances: 1) N73011124"E, a distance of 120.22 feet to a 1/2 inch iron rod found for an angle point; 2) S39054'51"E, a distance of 138.55 feet to a 1/2 inch iron rod found for an angle point; 3) S72025'16"E, a distance of 16.36 feet to a 1/2 inch iron rod found for the southerly common corner of said 3.65 acre tract and that certain 3.61 acre tract described in the deed to William Homeyer and wife, Diane Homeyer, of record in Volume 641, Page 660, of aaid Deed records; THENCE, S740051440E, continuing -along the fenced northerly line of said 324.57 acre tract, being the southerly line of said 3.61 acre tract, a distance of 233.21 feet to a 1/2 inch iron rod found for the southerly common corner of said 3.61 acre tract and that certain 3.65 acre tract described in the deed to Mission Investment, of record in Document No. 2005011752, of said Official Public Records; THENCE, continuing along the fenced northerly line of said 324.57 acre tract, dieing the southerly and easterly lines of said 3.65 acre Mission Investment tract, the following two (2) courses and distances: 1) S890251070E, a distance of 226.37 feet to a 1/2 inch iron rod found for the southeasterly corner of said 3.65 acre Mission Investment tract; 2) N01054'09"E, a distance of 580.44 feet to a 1/2 inch iron rod found for the northeasterly corner of said 3.65 acre Mission Investment tract, being in the southerly right-of-way line of State Highway 29 (100' R.O.W.); THENCE, S86051'22"E, along said southerly right-of-way line of State Highway 29, being a portion of the northerly line of said 32.4,57 acre tract and hereof, a distance of 1250.08 feet to a 1/2 inch iron rod found for the common northerly corner of said 324.57 acre tract and that certain 10.08 acre tract described in the deed to Donald Neal Fletcher, of record in Document No. 2004038988 of said Official Public Records, for the northeasterly corner hereof; FN 06-560 (MA2) October 04, 2006 PAGE 10 OF 13 THENCE, leaving said southerly right -of --way line of state Highway 29along the fenced easterly line of said 324.57 acre tract, being the westerly and southerly lines of said 10.08 acre tract, the following two (2) courses and distances: 1) S21007'39"E, a distance of 1046.26 feet to a 1/2 inch iron rod found at the base of a fence corner post, for the southwesterly corner of said 10.08 acre tract; 2) S88034142"E, a distance of 699.50 feet to a 1/2 inch iron rod found for the southerly common corner of said 10.08 acre tract and that certain 9.5 acre tract described in the deed to Donald N. Fletcher, of record in Volume 559, Page 162, of said Deed Records; THENCE, S88°25'14"E, continuing along the fenced easterly line of said 324.57 acre tract, being southerly line of said 9.5 acre tract a distance of 177.79 feet to a 1/2 inch iron rod found for southeasterly corner of said 9.5 acre tract, being in the fenced westerly line of that certain 22.5562 acre tract described in the deed to William Charles Bagwell and wife, Patricia C. Bagwell, of record in Volume 22:32, Page 578, of said official Records; THENCE, continuing along the fenced easterly line of said 324.57 acrF tract, being in part the westerly line of said 22.5562 acre Da-3well tract and in part the westerly Line of that certain 32.61 acri tract described in the deed to 'william Charles Bagwell and wife:, Patricia C. Bagwell, of record in 1.?olurr:e 2438, Page 499, of sairi. Ofyicial Recorde, the following twelve (12) courses and di st-ances; 1) S07005131.11E, a distance of 396.88 feet to a 1/2 inch iron rod found; 2) S07000'59"E, a distance of 140.08 feet to a 1/2 inch iron rod found for the common westerly corner of said Bagwell tracts; 3) S06°58'42"E, a distance of 347.80 feet to a 1/2 inch iron rod found; 4) S07008'33"E, a distance of 120.67 feet to a 1/2 inch iron rod found; 5) S07052132"E, a distance of 201.58 feet to a 1/2 inch iron rod found; 6) S07152124"E, a distance of 161.62 feet to a 1/2 inch iron rod found, 7) S07022137"E, a distance of 172.62 feet to a 1/2 inch iron rod found; 8) S08003147"E, a distance of 149.47 feet to a 1/2 inch iron rod found; 9) S08015'27"E, a distance of 319.11 feet to a 1./2 inch iron rod found; FN 06-560(MAZ) October 04, 2006 PAGE 11 OF 13 10) s0905012411E, a distance of 216.94 feet to a 1/2 inch iron rod found; 11) S08°501331E, a distance of 209.44 feet to a 1/2 inch iron rod found; 12) S00025118"E, passing at a distance of 158.98 feet an auto axle found on the North Bank of the South San Gabriel River, continuing for a total distance of 188.62 feet to a point in the approximate center of the river, the same being in the northerly line of that certain 190.40 acre tract described in the deed to Texas Crushed Stone, of record in Volume 743, Page 47, of said Deed Records; THENCE, along the centerline meanders of the South San Gabriel River, the same being a portion, of the northerly line of said 190.40 acre tract, and a portion of the southerly line of the upper portion of said 324.57 acre tract, for a portion of the easterly line hereof, the following eight. (8) courses and distances: 1) 887044131"W, a distance of 362.99 feet to a point; 2) N78002'28"W, a distance of 85.59 feet to a point; 3) S80019'11"W, a distance of 148.88 feet to a point; 4) S651108113"W, a distance of 207..18 .f4et to