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HomeMy WebLinkAboutRES 060821-K - Agrmt Water Oak & ParksideRESOLUTION NO. OGOg 21 - K- A RESOLUTION OF THE CITY COUNCIL OF GEORGETOWN, TEXAS, APPROVING THE "FIRST AMENDMENT TO THE SECOND AMENDED AND RESTATED CONSENT AGREEMENT" BETWEEN THE CITY OF GEORGETOWN, HM PARKSIDE, LP, HM PARKSIDE DEVELOPMENT INC., HM CR 176-2243, L.P., HM-GP II, LP, WILLIAMSON COUNTY MUNICIPAL UTILITY DISTRICT NO. 25, PARKSIDE ON THE RIVER MUNICIPAL UTILITY DISTRICT NO. 1 AND, UPON THEIR CREATION, UP TO TWO ADDITIONAL DISTRICTS TO BE CREATED PURSUANT TO SAID AGREEMENT; MAKING CERTAIN FINDINGS; AND PROVIDING AN EFFECTIVE DATE. WHEREAS, the City, HM Parkside, LP, HM-CR 176-2243, LP, Laredo W.O., Ltd., and Williamson County Municipal Utility District No. 25 entered into that certain Second Amended and Restated Consent Agreement (the "Second Consent Agreement"), dated as of October 17, 2019, and recorded under Document No. 2019117039, Official Public Records of Williamson County, Texas covering approximately 1,416.02 acres of land described therein (the "Original Land"). WHEREAS, HM Parkside Development, Inc., HM Parkside LP's development affiliate, acquired 254.399 acres out of the Original Land (the "Initial HM Development Property"). HM Parkside LP wishes to assign to HM Parkside Development, Inc. all rights and obligations of HM Parkside LP under the Second Consent Agreement as to the Initial HM Development Property. WHEREAS, another HM Parkside, LP affiliate, HM GPII, acquired the following two tracts of land totaling approximately 361.417 acres, both adjacent to the Original Land, that are desired to be included into the Original Consent Agreement, and by separate action, into the Parkside on the River Development Agreement: (1) 314.00 acres of land (the "314 Acre Tract") and (2) 47.417 acres of land (the "47 Acre Tract"). WHEREAS, the Second Consent Agreement allowed the creation of up to 3 total MUDs; however, in recognition of the acquisition of the 314 Acre Tract and the 47 Acre Tract, and the parties desire to allow the creation of up to 4 total MUDS (inclusive of Williamson Resolution No. 06022 1 ^ `L Approving First Amendment to Second Amended and Restated Consent Agreement Water Oak Subdivision and Parkside on the River Subdivision (WCMUD No. 25 and Parkside on the River MUDs) ) Page 1 of 3 County MUD No. 25 which includes the Water Oak Subdivision and a portion of the Parkside on the River Subdivision.). WHEREAS, the City received a petition from the landowner and Williamson County MUD No. 25 for inclusion of the 47 Acre Tract into Williamson County MUD No. 25, and desires to grant the petition. WHEREAS, Laredo W.O. Ltd has received all developer reimbursements from Williamson County MUD No. 25 to which it is entitled; therefore, the Second Consent Agreement may be amended by the remaining parties pursuant to Section 14.05 of the Second Consent Agreement. WHEREAS, the remaining parties desire to make other conforming changes as shown in the First Amendment to the Second Consent Agreement attached to this Resolution as Attachment 1.. 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 First Amendment to 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 First Amendment to the Second Amended and Restated Consent Agreement in substantially the form attached hereto as Attachment L 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 (including all exhibits and schedules) Resolution No. M 0$ 21 — �C Approving First Amendment to Second Amended and Restated Consent Agreement Water Oak Subdivision and Parkside on the River Subdivision (WCMUD No. 25 and Parkside on the River MUDs) ) Page 2 of 3 PASSED AND APPROVED on the ATTEST: Robyn Densmore City Secretary APPROVED AS TO FORM: Skye 9asso City Attorney Mayor Resolution No. (JG0 I l — \� Approving First Amendment to Second Amended and Restated Consent Agreement Water Oak Subdivision and Parkside on the River Subdivision (WCMUD No. 25 and Parkside on the River MUDs) ) Page 3 of 3 2021086193 AMEN Total Pages: 38 mill re, M&MV1111 1101TWIll n 11111 STATE OF TEXAS § COUNTY OF WILLIAMSON § § CITY OF GEORGETOWN § FIRST AMENDMENT TO SECOND AMENDED AND RESTATED CONSENT AGREEMENT THIS FIRST AMENDMENT TO SECOND AMENDED AND RESTATED CONSENT AGREEMENT (this "First Amendment") is entered into as of,,IW& 9 2021 by and between the City of Georgetown, Texas, a Texas home -rule municipality located in Williamson County, Texas ("City"), HM Parkside, LP, a Texas limited partnership ("HM Parkside"), HM Parkside Development, Inc., a Texas corporation affiliated with HM Parkside ("HM Development"), HM CR 176-2243, LP, a Texas limited partnership affiliated with HM Parkside ("HM-CR"), HM GPII, LP, a Texas limited partnership affiliated with HM Parkside ("HM GPII"), 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"), Parkside on the River Municipal Utility District No. 1, a municipal utility district created under Chapters 49 and 54 of the Texas Water Code ("POR MUD No. 1 "), and upon their creation, the Additional Districts. RECITALS: A. City, HM Parkside, HM-CR, Laredo W.O., Ltd., a Texas limited partnership ("LWO"), and WCMUD No. 25 entered into the Second Amended and Restated Consent Agreement (the "Second Consent Agreement"), dated as of October 17, 2019, and recorded under Document No. 2019117039, Official Public Records of Williamson County, Texas. B. HM Development acquired 254.399 acres more particularly described on Schedule I attached from HM Parkside via Assumption Special Warranty Deed, dated as of June 25, 2020, and recorded under Document No. 2020068300, Official Public Records of Williamson County, Texas portions of the Parkside Property (the "Initial HM Development Property"). The Initial HM Development Property is part of the Parkside Property (as described in the Second Consent Agreement), and HM Parkside wishes to assign to HM Development all rights and obligations of HM Parkside under the Second Consent Agreement as to the Initial HM Development Property. HM Development is an Authorized Assignee of HM Parkside under the Second Consent Agreement. First Amendment to Second Amended and Restated Consent Agreement Page 1 of 17 Water Oak Subdivision and Parkside on the River Subdivision (exhibits attached) Williamson County MUD No. 25; Parkside on the River MUDs C. On July 1, 2020, the TCEQ approved the creation of a new municipal utility district known as "Parkside on the River Municipal Utility District No. 1" ("POR MUD #1") over approximately 272.512 acres of the Property described on Schedule 2 attached. D. HM GPII acquired (1) 