a point; 5) N66016'0411W, a distance of 40.94 feet to a point; 6) N88038'02"W, a distance of 149.71 feet to a point; 7) N890511111W, a distance of 391.55 feet to a point; 8) N79008116"W, a distance of 180.06 feet to a point for the northwesterly corner of said 190.40 acre tract and northeasterly corner of the lower portion of said 324.57 acre tract; THENCE, S01°52'14"E, leaving the South San Gabriel River along the easterly line of the lower portion of said 324.57 acre tract, being a portion of the westerly lane of said 190.40 acre tract, for a portion of the easterly line hereof, past3ing at a distance of 57.75 feet a 1/2 inch iron rod Found on the bank, continuing with a fence for a total distance of 1-026.82 feet to a 1/2 inch iron rod with cap found at a fence corner post, for the southerly most southeasterly corner of said 324.57 acre tract and being the northeasterly corner of said Raa-ton 168.32 acre tract; THENCE, continuing along the fenced westerly line of said 190.40 acre tract, being the easterly line of said 168.20 acre tract, for a portion of the easterly line hereof the following seven (7) courses and distances: FN 06-560(MAZ) October 04, 2006 PAGE 12 OF 13 1) $01010135"E, a distance of 167.70 feet to a 1/2 inch iron rod with cap set in the fence; 2) S00003135"'W, a distance of 341.80 feet to a 1/2 inch iron pipe found for an angle point; 3) S04036144"E, a distance of 15.67 feet to a 1/2 inch iron rod found for an angle point; 4) S0603011211E, a distance of 343.71 feet to a 1/2 inch iron rod with cap set in the fence; 5) S01045107"E, a distance of 480.85 feet to a 1/2 inch iron rod with cap set in the fence; 6) S02048139"E, a distance of 258.38 feet to a 1/2 inch iron rod found at a 30" Live oak; 7) 502030115"E, a distance of 1139.73 feet to a 1/2 inch iron said rod with cap set for the common southerly corner of 190.40 acre tract and said 168.20 acre tract, being in the northerly line of said Barton 51.56 acre tract; THENCE, along a portion of the easterly line of maid 51.56 acre tract, being a portion of the southerly line of said 190.400 acre tract, the following two (2) courses and distances: 1) N68013'42"E, a distance of 24.64. feet to a 1/2 inch iron rod found for an angle point; 2) S77008'48"E, a distance of 149.30 feet to a 1/2 inch iron ;rod found for an angle point and being the northwesterly corner of. said 416.78 acre tract; THENCE, along a portion of the easterly line Of said 51.56 acre tract, being a portion of the we&�terly line of said 416.78 acre tract, the following six (6) courses and distances: 1) 550057117"E, a distance of 309.01 feet to a 1/2 inch iron rod with cap set for an angle point; 2 ) S75059' 16"E, a distance of 18. 18 feet to a 1/2 inch iron rod with cap set for a deed angle print; 3) S20016'37"E, a distance of 470.49 feet to a to a 1/2 inch iron rod with cap set in the fence line; 4) S20056'44"E, a distance of 791.52 feet to a 60D nail found in the south side of a 15" Live Oak in the fence line; 5) S20027'16"E, a distance of 1474.86 feet to a 5/8 inch iron found; FN 06-560 (MAZ) October 04, 2006 PAGE 13 OF 13 6) S20°40'13"E, a distarice of 707.22 feet to the POINT OF BEGINNING, containing an area ,of 1-107.749 acres of land, more or less, within these metes and bounds. BEARING BASIS: THE BASIS OF BEARINGS FOR THIS SURVEY IS T14B TEXAS COORDINATE SYSTEM, NAD83(96) CENTRAL ZONE, ESTABI4IS1lED BY NGS OPUS SOLUTION USING CORS STATIONS DF5370, AF9638, DE5999, DF4062, & DE5999. I, MARK A. ZIENTEK, A REGISTERED PROFESSIONAL LAND SURVEYOR, L70 HEREBY STATE TC•IAT THIS DESCRIPTION IS BASED UPON A SURVEY MADE ON THE GROUND BY BURY+PARTNERS, INC., DURING THE MONTHS OF APRIL - JULY, 2006, THIS DESCRIPTION WAS PREPARED TO ACCOMPANY A PRELIMINARY MASTER PLAN. BURY & PARTNERS, INC. ENGINEERING -SOLUTIONS 3 3 45 13EE CAVE ROAD, SUI7: F 200 P.J.13TI11, TEXAS 78746 MARK A. ZIDINI`EK, R.P.L.S. NO. 5683 STATE OF TEXAS „!KA Zi6NTEk -__ _ EXHIBIT F 1p y /� �• tl� I .t j"p.3 � tr•�ii �� ;' �+/}'• ijli it `�� i i�+ •i., i pill �tlis• _ x i ... ' - • ��I t�ls. _ I�� __ � � Ill; r i .. � •V l ..•.L-- i�ljl+.' { 1, r +r •�• y r '+ - k:�'I'�7as� .:�_ y�r I ` • -�"'- - - - P� �--' •lit1 - th6 .ry 10� ,L PSI R Ili.' i 1 €��iill i r�,•+r• � - - Tip t —. r a / •_! f f 1. Ir I r IOU eld . t'•;�5, ,l.r � 1 •} I � ;� yiP`�� lid ' rfi �y � �a`-�_.. �I� r'1 N _ 1 1 1 �'�I li qL�, 1 ;fib --�" i T, -_ ' .r6r,,. `�,G,�v'• ] y d ..I _•-t r s i J,, { rpF ` • = l"yM1' •�' �: � � IESi�• �•�IdIE_.-�-`�• � �.;i, � _ :.,�� µ �..-. •p�l: •�` 'ti+ I�I i � �' 1'l 6q NOTE: THIS IS A COLOR EXHIBIT, A COLOR COf 'I 13 ON FILE WITH THE CITY OF CEORGETOWN.. PBUry+Partners SAN GABRIEL TRACTS f eIC INlf 0.4Nil SOLUTION! SAN GABRIEL KM Del favO Road. Suite all2NI sun, Tana smar INTERCEPTOR TeL i5i2�128-0011 PdT I:,Eaiaca-qq^s ABG DEVELOPMENT Itur!+P•urluen. to r. �Cnprrl@Ll :qq0 OAIL: IO/30/06 I ;.ALE: ri 1.s ORAWrI Cyr DAZ FILE: Q:116,16t,03\E:(HIHITS\JTE'�1G4003ExFi47 PRi,)ECT M­ I640-0304 RECORDIE:RS NWvI0RANDLIP1 All of part of the Icxt ou Ihis rap.van n61 cdcal IV legible for sufisfiactory ri;cnrilalinn EXHIBIT G . .... ...... ................... - — --------- 7- W WAT80N ATSON lift 11i C 1 2 som is' =91 it 41 .14- LSANGMRIEL 0 3 0. F INTERCEPTOR W A Me I SO WW LINE 2 y IN jg 2. TE: Tl-1NO15 15 A j oL(DR EXHIBIT, A COLOR COP r IS OPI FILE WITH THE CITY (-,',F GEORGETOINI-J. FILE: FP-D.1F17T I Fwd \ 41 VARTON i2 ABG ]SU130IM-Si- ON F-7 ABG SEGMENT 30" WASTEWATER LINE (02) 7! -1' .4 11CO DIVS PJ..T. SOU 200 mi-Illi. Ttrw 'Vid r.L 15121320- on I I ru.