314.00 acres of land described on Schedule 3 attached (the "314 Acre Tract") and (2) 47.417 acres of land described on Schedule 4 attached (the "47 Acre Tract"), both of which are adjacent to the Parkside Property, on February 26, 2021 by Special Warranty Deed recorded under Document No. 2021027159, Official Public Records of Williamson County, Texas. The 314 Acre Tract and the 47 Acre Tract may be referred to collectively as the "GPII Property". The GPII Property is located within the extraterritorial jurisdiction of the City and is being incorporated within the Amended and Restated Development Agreement (defined in the Second Consent Agreement) by Second Amendment to Amended and Restated Development Agreement of even date with this First Amendment. E. On April 27, 2021, the City Council approved Resolution No. 042721-AA granting its consent for WCMUD No. 25 to use its powers of eminent domain to acquire drainage easements needed for the Project located outside the boundaries of the Land in compliance with the Governing Regulations, the Resolution, and applicable state and federal laws. F. LWO has received all developer reimbursements from WCMUD No. 25 to which it is entitled and does not own and will not develop any of the Parkside Property, and this Agreement may be amended by mutual written agreement of the remaining Developer Parties and the Districts pursuant to Section 14.05 of the Agreement. G. City, HM Parkside, HM-CR, HM Development and HM GPII wish to make the modifications to the Second Consent Agreement set out below. Hereafter, the term "Agreement" shall mean and refer to the Second Consent Agreement as amended by this First Amendment. NOW, THEREFORE, for and in consideration of the promises and the mutual agreements set forth herein, City, HM Parkside, HM-CR, HM Development, HM GPII, WCMUD No. 25 and POR MUD No. 1 hereby agree as follows: 1. Recitals. The Parties agree that the Recitals A through G are true and correct in all material respects and are a part of this Agreement. First Amendment to Second Amended and Restated Consent Agreement Page 2 of 17 Water Oak Subdivision and Parkside on the River Subdivision (exhibits attached) Williamson County MUD No. 25; Parkside on the River MUDs 2. Partial Assignment and Assumption Agreement. Pursuant that certain Partial Assignment and Assumption Agreement dated effective June 25, 2020 attached as Exhibit A to this First Amendment and recorded under Document No. 2021073238 of the Official Public Records of Williamson County, Texas, HM Parkside assigned to HM Development, and HM Development accepted, assumed and agreed to perform, all rights and obligations of HM Parkside under the Second Consent Agreement as to the Initial HM Development Property. HM Parkside retained all rights and obligations under the Second Consent Agreement not assigned to HM Development thereunder. 3. Definitions. Capitalized terms used in this First Amendment and not defined herein will have the meanings set out in the Second Consent Agreement. 4. Amendments to the Second Consent Agreement. The Second Consent Agreement is amended as follows: a. Section 2.02. The following terms are added to the definitions in Section 2.02: 314 Acre Tract: the 314.00 acres of land described on Schedule 2 attached to this Amendment. 47 Acre Tract: the 47.417 acres of land described on Schedule 3 attached to this Amendment. GPII Property: has the meaning set out in Recital D. HM GPII: HM GPII LP, a Texas limited partnership. HM Development: HM Parkside Development, Inc., a Texas corporation. Initial HM Development Property: the 254.399 acres of land described in Assumption Special Warranty Deed, dated as of June 25, 2020, and recorded under Document No. 2020068300, Official Public Records of Williamson County, Texas. Parkside Parties: HM Parkside, HM Development and HM GPII. First Amendment to Second Amended and Restated Consent Agreement Page 3 of 17 Water Oak Subdivision and Parkside on the River Subdivision (exhibits attached) Williamson County MUD No. 25; Parkside on the River MUDs b. Section 2.02. The following terms in Section 2.02 are modified to read as follows: "Agreement": The Second Consent Agreement as modified by this First Amendment, among the City, HM Parkside, HM-CR, WCMUD No. 25, HM Development, HM GPII, POR MUD No. 1, and, when formed, the Additional Districts, together with all exhibits listed below and referred to herein, which are incorporated into the Agreement by this reference. Authorized Assignee: As to the Parkside Property, any entity controlled by, controlling, or under common control with a Parkside Party or HM- CR. Developer Parties: Collectively, HM Parkside, HM-CR, HM GPII, HM Development, and LWO. District(s): When singular, WCMUD No. 25, POR MUD No. 1, or one of the Additional Districts, as the context indicates; when plural, all of them. Land: The Original Land plus the 2243 South Tract and the GPII Property; the Land is generally shown on Exhibit H, attached to this First Amendment. Parkland: approximately 102 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 (on the south side of the River only) 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. 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- 69 and recorded under Document No. 2019117041, as amended by First Amendment to and Partial Assignment of Development Agreement Parkside on the First Amendment to Second Amended and Restated Consent Agreement Page 4 of 17 Water Oak Subdivision and Parkside on the River Subdivision (exhibits attached) Williamson County MUD No. 25; Parkside on the River MUDs River Subdivision dated December 8, 2020, approved by the City Council on December 8, 2020 by City Ordinance No. 2020-84, and recorded under Document No. 2020162167, Official Public Records of Williamson County, Texas, and by Second Amendment to Development Agreement Parkside on the River Subdivision dated on or about the date of this First Amendment. Parkside Property: Collectively, the Remainder Property, the 2243 South Tract and the GPII Property. Parties: Collectively, the Initial Parties, POR MUD #1, HM GPII, HM Development, and, upon their execution of this Agreement, the Additional Districts. 