\, 151 'C.prolghl 20(p) EXHIBIT Ii Resolution No. A RESOLUTION AMi±,NDING Ri?SOLUTION NO. 022608-FF RELATING TO THE CREATION Ole WiLLIAMSON COUNTY MUNICIPAL UTILITY DISTRICT NO. 2-5, AND GRANTING THE CONSENT OF THE CITY OF GEORGETOWN, TEXAS, TO THE ANNEXATION OF APPROXIMATELY _ ACRES OF LAND INTO WILLIAMSON COUNTY MUNiCIPAL LITII,iTY DISTRICT NO. 25 WITHIN THE EXTRATERRITORIAL JURISDICTION OF THE CITY OF GEORGETOWN, TEXAS. WHE' RFIA5, the City and Developer entered into that certain Development Agreement concerning the Land dated as of November 14, 2006 and recorded in the Oflicial Records of Williamson County as Document No. 2007040905 (the "Original Development Agreement"), which has been amended by that certain "First Amendment to Development Agreement" dated as of June 7, 2007 and recorded in the Official Records of Williamson County as DUClllllcnt No. 2007054980(the "first Amended Development Agreement"), and by that certain "Second Amendment to Development Agreement" dated as of August 28, 2007 and recorded in the Official Records of Williamson County as Document No. 2007100744 (the "Second Amended Development Agreement"), and by that certain '`Third Amendment to Development Agreement" dated as of December 11, 2007 and recorded in the Official Records of Williamson County as DoCUment No. 2008004457 (the "Third Amended Development Agreement"), and by the "Fourth Amendment to Development Agreement" dated as of January 18. 2008 and recorded in the Official Records of Williamson County as Document No, 2008006094 (the "Fourth Amended Development Agreement") (collectively the "Prier Development Agreement Arnendhnctits") (the Original Development Agreement, as amended by the Prior Development Agreement Amendments, are referred to collectively herein as the "Development Agreement"); and WHEREAS, the City and the Developer also entered into that certain "Offsite Utility Construction and Cost Reimbursement Agreement" dated as of'November 14. 2006 and recorded in the Official Records of Williamson County as Document No, 2007040906 (the "[7r_jLdAal Ut1'to jtility Agreement"), which has been amended by that certain "First Amended Ottsite Utility Construction and Cost Reimbursement Agreement" dated as of June 7. 2007 and recorded in the Official Records of Williamson County as Docurent No. 2007054979 (the "First Amended Offsite Agreement"), and by that certain "Second Amendment to the Offsite Utility Construction and Cost Reim bin"SCIllCnt Agreement'' dated as of December 11, 2007 and recorded in the Official Records of Williamson County as Document No. 2008004456 (the "Second Amended Offsite Agreement"), and by that certain "Third Amendment to the Offsite Utility Construction and Cost Reimbursement Agreement" dated as of December 9. 2008 and recorded in the Official Records of Williamson County as Document No. 2009002693 (tile "Third Amended Offsite Agreement") (collectively the "Prior Offsite A re:e:mcnt m odments") (the Original Offsite Agreement, as amended by the Prior Offsite Agreement Amendments, are referred to collectively herein as the "Offshe Agreement"); and AI»cnded and Re51aied CDOSCnt Agreement FINAL clewl,doca 23 WHEREAS, on even date herewith. the City and the Developer have entered into that certain "Amended and Restated Development AgreenlCni," herein so called, which supersedes and replaces the Development Agreement and the Offsite Agreement, and which addresses the change in project boundaries, development standards, and provision of utilities; and W1II4.1ZEA5, Laredo W.O., Ltd.. a Texas limited partnership, and the City of Georgetown are parties to that certain Consent Agreement dated as of December 12, 2007 (the "Orit;inul Consent Agreement") which authorized the cl•cation of rip to five (5) "in -city" municipal utility districts on approximately 1707,49 acres of land (the "Original I.and"); and WHEREAS, on February 22, 2008, the City of Georgetown passed and approved Resolution No. 022608-FF Consenting, to the creation of Williamson County Municipal Utility i]istrict No. 25 on a 249.786 acre portion of the Original Land; and WHEREAS, Laredo W.U.. I,td. and the City of Georgetown subsequently entered into that certain Amended and Restated Consent Agreement dated as of (the "Amended and Restated Cmisent Agreement"), which amends and replaces the Original Consent Agreement, and which, among other things, removes land included in Williamson County Municipal Utility District No. 25 from the City limits. changes the boundaries of the Original Land and redrlCC: It in sire fi•om 1,707.749 acres to 1,355,48 acres, changes the maximum allowable tax rate, allows for the annexation of the land described on Exhibit A into the; boundaries of Municipal Utility District No. 25 (the " Qistrict Annexation Tract"), allows for the de -annexation of the land described oil Exhibit B from thr: boundaries of Municipal Utility District No. 25 (the "District Exclusion Tract"), and provides neither Municipal Utility District No. 25 nor any other municipal