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 TCEQ approved on July 1, 2020. c. Section 2.02. The term "Additional District," as used in the Second Consent Agreement, is deleted and the term "Additional Districts" set out below is substituted in its place each place it appears in the Second Consent Agreement. Additional Districts: The third and fourth municipal utility districts (which are the last 2 municipal utility districts) 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 (which was annexed into WCMUD No. 25 as provided in Article IV), or (d) the Parkland. All references in the Second Consent Agreement to the "Additional District" will mean and refer to the Additional Districts as defined in this First Amendment. d. Section 4.04. A new Section 4.04 is added to the Second Consent Agreement as follows: The City acknowledges receipt of WCMUD No. 25's and HM GPII's April 20, 2021 Petition for Consent to Annex Land into Williamson First Amendment to Second Amended and Restated Consent Agreement Page 5 of 17 Water Oak Subdivision and Parkside on the River Subdivision (exhibits attached) Williamson County MUD No. 25; Parkside on the River MUDs 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 47 Acre Tract into WCMUD No. 25. e. Section 4.05. A new Section 4.05 is added to the Second Consent Agreement as follows: The City Council hereby consents to the inclusion of the 47 Acre Tract within the boundaries of WCMUD No. 25. No further action will be required on the part of the City to evidence its consent to the annexation of the 47 Acre Tract into WCMUD No. 25; however, the City agrees to provide any additional confirmation of its consent that may be required by HM GPII or WCMUD No. 25 if requested to do so. f. Section 4.06. A new Section 4.06 is added to the Second Consent Agreement as follows: WCMUD No. 25 or HM GPII shall provide the City with certified copies of all orders or resolutions effectuating the lawful annexation of the 47 Acre Tract into WCMUD No. 25 within ten (10) days after the effective date of same. g. Section 5.01. Section 5.01 of the Second Consent Agreement is repealed and replaced with the following: The Parkside Party(ies) owning the portion of the Parkside Property to be included within an Additional District 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. h. Section 5.02. Section 5.02 of the Second Consent Agreement is repealed and replaced with the following: The petition for creation of an Additional District must (i) describe by metes and bounds the boundaries of the Additional District, (ii) contain the express acknowledgement of the Parkside Party(ies) owning the land within such boundaries that the City's consent shall be subject to First Amendment to Second Amended and Restated Consent Agreement Page 6 of 17 Water Oak Subdivision and Parkside on the River Subdivision (exhibits attached) Williamson County MUD No. 25; Parkside on the River MUDS the terms and conditions of this Agreement; and (iii) include a copy of this Agreement as an exhibit to the creation petition. i. Section 5.03. Section 5.03 of the Second Consent Agreement is repealed and replaced with the following: At least thirty (30) days before the submission of a creation application to the TCEQ for an Additional District, the Parkside Party(ies) owning the land within the proposed boundaries of such Additional District agree 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 an Additional District. j. Section 5.04. Section 5.04 of the Second Consent Agreement is repealed and replaced with the following: The City agrees that this Agreement will be deemed to constitute the City's consent to the creation of the Additional Districts. No further action will be required on the part of the City to evidence its consent to the creation of the Additional Districts; however, the City agrees to provide any additional confirmation of its consent that may be required by the Parkside Party(ies) owning the land within the proposed boundaries of such Additional District, or the Additional District if requested to do so. k. Section 5.05. Section 5.05 of the Second Consent Agreement is repealed and replaced with the following: The Parkside Party(ies) owning the land within the proposed boundaries of an Additional District covenant and agree to cause such 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 and HM Development, as to the Remainder Property, and HM GPII, as to the GPII Property, shall record a memorandum of First Amendment to Second Amended and Restated Consent Agreement Page 7 of 17 Water Oak Subdivision and Parkside on the River Subdivision (exhibits attached) Williamson County MUD No. 25; Parkside on the River MUDs execution (or similar instrument) in the Official Public Records of Williamson County, Texas evidencing approval and execution of this Agreement by the applicable District. 1. Section 7.01. Section 7.01 of the Second Consent Agreement is repealed and replaced with the following: HM Parkside agrees that the City may annex all portions of the Parkland within the Remainder Property (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 such 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. HM GPII agrees that the City may annex all portions of the Parkland within the GPII Property into the City limits any time after transfer of such Parkland by HM GPII 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. m. Section 7.03. Section 7.03 of the Second Consent Agreement is repealed and replaced with the following: Except for the 2243 South Tract (being annexed as described in Article IV) and except for the 47 Acre 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. n. Section 10.03. Section 10.03 of the Second Consent Agreement is repealed and replaced with the following: 10.03 Solid Waste Services, Bulky Waste Services, Yard Trimmings Services, and Recycling Services. Residential Services (defined below) and Non -Residential Services (defined below) shall be provided to customers within the Property by the City's solid waste service provider(s) and no other providers. As used in the Agreement, the term "Residential Services" shall mean Solid Waste Services, Bulky Waste First Amendment to Second Amended and Restated Consent Agreement Page 8 of 17 Water Oak Subdivision and Parkside on the River Subdivision (exhibits attached) Williamson County MUD No. 25; Parkside on the River MUDS Services, Yard Trimmings Services, and Recycling Services for Residential Units, and the term "Non -Residential Services" shall mean Solid Waste and Recycling Services for Non -Residential Units, and all of the foregoing capitalized terms shall have the same meaning as set forth in the City's contract(s) the provider(s) of such services. Unless the City notifies the District (s) otherwise at least 180 days in advance, the City shall be responsible for setting up accounts to bill customers within the Land for the above -described services, and for billing and collecting for those services. o. Section 13.01. Section 13.01 of the