utility, district created pursuant to the Amended and Restated Consent Agreement shall be an "in -City" municipal utility district_ WHEREAS, the purpose of this resolution is to amend Resolution No. 022608-FF to be consistent with the terms and conditions of the Amended and Restated Consent Agreement; NOW, TI-1ERE FORE, BE IT RESOLVIU) BY THE CITY COUNCIL OF THE C1TY OF GEORGETOWN, TEXAS: Section 1: That the City Council of the City of Georgetown, "texas, hereby gives its written consent to the inclusion of the land described in Exhibit A and referred to herein as the District Annexation Tract into the boundaries of Municipal Utility District No. 25, and to the de - annexation of the land described in Exhibit It and referred to herein as the District Exclusion Tract from the boundaries of the Municipal Utility District No. 25; jwovicfect!, haoaTver, that said consent is expressly subject to the conditions set forth in this Resolution, the Amended and Restated Consent Agreement between Laredo W.O.. Ltd. (as defined above) , and to the Amended and Restated Development Agreement (as defined above). Section 2: That the District provide to the City a final Texas Commission on Environmental Quality (the "Commission") order that contains a finding, made in accordance with the Commission's then existing rules, that it is feasible to sell Bands and maintain a Amended and Restated Conscnl Agrccrncm I-INAI. elcatt doex 74 projected District total tax rate of not more than $0.92 per $100 in assessed valuation (tile "Tax Rate Limit"), Section 3: That before the submission of an application Of approval of issuance of Bonds to the Commission or to the Texas Attorney General, WIliehever occurs first, the District's financial advisor (which shall be the same as the City's financial advisor) certifies in writing to the City that the Bonds are being issued within the then -current economic feasibility guidelines established by the Commission for districts in Williamson County, so not exceed the Tax Rate Limit, and are in conformity with Article V of the Amended and restated Consent Agreement. Section 4: The exhibits attached hereto and referred to herein are hereby incorporated into this Resolution by reference for all purposes as ifset forth in full. Section 5: All Ordinances and Resolutions, or parts of Ordinances and ResolLltiOnS that are in conflict with this Resolution are hereby repealed, and no longer in effect. Section 6: if any provisions ofthis Resolution or application thereof to any person Or circumstance shall be held invalid, such invalidity shall not affect the Other provisions, or applications thereof, of this Resolution Which Can be given effect Without the invalid provision o application and to this end the provisions of this Resolttion are hereby declared to be severable. Section 7: 'I'he Mayor of Cieorgetown is hereby authorized to sign this Ordinance and the City Secretary to attest. This Ordinance 911,911 become effe;;tive on the date of its approval by the City Council. PASSED AND .APPROVED on the __ day of ATTEST: Jessica Brettle, City Secretary Amended and Restated C'onsenl A(peemenl l NA1. clean docx , 20l 1, George G. Garver, Mayor EX111131T I Master Development Fee Calculation Form TOTAL DISTRICT BONDS SOLD Less: Surplus and Escrowed Funds Non -Construction Costs: Legal and Financial Advisory Fees Interest Costs, Capitalized Interest Developer Interest $ N1 Bond Discount % Administrative and Organization $ (including creation costs and operating advances) Band Application, Market Study, and other bond issuance costs TCEQ Bond Issuance Fee Application, Review and Inspection Fees Site Costs $ Off -Site Costs $ Total Deductions: $ NETELIGIBLE MUD BOND ISSUE AMOUNT $ MASTER DEVELOPMENT FEE PERCENTAGE: X 10% MASTER DEVELOPM> NT FEE AMOUNT: $ * based upon costs approved for reimbursement under applicable TCEQ rules, and an audit of developer reimbursables performed at the time of each Bond issue Amended and hesuued Consent Agreement FINAL cican.docx 26 EXHIBIT J ASSIGNMENT AND ASSUMPTION AGREEMENT THIS ASSIGNMENT AND ASSIJKIP'I ION AGRCL-MENT ("Assignment") is made and entered into as of the day of between a ("Assignor"), and - a ("Assin 1 , ") (Assignor and Assignee are hereinafter sometimes collectively referred to as the "Parties"and singularly as a "party"). RECITALS: A. Assignor Is the owner of the rights of the Owner under that certain "Consent Agreement" (the "Agreement") effective as of _ _, among Laredo W.O., I,td.. a Texas limited partnership, its successors and assigns, collectively as Owner, the City of Georgetown, Texas. as the City, and Williamson County Municipal Utility District No. _, as the [.district, relating to the creation and operation of the District, to the extent that the Agreement covers, allbus, and relates to the lands described on Exhibit A attached to and made a part hereof of this Assignment for all purposes (the "Transferred Prerises"). 