Second Consent Agreement is repealed and replaced with the following: 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 Districts and the Parkside Parties until POR MUD No. 1 or the applicable 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 Districts (as to the Additional Districts) and the Parkside Party owning the land within POR MUD No. 1 or the applicable Additional District. p. Section 13.02(c)(1). Section 13.02(c)(1) of the Second Consent Agreement is repealed and replaced with the following: HM-CR and any Parkside Party may assign this Agreement to an Authorized Assignee 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-CR or a Parkside Party to an Authorized Assignee must be accompanied by an assignment by HM-CR or the applicable Parkside Party to the Authorized Assignee of its interest in the Parkside Development First Amendment to Second Amended and Restated Consent Agreement Page 9 of 17 Water Oak Subdivision and Parkside on the River Subdivision (exhibits attached) Williamson County MUD No. 25; Parkside on the River MUDs 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. q. Section 13.04(b). Section 13.04(b) of the Second Consent Agreement is repealed and replaced with the following: Each Parkside Party covenants to cause any Additional District created by such Parkside Party to approve, execute, and deliver to the City a signed copy of this Agreement within 90 days after the applicable District Confirmation Date. r. Section 13.04[c]. Section 13.04(c) of the Second Consent Agreement is repealed and replaced with the following: If an 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 the Parkside Party which owns the land within the Additional District's boundaries and the non -compliant District, such failure shall operate as a material breach of this Agreement by the Parkside Party which owns the land within the Additional District's boundaries and the following provisions shall apply: the noncompliant District shall not take affirmative action to issue Bonds, and the Parkside Party which owns the land within the Additional District's boundaries 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. s. Section 14.01. Section 14.01 of the Second Consent Agreement is repealed and replaced with the following: 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 First Amendment to Second Amended and Restated Consent Agreement Page 10 of 17 Water Oak Subdivision and Parkside on the River Subdivision (exhibits attached) Williamson County MUD No. 25; Parkside on the River MUDs 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 78626 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 78626 or HM Parkside: HM-CR: HM Development: HM GPII: P.O. Box 409 Georgetown, Texas 78627 Attn: City Attorney HM Parkside, LP HM CR 176-2243-LP HM Parkside Development, Inc. HM GPII, LP 1011 N. Lamar Blvd. Austin, TX 78703 Attn: Blake J. Magee Phone: (512) 481-0303 With copies to: Ann E. Vanderburg Hurst Savage & Vanderburg, LLP 814 West 10th Street Austin, Texas 78701-2005 Phone: (512) 474-8401 First Amendment to Second Amended and Restated Consent Agreement Page 11 of 17 Water Oak Subdivision and Parkside on the River Subdivision (exhibits attached) Williamson County MUD No. 25; Parkside on the River MUDs 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 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: Sean Abbott 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. 5. Counterparts. This First Amendment may be executed in multiple counterparts, each of which shall be deemed an original instrument, and all of which, taken together, shall constitute one and the same instrument. The signature of any party hereto to any counterpart hereof shall be deemed a signature to, and may be appended to, any other counterpart hereof. 6. Recording. This First Amendment will be recorded in the Official Records of Williamson County, Texas by the Parkside Parties at the Parkside Parties' expense. Exhibit List: Exhibit A - Partial Assignment and Assumption Agreement — Consent Agreement Exhibit H - The Land (general depiction) Schedule 1 - Initial HM Development Property Schedule 2 - Parkside on the River Municipal Utility District No. 1 Boundary Map Schedule 3- The 314-Acre Tract Schedule 4 - The 47.417-Acre Tract (5iWature Pages to Follow] First Amendment to Second Amended and Restated Consent Agreement Page 12 of 17 Water Oak Subdivision and Parkside on the River Subdivision (exhibits attached) Williamson County MUD No. 25; Parkside on the River MUDs CITY OF GE)MIGETOWN, TEXAS By: Printe ame Josh Schroeder Title: avor ATTEST: By: Robyn bensmore, City Secretary APPROVED AS TO FORM: By: Sk Ma son, City Attorney STATE OF TEXAS § COUNTY OF WILLIAMSON § This instrument was acknowledged before me the & day of 2021, by Josh Schroeder, Mayor of the City of Georgetown, Texas, a ome-rule city, on behalf of the City. (seal) p CSY ALy KAREN FROST Notary ID # 1053608-4 Notary Public State Texas °ar My Commission Expires May 24, 2024 First Amendment to Second Amended and Restated Consent Agreement Page 13 of 17 Water Oak Subdivision and Parkside on the River Subdivision (exhibits attached) Williamson County MUD No. 25; Parkside on the River MUDs HM PARKSIDE, LP, a Texas limited partnership By: Hanna/Magee GP #1, Inc., a Texas corporation, General Partner 7m) �7� By: Blake J. Magee, President STATE OF TEXAS § § COUNTY OF TRAVIS § Tl ' instrument was acknowledged before me the 3 day of r%hQ. 2021, 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) HOLLY H. FULLERTON ,... �Q Notary Public, State of Texas Comm. Expires 05-29-2024 %nofs;•` Notary ID 132499027 +nine Notary P-tiblk State If Texas First Amendment to Second Amended and Restated Consent Agreement Page 14 of 17 Water Oak Subdivision and Parkside on the River Subdivision (exhibits attached) Williamson County MUD No. 25; Parkside on the River MUDs HM CR 176-2243, LP, a Texas limited partnership By: Hanna/Magee GP #1, Inc., a Texas corporation, Genera Partne sy: a e J. Magee, President STATE OF TEXAS § § COUNTY OF TRAVIS § T instrument was acknowledged before me the .O" day of Uri 2021, 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) va''+•, HOLLY H FULLERTON Notary Public, State of Texas SLAO ^a = Comm. Expires 05-29-2024 ,'�aF� ;�• Notary ID 132499027 �A /]-- )�� Notary Publ it State (. f Texas First Amendment to Second Amended and Restated Consent Agreement Page 15 of 17 Water Oak Subdivision and Parkside on the River Subdivision (exhibits attached) Williamson County MUD No. 25, Parkside on the River MUDs HM PARKSIDE DEVELOPMENT, INC., a Texas corporation