13. Assignor desires to assign certain of its rights under the Agreement as it relates to the Transferred Premises to Assignee, and Assignee desires to aCgUire such rights. on and subject to the ternis and conditions ofthis Assignment. NOW. THERE -'FORE, in consideration of the premises, the mutual covenants and obligations set forth herein, and other good and valuable consideration, the receipt and legal sufficiency of which are hereby acknowledged, the Parties hereby agree and act as follows: 1. Certain Defined Terms. Unless indicated otherwise herein, capitalized terms in this Assignment shall have the same respective meanings as are ascribed to them in the Agreement. 2, Assiannient. Subject to all of the terms and conditions of this Assignment, Assignor hereby assigns all [or describe specifically assigned rights if partial] of its rights under the Agreement, insofar as the Agreement covers. affects. and relates to the Transferred I'rem ises. 3. Assumption. Assignee hereby assumes all obligations of Assignor and any liability that may result frorn acts or omissions by Assignee under the Agreement as it relates to the "Transferred Premises that may arise or accrue from and after the effective date of this Assignment, and Assignor is hereby released from all such obligations and liabilities from and after the effective date of this Assignment; provided, however, this Assignment does not release Amaldul and Rrslalyd Consent Agreement FINAL clean docx 27 Assignor from any liability that resulted from an act or omission by Assignor that occurred prior to the effective date of this Assignment unless the City approves the release in writing_ 4. Ghvernina Law, This Assignment must he construed and enforced in accordance with the laws of the State of Texas, as they apply to contracts performed within the State of Texas and without regard to any choice of law rules or principles to the contrary. 5. Counterpart/Facsimile Execution. This Assignment has been prepared in multiple counterpail.s, each of which shall constitute an original hereof, and the execution of any one of such counterparts by any signatory shall have the same force and effect and shall be binding upon such signatory to the sarne extent as if the same Counterpart were executed by all of the signatories. facsimile copies of signatures may be appended hereto with the same force and elTeet as legally delivered original signatures. G_ Notice to City. A copy of this Assignment shall be provided to the City within lif een (15) days after execution. 7_ 13indiniz ;Effect. This Assignment, when accompanied by a Partial Assignment of Reimbursement Rights in favor of the City for the Master Development fee described in the Agreement, shall be binding upon and shall inure to the benefit of'Assignor and Assignees and their respective heirs, personal representatives, successor's, and assigns. 8. 8, Partial Assignment of Reimbursement Rights. Assignee hereby assigns to the City of Georgetown, `texas its right to reimbursements from bond proceeds in the amount equal to the F?ngineer's Cost Estimate (as that term is defined in the Agreement and in the Amended and Restated Development Agreement). F?Xf;CUTEID as of the day and year first above written. ASSIGNOR: 1.3y: Printed Name: aura ASSIGNEE: f � By:- -- ..... . Printed Name: Title: Amended and Restated Consent Agreement FINAL clean docx 28 CITY CONSFNTTO ASSIGNMENT: By:. Printed Name: Titic: ATTEST: Jessica Brettle, City Secretary Ame:ndud.md KCAaWd COTINVII Agreernow I;INAI-durrn.doux STATE OF TEXAS § COUNTY OF § SWORN TO AND SUBSCRIBED before me on the day of 200_, by [SEAL] STATE OF TEXAS § COUNTY OF § Notary Public, State of Texas Primed Name: My Commission Expires: SWORN TO AND SUBSCRIBED before me on the _ _ day of 200_, by [SEAL] Amended and Restated Consent Agreement FINAL. clean doex 30 Notary Public, State of Texas Printed Name My Commission Expires:_ STATE OF TEXAS § COUNTY OF § SWORN TO AND SUBSCRIBED before me on the day of 20__, by [SEAL] STATE, OF TEXAS § COUNTY 01: § Notary Public, State of Texas Printed Name: My Commission Expires:_ SWORN TO AND SUBSCRIBED before me on the _ _ day of 20-9 by Notary Public, State of Texas [SEAL] Printed Name: My Commission Expires: Amended and Restated Consent Agreement FINAL clean doer 31 EXHIBIT K PARTIAL ASSIGNMENT OF RECEIVABLES Laredo W.O., Ltd. (the "Assigner") has entered into a Development Financing Agreement (the "Financing Agreement") with Williamson County Municipal Utility District No. 25 ("District") in connection with the design and construction of certain water, sewer, drainage, road and park and recreational facilities on the condition that the Assignor will be reimbursed in the future from the sale of bonds issued by the District for such purposes, subject to the terms and conditions of the Financing Agreement. Assignor hereby assigns ten percent of the proceeds received from the District through khe issuance of one or more series of bonds by the District pursuant to the Financing Agreement ("Funds"), to the City of Georgetown, 'texas ("Assignee") in satisfaction of the requirements of Section 2.05(c) of the Amended and Restated Consent Agreement by and between the Assignor, the Assignee and the District. Assignor and Assigne,e agrees that this partial assignment of the rounds shall terminate at such time as the Assignor has satisfied the requirements of Section 2.8(c) of the Amended and Restated Development Agreement between the Assignor and the Assignee relating to the development of property within the District_ Assignor and Assignee shall file an executed termination of partial assignment with the District at such time. By execution of this instrument, Assiipcehereby accepts such assigrunent and assumes all of Assignor's rights, title, and interests in and to the Funds, and instructs the District to pay the 1, unds to the Assigned rather than the Assignor, subject to and in accordance with the terms and conditions of the agreement between the District and the .Assignor. 36U454 Executed this the day of 20 ASSIGNOR LAREDO W.O., LTD. a Texas limited partnership By: ABG Enterprises, Ltd., a Texas limited partnership, its General Partner By: GALO, INC., a Texas corporation, its General Partner Ley - The Assignee hereby accepts the Partial Assignment of Receivables. Executed this the day of 20_. ASSIGNEE CITY OF GEORGETOWN, TEXAS By: Mayor ATTEST: By: City Secretary 360454 The District hereby consents to the Partial Assigpixiient of Receivables. Executed this the day of 20�. WILL IAMSON COUNTY MUNICIF'AL UTILF Y DISTRICT NO. 25 Fay: 360454 President EXHIBIT "C" !- R'I'IPICALE OF LIE"�UDJM'_• COI+i— N, THE STATE OF TEXAS COUNTY OF WILLIAMSON ]FIRST UNITED BANK AND TRUST COMPANY, as lienholder on the land (the proposed to be included in Parkside on the River Municipal Utility District No. z (the " (c "), as described in the Petition for Consent to the Creation of Parkside on the River Municipal Utility District No. t (the "Fedtig7 ") to which this Certificate of Lienholder's Consent is attached, hereby consents to the Petition and to the inclusion of Land in the District. WITNESS MY HAND effective as of the 1 lAll day of , 2oi9. 13 FIRST UNITED BANK AND TRUST COMPLY. - . Title:�� Date, a6s bs THE STATE OF TEXAS COUNTY OF This instrument was executed before me on this _'day of 2019, bya}i-Y _ +1?... of FIRST UNITED BANK AiVD TRUST COMPANY, on behalf of said bank. CONNIE BRILLIANT lD g1Z9b07086:Notary y Commisslon Expires (seal) ES: October 28, 2021 r (W0923313-* Notary Public Signatfte Exhibit "C" f W0912836.21 Exhibit "C"- Page 1 of 1 EXHIBIT "D" Legend Roadway Parkside Parkway ■ rl ■11 Parkway B (70' ROW) 11110000M Parkway B (100' ROW) Outparcels DRAFT 13\fi sARKSIDE ON THE RIVER • FUTURE ROADWAY PLAN ® `� {W0912836.21 Exhibit "D" - Page 1 of 1 Exhibit G Page 1 of 2 Pages County: Williamson Project: Parkside on the River Job No.: A 1913 01 MB No.: 19-052 FIELD NOTES FOR 80.929 ACRES Being a tract containing 80.929 acres of land located in the J. Thompson Survey, Abstract Number 608 in Williamson County, Texas. Said 80.929 acre tract being a portion of a call 1,146.591 acre tract of land recorded in the name of HM Parkside, LP, in Document Number 2018114043, Official Public Records Williamson County (O.P.R.W.C.). Said 80.929 acres being more particularly described by metes and bounds as follows (bearings are referenced to the Texas Coordinate System, NAD 1983, Central Zone): Beginning at the southeasterly corner of said 1,146.591 acre tract and the southwesterly comer of a call 77.902 acre tract of land recorded in the name of Edwin H. Vale, Jr. in Document Number 2017014736, O.P.R.W.C., also being on the northerly Right -of -Way (R.O.W.) line of F.M. 2243 (80' wide); Thence, with the southerly line of said 1,146.591 acre tract and the northerly R.O.W. line of said F.M. 2243, the following five (5) courses: 1. South 69 degrees 01 minutes 48 seconds West, a distance of 1,585.40 feet; 2. 849.66 feet along the arc of a curve to the right, said curve having a central angle of 17 degrees 14 minutes 02 seconds, a radius of 2,824.79 feet and a chord which bears South 77 degrees 38 minutes 49 seconds West, a distance of 846.46 feet; 3. South 86 degrees 15 minutes 50 seconds West, a distance of 563.49 feet; 4. 562.37 feet along the arc of a curve to the left, said curve having a central angle of 16 degrees 31 minutes 30 seconds, a radius of 1,949.86 feet and a chord which bears South 78 degrees 00 minutes 05 seconds West, a distance of 560.42 feet; 5. South 69 degrees 44 minutes 20 seconds West, a distance of 71.58 feet to a southwesterly corner of said 1,146.591 acre tract, also being the southeasterly corner of a call 22.60 acre tract of land recorded in the name of Elizabeth Anne Dufner in Document Number 2014063697, O.P.R.W.C. (Tract B); Thence, with a westerly line of said 1,146.591 acre tract and the easterly line of said 22.60 acre tract, North 10 degrees 42 minutes 53 seconds West, a distance of 1,007.33 feet the approximate Georgetown City Limit Line; Exhibit G Page 2 of 2 Pages Thence, with said City Limit Line and through and across said 1,146.591 acre tract the following four (4) courses; 1. 753.82 feet along the arc of a curve to the right, said curve having a central angle of 14 degrees 40 minutes 01 seconds, a radius of 2,944.79 feet and a chord which bears North 78 degrees 55 minutes 50 seconds East, a distance of 751.77 feet; 2. North 86 degrees 15 minutes 50 seconds East, a distance of 563.49 feet; 3. 