By: lake J. Magee, President STATE OF TEXAS § § COUNTY OF TRAVIS § Tlinstrument was acknowledged before me the .3pw day of IZ2021, by Blake J. Magee, President of HM PARKSIDE DEVELOPMENT, INC., a Texas corporation, on behalf of said corporation. (seal) HOLLY H. FULLERTON a$? ;�_ Notary Public, State of Texas Comm. Expires 05-29-2024 Notary ID 132499027 Notary Publ c State f Texas First Amendment to Second Amended and Restated Consent Agreement Page 16 of 17 Water Oak Subdivision and Parkside on the River Subdivision (exhibits attached) Williamson County MUD No. 25; Parkside on the River MUDs HM GPII, LP, a Texas limited partnership By: Hanna/Magee GP #1, Inc., a Texas corporate , General Par r By: Blake J. Magee, President STATE OF TEXAS § COUNTY OF TRAVIS § This instrument was acknowledged before me the 9f, day of •J V1t�� , 2021, by Blake J. Magee, President of Hanna/Magee GP #1, Inc., a Texas corporation, General Partner of HM GPII, LP, a Texas limited partnership, on behalf of said corporation and partnership. (seal) HOLLY H. FULLERTON Notary Public, State of Texas Comm, Expires 05-29-2024 Notary ID 132499027 Notary Pudic State of Texas First Amendment to Second Amended and Restated Consent Agreement Page 17 of 17 Water Oak Subdivision and Parkside on the River Subdivision (exhibits attached) Williamson County MUD No. 25; Parkside on the River MUDS FIRST AMENDMENT TO SECOND AMENDED AND RESTATED CONSENT AGREEMENT Water Oak Subdivision and Parkside on the River Subdivision Williamson County MUD No. 25; Parkside on the River MUDS EXHIBIT A Partial Assignment and Assumption Agreement — Consent Agreement ELECTRONICALLY RECORDED 2021073238 Williamson County, Texas Total Pages: 5 PARTIAL ASSIGNMENT AND ASSUMPTION AGREEMENT STATE OF TEXAS COUNTY OF WILLIAMSON THIS PARTIAL ASSIGNMENT AND ASSUMPTION AGREEMENT (this "Partial Assignment") is made to be effective as of the date set forth below, between HM Parkside, LP, a Texas limited partnership ("Assignor"), and HM Parkside Development, Inc., a Texas corporation affiliated with Assignor ("Assignee"). Assignor and Assignee are collectively referred to in this Partial Assignment as the "Parties" and singularly as a "Party". Recitals A. Assignor (referred to as "HM Parkside") is a party to a certain "Second Amended and Restated Consent Agreement" (the "Consent Agreement") dated as of October 17, 2019, and recorded under Document No. 2019117039, Official Public Records of Williamson County, Texas, initially among the City of Georgetown, Texas, a Texas home -rule municipality located in Williamson County, Texas ("City"), Laredo W.O., Ltd., a Texas limited partnership, Assignor, HM CR 176-2243, LP, a Texas limited partnership affiliated with Assignor, 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, the Additional Districts. B. Assignee is an Authorized Assignee under the Consent Agreement. C. On June 25, 2020 (the "Effective Date"), Assignor transferred and conveyed, and Assignee acquired, that certain portion of the Remainder Property more particularly described on the attached Exhibit A (the "Initial HM Development Property"). D. Assignor now desires to assign and delegate its rights and obligations under the Consent Agreement to Assignee as they relate to the Initial HM Development Property, but not otherwise, and Assignee desires to accept the assignment and delegation of, Assignor's rights, duties, obligations, and interests under the Consent Agreement with respect to the Initial HM Development Property but not otherwise. As between the.City, WCMUD No. 25 and Assignor and Assignee, however, both Assignor and Assignee will be jointly and severally responsible for the obligations of Assignor under the Consent Agreement and either may assert the rights of Assignor against the City or WCMUD No. 25 with respect to the Consent Agreement. NOW THEREFORE, for and in consideration of the covenants and agreements contained in this Partial Assignment and other good and valuable consideration, the receipt and legal sufficiency of which are hereby acknowledged, Assignor and Assignee agree and act as follows: 1. Partial Assignment; Subject to the terms, conditions and limitations of this Partial Assignment, as of the Effective Date, Assignor transfers, assigns and delegates to Assignee, on a non- exclusive basis in common with Assignor, Assignor's rights, title, obligations and interests in, to and under the Consent Agreement as to the Initial HM Development Property (collectively, the "Transferred Rights and Obligations"), so that from and after Effective Date of this Partial Assignment, Assignor and Assignee are jointly and severally responsible to City and WCMUD No. 25 for the Transferred Rights and Obligations. 2021073238 Page 2 of 5 Assumption. As of the Effective Date, Assignee assumes all the Transferred Rights and Obligations. As between Assignor and Assignee, Assignee agrees to perform those of the Transferred Rights and Obligations applicable to the Initial HM Development Property and Assignor agrees to perform those of the Transferred Rights and Obligations applicable to the portions of the Remainder Property owned by Assignor. Assignee's assumption of the Transferred Rights and Obligations as provided in this Partial Assignment constitutes Assignee's promise to perform Assignor's duties and obligations under the Consent Agreement with respect to the Transferred Rights and Obligations. 3. Retained Rights and Obligations. Assignor retains all rights, title, interest and obligations under the Consent Agreement not transferred herein, and a non-exclusive right in and to the Transferred Rights and Obligations. 4. Notice. All notices, requests or other communications required or permitted by this Partial Assignment shall be in writing and shall be sent by (i) facsimile, with the original delivered by hand or overnight carrier, (ii) by overnight courier or hand delivery, or (iii) certified mail, postage prepaid, return receipt requested, and addressed to the Parties at the following addresses: A_ ssignor_and Assignee: HM Parkside, LP HM Parkside Development, Inc. 1011 N. Lamar Blvd. Austin, Texas 78703 Attn.: Blake J. Magee With a required copy to: Hurst, Savage & Vanderburg, LLP 814 W. 101' Street Austin, Texas 78701 Attn.: Ann Engles Vanderburg 5. Defined Terms. All capitalized terms used in this Partial Assignment that are not otherwise defined shall have the meanings set forth in the Consent Agreement. 6. Binding Effect. This Partial Assignment will run with the Initial HM Development Property and be binding upon Assignee and its authorized successors and assigns. 