550.40 feet along the arc of a curve to the left, said curve having a central angle of 17 degrees 14 minutes 02 seconds, a radius of 1,829.86 feet and a chord which bears North 77 degrees 38 minutes 49 seconds East, a distance of 548.33 feet; 4. North 69 degrees 01 minutes 48 seconds West, a distance of 1,586.36 feet the easterly line of said 1,146.591 acre tract and the westerly line of the aforesaid 77.902 acre tract; Thence, with the easterly line of said 1,146.591 acre tract and the westerly line of said 77.902 acre tract, South 20 degrees 54 minutes 54 seconds East, a distance of 994.93 feet to the Point of Beginning containing 80.929 acres. This document was prepared under 22 TAC §663.21, does not reflect the results of an on the ground survey, and is not to be used to convey or establish interests in real property except those rights and interests implied or established by the creation or reconfiguration of the boundary of the political subdivision for which it was prepared. GBI Partners, LP 4 TBPLS Firm No. 10194150 .At.g. Ph: 512-296-2675 J ,Hpjq •H••................... September 16, 2019 �Ai so 5768 � suR� Exhibit H Description of the "Land" The "Land" means the two areas described below: Ordinal Land: The 1,354.717 acres of land in Williamson County, Texas, as more particularly described on Exhibit A attached to this SECOND AMENDED AND RESTATED CONSENT AGREEMENT 2243 South Tract: The 62.048 acres of land in Williamson County, Texas, as more particularly described on Exhibit C attached to this SECOND AMENDED AND RESTATED CONSENT AGREEMENT F. C7Iva E T._ I H!PH °eF •Ity _€ f� a€° 9_� aEs _, Ea .eY a€° �� �8s ° LESS E g goS ¢gee a6° � ems€ 6 oe 8 �aS LLB P: 5 4 �Eas E n npo � cE ° s 8 eY9�a= F 3 � wwa zx� eery 79 "x° `�i e) ask r'`-gi8 R E.^ R 5 gs i� S °e �s'e«A if 3oC� *o y °9= aR :Eat as LF E ac 88 F° 5®fr« r a� gt�YYrr xEa .E EE # i" j Y°;� z $x� 88-yy ygyg & 9j�YS7S2Rj�t:1 o s ��Aeg 8 Y egg -. c0i • F f •� s S5 i $ �so� ��- ; pr[ 5 _° Fg56m`sa sx .1� r]a�id� 7I.i Pam ze p�@¢�¢:¢¢A¢¢S•pp. Y3$df lS �a '"F'g eN€�F Yp_Ea zs S6 a?E ixws"$s ee a SRF1 Y'�F�R�P ' maw.. 4 3; s ;e C\2 a m3z { 41 r� x W •> ; . w se n`C EXHIBIT J RESOLUTION NO.10082019-0 A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF GEORGETOWN, TEXAS, CONSENTING TO THE ANNEXATION BY WILLIAMSON COUNTY MUNICIPAL UTILITY DISTRICT NO. 25 OF AN ADDITIONAL 62.048 ACRES OF LAND INTO THE BOUNDARIES OF THE DISTRICT; AND ESTABLISHING AN EFFECTIVE DATE. WHEREAS, Williamson County Municipal Utility District No. 25 (the "District") was created by Order of the Texas Commission on Environmental Quality and operates pursuant to Chapters 49 and 54 of the Texas Water Code; and WHEREAS, on October 8, 2019, the City Council approved the "Second Amended and Restated Consent Agreement" (the "Agreement") pertaining to the District; and WHEREAS, the District and HM CR 176-2243, L.P., a Texas limited partnership ("HM- CR") have submitted a petition to the City Secretary requesting the City Council's written consent to the annexation by the District of a total of 62.048 acres of land (the "Annexation Tract") described in Exhibit A attached hereto; and WHEREAS, Section 7.03 of the Agreement provides that except for the Annexation Tract, the District shall not annex any other land into its boundaries without the City's express written consent evidenced by a Resolution of the City Council; and WHEREAS, Section 4.02 of the Agreement provides that the City will consent to the inclusion of the Annexation Tract within the boundaries of the District by adopting this Resolution; and WHEREAS, the Annexation Tract lies entirely within the City's extraterritorial jurisdiction ("ETJ") and will continue to be in the City's ETJ after its annexation into the boundaries of the District; WHEREAS, the City Council has reviewed the District's and HM-CR's petition for annexation and wishes to provide its written consent to the annexation of the Annexation Tract into the boundaries of the District. NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF GEORGETOWN, TEXAS, THAT: Section 1: The foregoing recitals are hereby found to be true and correct and are incorporated herein by reference as if set forth in full, and adopted as part of this Resolution for all purposes. RESOLUTION NO.10082019-0 Page 1 of 2 Section 2: The City Council hereby grants its written consent to the annexation by Williamson County Municipal Utility District No. 25 of a total of 62.048 acres of land into the boundaries of said district, which annexed land is described by metes and bounds in Exhibit A-1 and illustrated in Exhibit A-2, attached hereto and incorporated herein by reference for all purposes. Section 3: This Resolution shall become effective immediately upon its adoption. PASSED, APPROVED AND EFFECTIVE ON the 8th day of October, 2019. CITY OF GEORGETOWN, TEXAS Dale Ross, Mayor ATTEST: Robyn Densmore, City Secretary APPROVED AS TO FORM: !'� Charlie McNabb, City Attorney Attachments: Exhibit A-1 (Description of Annexation Tract) Exhibit A-2 (MUD Annexation Survey) RESOLUTION NO.10082019-0 Page 2 of 2 EXHIBIT A-1 TO RESOLUTION 10082019-0 62.048 Acres THAT PART OF THE JOHN T. CHURCH SURVEY, ABSTRACT 140 IN WILLIAMSON COUNTY, TEXAS, BEING ALL OF THAT CERTAIN 40.80 ACRE TRACT OF LAND CONVEYED TO HM CR 176-2243, LP BY DEED RECORDED IN DOCUMENT NO. 2018012540 OF THE OFFICIAL PUBLIC RECORDS OF WILLIAMSON COUNTY, TEXAS AND BEING A PART OF THAT CERTAIN 49.556 ACRE TRACT OF LAND CONVEYED TO HM CR 176-2243, LP BY DEED RECORDED IN DOCUMENT No. 2018023178 OF THE OFFICIAL PUBLIC RECORDS OF WILLIAMSON COUNTY, TEXAS MORE PARTICULARLY DESCRIBED AS FOLLOWS: BEGIN at a 1/2" iron rod found on the south line of R. M. 2243 monumenting the northeast corner of the above referenced 40.80 Acre Tract and the northwest corner of a 44.13 Acre Tract of land conveyed to Timothy L. Kennedy by deed recorded in Document No. 2006038439 of the Official Public Records of Williamson County, Texas; THENCE along the east line of said 40.80 Acre Tract and the west line of said 44.13 Acre Tract, S21'07'17"E a distance of 173.79 feet to a 1/2" iron rod set at a non -tangent point of a curvature to the right, being also the north corner of a 0.054 Acre Tract of land conveyed to Williamson County, Texas by deed recorded in Document No, 2019019964 of the Official Public Records of Williamson County Texas; THENCE across said 40.80 Acre Tract, said 49.556 Acre Tract and in part along the west line of said 0.054 Acre Tract the following two courses: 1. Southwesterly along said curve, an arc length of 637,10 feet, having a radius of 965.00 feet, a central angle of 37°49'37", and a chord bearing S19°38'15"W, 625.59 feet to a 1/2" iron rod set at a point of tangency; 2. S38033'04"W a distance of 88.92 feet to a 1/2" iron rod set on the south line of said 49.556 Acre Tract and on the north line of a 1.00 Acre Tract of land conveyed to Thomas D. Diaz III and wife Delissa R. Sharpe -Diaz by Document No, 2003019309 of the Official Public Records of Williamson County, Texas; THENCE along the south line of said 49.556 Acre Tract and in part with the north line of said 1.00 Acre Tract and the north line of a 26.045 Acre Tract of land conveyed to Tommy Diaz by deed recorded in Document No, 2002058098 of the Official Public Records of Williamson County, Texas and along an old fence the following three courses: 1, S69006'27"W passing the northwest corner of said 1.00 Acre Tract, in all a distance of 565.71 feet to a 1/2" iron rod with cap labeled RPLS 1847 found; 2. S68047'24"W a distance of 569.65 feet to a 1/2" iron rod with cap labeled RPLS 1847 found; 3. S69°15'47"W a distance of 831.14 feet to a 60-d nail found; THENCE across said 49.556 Acre Tract, N21 °19'19"W a distance of 417.25 feet to the common line of said south line of the 40.80 Acre Tract and said north line of the 49.556 Acre Tract; THENCE along said common line, S69028'39"W a distance of 232.16 feet to a 3/8" iron rod found monumenting the southwest corner of said 40.80 Acre Tract and the southeast corner of an 89.41 Acre Tract conveyed to Anita Martinez, et al by deed recorded in Document No. 2012066513 of the Official Public Records of Williamson County, Texas; THENCE along the west line of said 40.80 Acre Tract, the east line of said 89.41 Acre Tract, N20°57'39"W a distance of 1093.24 feet to a 1/2" iron rod set on the south line of said R. M. 2243 at the northwest corner of said 40.80 Acre Tract and the northeast corner of said 89.41 Acre Tract; 2779-DESC-62.048ac.rtf Page 1 of 2 62.048 Acres EXHIBIT A-1 TO RESOLUTION 10082019-0 THENCE along the south line of said R. M. 2243 and the north line of said 4.081 Acre Tract the following four courses: 1. N87013'11 "E a distance of 821.47 feet to a TxDOT concrete monument found; 2. N87011'35"E a distance of 1367.10 feet to a TxDOT concrete monument found at a point on a non -tangent curve to the left; 3, Easterly along said curve, an arc length of 384,08 feet, said curve having a radius of 2904.93 feet, a central angle of 07034'31" and a chord bearing N83023'40"E, 383.80 feet to a TxDOT concrete monument found; 4. N79039'27"E a distance of 246.92 feet to the said Point of Beginning. Containing 62.048 acres, more or less, as shown on the sketch attached. This document was prepared under 22TAG 663.21, does not reflect the results of an on the ground survey, and is not to be used to convey or establish interests in real property except those rights and interests implied or established by the creation or reconfiguration of the boundary of the political subdivision for which it was prepared. ,a OF P� a 2o1�.'GiSTE� d' William L. Johnson o ; Registered Profes oval Land Surveyor No. 5425 iM..... �.JOHNsoty State of Texas . -0 ..5425 �.;' RJ Surveying & Associates, Inc. 2900 Jazz Street, Round Rock, Texas 78664 �tipUioe All iron rods set have RJ Surveying caps Bearings are Texas State Plane Central Zone NAD 83 2779-D ESC-62.048ac.rtf Page 2 of 2 EXHIBIT K Master Development Fee Calculation Form TOTAL DISTRICT BONDS SOLD $ Less: Surplus and Escrowed Funds $ Non -Construction Costs: Legal and Financial Advisory Fees: $ Interest Costs: Capitalized Interest $ Developer Interest $ Bond Discount $ Administrative and Organization $ (including creation costs and operating advances) Bond Application, Market Study, $ and other bond issuance costs TCEQ Bond Issuance Fee $ Application, Review and Inspection Fees $ Site Costs $ Off -Site Costs Total Deductions: $ NET ELIGIBLE MUD BOND ISSUE AMOUNT $ MASTER DEVELOPMENT FEE PERCENTAGE: X 10% MASTER DEVELOPMENT FEE AMOUNT: $ * based upon costs approved for reimbursement under applicable TCEQ rules, and an audit of developer reimbursables performed at the time of each Bond issue. Second Amended and Restated Consent Agreement Water Oak Subdivision and Parkside on the River Subdivision (WCMUD No. 25 and Parkside on the River MUD No. 1) Exhibit K