7. Term. This Partial Assignment shall remain in effect for until termination of the Consent Agreement. 8. Execution. To facilitate execution, this Partial Assignment may be executed in any number of counterparts, and it will not be necessary that the signatures of all parties by contained on any one counterpart. Additionally, for purposes of facilitating the execution of this Partial Assignment the signature pages taken from separate, individually executed counterparts of this Partial Assignment may be combined to form multiple fully executed counterparts and a facsimile signature will be deemed to be an original signature for all purposes. All executed counterparts of this Partial Assignment will be deemed to be originals, but such counterparts, when taken together, will constitute one and the same instrument. 9. Recordation, Cony to City. This Partial Assignment will be recorded in the Official Public Records of Williamson County, Texas by Assignor at Assignor's expense. Assignor will provide a copy of the recorded Assignment to the City. 2021073238 Page 3 of 5 ASSIGNOR: ASSIGNEE: STATE OF TEXAS § COUNTY OF TRAVIS § HM PARKSIDE, LP, a Texas limited partnership By: Hanna/Magee GP #1, Inc., a Texas corporation, General Partner B: Blake J. Magee, President HM PARKSIDE DEVELOPMENT, INC., a Texas corporation By: Bl a T7agee, Prest Jent This instrument was acknowledged before me the &? day of May, 2021, by Blake J. Magee, in his capacities as President of Hanna/Magee GP #1, Inc., a Texas corporation, General Partner of HM PARKSIDE, LP, a Texas limited partnership, and as President of HM PARKSIDE DEVELOPMENT, INC., a Texas corporation, on behalf of said corporations and limited partnership. (seal) joy1,(<4". HOLLY H. FULLERTON ,�Notary Public, State of Texas 4c Comm, Expires 05 29-2024 Notary Public Stat of Texas Notary ID 132499027 31Pa- 2021073236 Page 4 of 5 EXHIBIT A Initial HM Development Property The "Initial HM Development Property" consists of the following two tracts of land: Tract 1: 58.791 acres of land, more or less, in the Key West Irrigation Co. Survey, Abstract No. 711, the I.&G.N.R.R. CO. Survey, Abstract No. 744, and the J.D. Johns Survey, Abstract No. 365, Williamson County, Texas; being a portion of a certain called 1,143.511 acre tract designated as Tract 1 and described in the Special Warranty Deed to HM PARKSIDE, LP. by deed of record in Document Number 2018114043 of the Official Public Records of Williamson County, Texas, and being more particularly described as by metes and bounds as "Tract 1" in the Assumption and Special Warranty Deed dated June 25, 2020 recorded as Document Number 2020068300 in the Official Public Records of Williamson County, Texas. TRACT 2: 195.608 acres of land, more or less, located in the J. Thompson Survey, Abstract No. 608 in Williamson County, Texas; being a portion of a certain called 1,143.511 acre tract designated as "Tract 1" and described in the Special Warranty Deed to HM PARKSIDE, LP. by deed of record in Document Number 2018114043 of the Official Public Records of Williamson County, Texas, and being more particularly described as by metes and bounds as "Tract 2" in the Assumption and Special Warranty Deed dated June 25, 2020 recorded as Document Number 2020068300 in the Official Public Records Page 1 of 1 2021073238 Page 5 of 5 ELECTRONICALLY RECORDED OFFICIAL PUBLIC RECORDS 2021073238 Pages:5 Fee: $33.00 05/17/2021 02:45 PM Nancy E. Rister,County Clerk Williamson County,Texas FIRST AMENDMENT TO SECOND AMENDED AND RESTATED CONSENT AGREEMENT Water Oak Subdivision and Parkside on the River Subdivision Williamson County MUD No. 25; Parkside on the River MUDs EXHIBIT H The Land (general depiction) Exhibit H Bypass Parkside on the River Downtown Georgetown RV* - :0 h11e 1i2 Mitr 1 Mile �� ' PARKSIDE ON THE RIVER AREA MAP �M. 1 M A N N A I M AG E E. L. P. FIRST AMENDMENT TO SECOND AMENDED AND RESTATED CONSENT AGREEMENT Water Oak Subdivision and Parkside on the River Subdivision Williamson County MUD No. 25; Parkside on the River MUDs SCHEDULE 1 Initial HM Development Property SCHEDULE 1 Initial HM Development Property The "Initial HM Development Property" consists of the following two tracts of land: Tract 1: 58.791 acres of land, more or less, in the Key West Irrigation Co. Survey, Abstract No. 711, the I.&G.N.R.R. CO. Survey, Abstract No. 744, and the J.D. Johns Survey, Abstract No. 365, Williamson County, Texas; being a portion of a certain called 1,143.511 acre tract designated as Tract 1 and described in the Special Warranty Deed to HM PARKSIDE, LP. by deed of record in Document Number 2018114043 of the Official Public Records of Williamson County, Texas, and being more particularly described as by metes and bounds as "Tract 1" in the Assumption and Special Warranty Deed dated June 25, 2020 recorded as Document Number 2020068300 in the Official Public Records of Williamson County, Texas. TRACT 2: 195.608 acres of land, more or less, located in the J. Thompson Survey, Abstract No. 608 in Williamson County, Texas; being a portion of a certain called 1,143.511 acre tract designated as "Tract 1" and described in the Special Warranty Deed to HM PARKSIDE, LP. by deed of record in Document Number 2018114043 of the Official Public Records of Williamson County, Texas, and being more particularly described as by metes and bounds as "Tract 2" in the Assumption and Special Warranty Deed dated June 25, 2020 recorded as Document Number 2020068300 in the Official Public Records FIRST AMENDMENT TO SECOND AMENDED AND RESTATED CONSENT AGREEMENT Water Oak Subdivision and Parkside on the River Subdivision Williamson County MUD No. 25; Parkside on the River MUDS SCHEDULE 2 Parkside on the River Municipal Utility District No. 1 Boundary Map Schedule 2 Parkside on the River MUD No. 1 Boundary Maps LEGEND PROPOSED DESCRIPTION PROPOSED SITE PARKSIDE ON THE RIVER LOCATION MAP MUNICIPAL UTILITY DISTRICT NO.1 PROJECT No.: Page 1 of 2 1131�Ea _oa ° bdi < Y ¢ +g¢ Sao _ yayasa:•3 as�� �� y� a��f fl ���o L b� � � u.Eo ■■ °fr° � °_ °E° iA Yaa °�nfr _ < ��ry HIM S c 6 - vy5 Y :�•_{2� ��[}5Y �` o .E C� � � °n "'- E,o =4d c 6Q p- S ,n YSa= mo i o P H �..oE aN Ea S'i°.^ Eo_ri N=;aa; o.-za HA r i S, z\ �I rc� \ a \ \ j 1 \\ Rs i 0 Sy�v r cam ao;"a� 1 FIRST AMENDMENT TO SECOND AMENDED AND RESTATED CONSENT AGREEMENT Water Oak Subdivision and Parkside on the River Subdivision Williamson County MUD No. 25; Parkside on the River MUDs SCHEDULE 3 The 314-Acre Tract County: Williamson Project: Parkside on the River Job No.: A201301 MB No.: 20-011 FIELD NOTES FOR 314.00 ACRES Being a tract containing 314.00 acres of land located in the J.B. Berry Survey, Abstract Number 98, the R. Milby Survey, Abstract Number 459, the A.H. Porter Survey, Abstract Number 490, the D. Medlock Survey, Abstract Number 839, the J. Thompson Survey, Abstract Number 608, the W.E. Pate Survey, Abstract Number 836, and the I. Donagan Survey, Abstract Number 178 in Williamson County, Texas. Said 314.00 acre tract being all of a called 314.00 acre tract of land recorded in the name of Georgetown Properties II, LLC, in Document Number 2012043969, Official Public Records Williamson County (O.P.R.W.C.). Said 314.00 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 a 1/2-inch iron rod found for the southwesterly corner of said 314.00 acre tract, said iron rod being a corner point on the westerly line of a called 1,143.511 acre tract of land recorded in the name of HM Parkside, LP in Document Number 2018114043, O.PR.W.C., said iron rod also being on the easterly line of the remainder portion of a called 363.204 acre tract of land recorded in the name of SFSG Investments, LP in Document Number 2017001815, O.P.R.W.C. (Tract 1); Thence, with the common line between said 314.00 acre tract and said 363.204 remainder tract, the following two (2) courses and distances; North 14 degrees 08 minutes 44 seconds East, a distance of 718.12 feet to a capped iron rod set stamped "GBI Partners"; 2. North 21 degrees 22 minutes 11 seconds West, a distance of 2,850.00 feet to a point in the center of the South San Gabriel River for the northwesterly corner of said 314.00 acre tract, said point being the most northerly corner of said 363.204 acre remainder tract, the most easterly corner of the remainder portion of a called 491.95 acre tract of land recorded in the name of Henry B. Tippe in Volume 570, Page 483, Williamson County Deed Records (W.C.D.R.), the southeasterly corner of a called 220.663 acre tract of land recorded in the name of Supak, et al in Document Number 2014081883, O.P.R.W.C.; Thence, with the approximate centerline of said South San Gabriel River, and the southerly line of said 220.663 acre tract; the southerly line of a called 38.44 acre tract of land recorded in the name of Fitch Holdings, LLC in Document Number 202002383, O.P.R.W.C.; the southerly line of a called 68.096 acre tract of land recorded in the name of Yomac, Ltd. in Volume 2322, Page 474, W.C.D.R.; the southerly line of a called 100.390 acre tract of land recorded in the name of Overlook at Sangabriel, LLC in Document Number 2018056058, O.P.R.W.C., and the southerly line of a called 168.62 acre tract of land recorded in the name of Zamin, LP in Document Number 201403274, O.P.R.W.C. the following sixteen (16) courses and distances; 1. North 19 degrees 18 minutes 23 seconds East, a distance of 68.74 feet; 2. North 24 degrees 38 minutes 39 seconds East, a distance of 294.23 feet; 3. North 10 degrees 20 minutes 18 seconds East, a distance of 356.09 feet; 4. North 17 degrees 04 minutes 40 seconds East, a distance of 192.35 feet; 5. North 34 degrees 41 minutes 53 seconds East, a distance of 315.31 feet; 6. North 62 degrees 01 minutes 00 seconds East, a distance of 406.22 feet; 7. South 78 degrees 55 minutes 54 seconds East, a distance of 166.17 feet; 8. South 48 degrees 11 minutes 33 seconds East, a distance of 256.54 feet; 9. South 22 degrees 52 minutes 53 seconds East, a distance of 238.10 feet; 10. South 12 degrees 36 minutes 04 seconds East, a distance of 252.83 feet; 11. South 25 degrees 33 minutes 47 seconds East, a distance of 187.48 feet; 12. South 42 degrees 10 minutes 08 seconds East, a distance of 526.14 feet; 13. South 48 degrees 08 minutes 34 seconds East, a distance of 649.29 feet; 14. South 65 degrees 31 minutes 10 seconds East, a distance of 680.90 feet; 15. North 80 degrees 59 minutes 58 seconds East, a distance of 679.93 feet; 16. North 74 degrees 28 minutes 07 seconds East, a distance of 360.45 feet to a corner point on a westerly line of aforesaid 1,143.511 acre tract; Thence, with the common line between said 314.00 acre tract and said 1,143.511 acre tract the following thirteen (13) courses and distances; 1. North 68 degrees 48 minutes 05 seconds East, a distance of 57.92 feet; 2. South 22 degrees 18 minutes 08 seconds East, a distance of 624.71 feet to a 1/2-inch iron pipe found; 3. South 22 degrees 05 minutes 52 seconds East, a distance of 1,596.68 feet to a 1/2-inch iron rod found; 4. 75.21 feet along the arc of a curve to the left, said curve having a central angle of 03 degrees 59 minutes 50 seconds, a radius of 1,078.00 feet and a chord which bears South 88 degrees 54 minutes 08 seconds West, a distance of 75.19 to a 1/2-inch iron rod found; 5. South 86 degrees 54 minutes 33 seconds West, a distance of 321.28 feet to a capped iron rod found stamped "CSA, Ltd." 6. 1,349.11 feet along the arc of a curve to the left, said curve having a central angle of 79 degrees 02 minutes 14 seconds, a radius of 978.00 feet and a chord which bears South 47 degrees 23 minutes 47 seconds West, a distance of 1,244.66 feet to a 1/2-inch iron rod found; 7. South 07 degrees 52 minutes 40 seconds West, a distance of 108.32 to a cotton spindle found; 8. 839.65 feet along the arc of a curve to the right, said curve having a central angle of 52 degrees 10 minutes 41 seconds, a radius of 922.00 feet and a chord which bears South 33 degrees 58 minutes 00 seconds West, a distance of 810.93 feet to a 1/2-inch iron rod found; 9. South 60 degrees 03 minutes 21 seconds West, a distance of 538.21 feet to a capped iron rod found stamped "CSA, Ltd." 10. 175.01 feet along the arc of a curve to the left, said curve having a central angle of 09 degrees 18 minutes 07 seconds, a radius of 1,078.00 feet and a chord which bears South 55 degrees 24 minutes 17 seconds West, a distance of 174.82 feet to a capped iron rod found stamped "CSA, Ltd." 11. North 43 degrees 23 minutes 44 seconds West, a distance of 1,170.13 feet to a 1/2-inch iron rod found; 12. 326.94 feet along the arc of a curve to the left, said curve having a central angle of 32 degrees 24 minutes 32 seconds, a radius of 578.00 feet and a chord which bears North 59 degrees 36 minutes 01 seconds West, a distance of 322.60 feet to a 1/2-inch iron rod found; 13. North 75 degrees 48 minutes 18 seconds West, a distance of 431.73 feet to the Point of Beginning and containing 314.00 acres of land. GBI Partners, LP L. TBPLS Firm No. 10194150 Ph: 512-296-2675 '( June 11, 2020 NYLANJwORT iip''14i..i��1f J. HER% ''s 9 5768 i' SS5•R'ir��F; 5 u FIRST AMENDMENT TO SECOND AMENDED AND RESTATED CONSENT AGREEMENT Water Oak Subdivision and Parkside on the River Subdivision Williamson County MUD No. 25; Parkside on the River MUDS SCHEDULE 4 The 47.417-Acre Tract County: Williamson Project: Parkside on the River Job No.: A201301 MB No.: 20-008 FIELD NOTES FOR 47.417 ACRES Being a tract containing 47.417 acres of land located in the J.D. Johns Survey, Abstract Number 365, the J.T. Church Survey, Abstract Number 140, the I & G.N.R.R. Survey, Abstract Number 744 and the Key West Irrigation Survey, Abstract Number 711 in Williamson County, Texas. Said 47.417 acre tract being all of a called 47.42 acre tract of land recorded in the name of Georgetown Properties II, LLC, in Document Number 2012043969, Official Public Records Williamson County (O.P.R.W.C.). Said 47.417 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 a capped iron rod found stamped CS Ltd. for the southwesterly corner of said 47.20 acre tract, said iron rod being the southeasterly corner of The Preserve, Phase II, a subdivision as recorded in Cabinet GG, Slides 55-59 of the Williamson County Plat Records (W.C.P.R.), said iron rod also being on the northerly Right -of -Way (R.O.W.) line of F.M. 2243 (80' wide); Thence, with the common line between said 47.42 acre tract and The Preserve Phase II the following three (3) courses and distances; 1. North 02 degrees 49 minutes 30 seconds West, a distance of 508.18 feet to a capped iron rod found stamped CS Ltd.; 2. North 78 degrees 45 minutes 22 seconds West, a distance of 814.82 feet to a 5/8-inch iron rod set stamped GBI Partners; 3. North 01 degrees 38 minutes 02 seconds East, a distance of 585.33 feet to a 5/8-inch iron rod set stamped GBI Partners; Thence, continuing with the common line between said 47.42 acre tract and The Preserve Phase II, North 55 degrees 20 minutes 46 seconds East, passing at a distance of 7.04 feet a capped iron rod found stamped Bury Partners, said iron rod being the most easterly northeast corner of Lot 58 of said The Preserve, Phase II, also being the most southerly corner of Lot 59 of The Preserve Phase I, a subdivision as recorded in Cabinet EE, Slides 310-316 of the W.C.P.R., in all, a distance of 1,650.65 feet to a capped iron rod found stamped Bury Partners; Thence, with the common line between said 47.42 acre tract and The Preserve Phase I, North 80 degrees 15 minutes 15 seconds East, a distance of 114.85 feet to the most northerly northeast corner of said 47.42 acre tract, also being an angle point on the westerly line of a called 1,143.511 acre tract of land recorded in the name of HM Parkside, LP, from which, a capped iron rod found stamped Bury Partners, bears South 67 degrees East, a distance of 0.66 feet; Thence, with the easterly line of said 47.42 acre tract and the westerly line of said 1,143.511 acre tract the following sixteen (16) courses and distances; 1. South 34 degrees 39 minutes 43 seconds East, a distance of 126.11 feet to a capped iron rod found stamped CS Ltd.; 2. South 55 degrees 20 minutes 17 seconds West, a distance of 120.00 feet, from which a capped iron rod found stamped CS Ltd. found, bears South 68 degrees East, a distance of 0.55 feet; 3. 124.70 feet along the arc of a curve to the right, said curve having a central angle of 119 degrees 05 minutes 02 seconds, a radius of 60.00 feet and a chord which bears South 24 degrees 52 minutes 55 seconds West, a distance of 103.44 feet to a capped iron rod found stamped CS Ltd.; 4. South 34 degrees 39 minutes 43 seconds East, a distance of 97.07 feet to a capped iron rod found stamped CS Ltd.; 5. South 55 degrees 20 minutes 17 seconds West, a distance of 450.00 feet to a capped iron rod found stamped CS Ltd.; 6. South 34 degrees 39 minutes 43 seconds East, a distance of 239.78 feet to a capped iron rod found stamped CS Ltd.; 7. South 32 degrees 58 minutes 10 seconds East, a distance of 42.22 feet to a capped iron rod found stamped CS Ltd.; 8. 203.97 feet along the arc of a curve to the right, said curve having a central angle of 22 degrees 04 minutes 17 seconds, a radius of 529.50 feet and a chord which bears North 77 degrees 26 minutes 53 seconds East, a distance of 202.71 feet to a 5/8-inch iron rod found; 9. 674.39 feet along the arc of a curve to the left, said curve having a central angle of 45 degrees 58 minutes 20 seconds, a radius of 840.50 feet and a chord which bears South 03 degrees 29 minutes 00 seconds East, a distance of 656.44 feet to an 80-D nail found; 10. South 26 degrees 28 minutes 10 seconds East, a distance of 150.25 feet to an 80-D nail found; 11. 39.79 feet along the arc of a curve to the right, said curve having a central angle of 91 degrees 11 minutes 17 seconds, a radius of 25.00 feet and a chord which bears South 19 degrees 07 minutes 36 seconds West, a distance of 35.72 feet to an 80-D nail found; 12. South 27 degrees 14 minutes 19 seconds East, a distance of 65.03 feet to a 5/8-inch iron rod found; 13. 38.91 feet along the arc of a curve to the right, said curve having a central angle of 89 degrees 10 minutes 31 seconds, a radius of 25.00 feet and a chord which bears South 71 degrees 03 minutes 54 seconds East, a distance of 3 5. 10 feet to a capped iron rod found stamped Bury Partners; 14. South 26 degrees 28 minutes 10 seconds East, a distance of 157.44 feet to a capped iron rod found stamped Bury Partners; 15. 155.33 feet along the arc of a curve to the right, said curve having a central angle of 16 degrees 06 minutes 30 seconds, a radius of 552.50 feet and a chord which bears South 18 degrees 24 minutes 54 seconds East, a distance of 154.82 feet to a capped iron rod found stamped Bury Partners; 16. South 28 degrees 25 minutes 04 seconds West, a distance of 160.70 feet to a capped iron rod found stamped Bury Partners for the southeasterly corner of said 47.42 acre tract and the southwesterly corner of said 1,143.511 acre tract, said iron rod also being on the northerly R.O.W. line of aforesaid F.M. 2243; Thence, with the southerly line of said 47.42 acre tract and the northerly R.O.W. line of said F.M. 2243 the following three (3) courses and distances; 1. South 79 degrees 26 minutes 30 seconds West, a distance of 229.74 feet to a concrete monument found; 2. 373.03 feet along the are of a curve to the right, said curve having a central angle of 07 degrees 27 minutes 09 seconds, a radius of 2,867.94 feet and a chord which bears South 83 degrees 33 minutes 16 seconds West, a distance of 372.77 feet to a concrete monument found; 3. South 87 degrees 09 minutes 58 seconds West, a distance of 24 1. 10 feet to the Point of Beginning and containing 47.417 acres of land. GBI Partners, LP TBPLS Firm No. 10194150 Ph: 512-296-2675 May 20, 2020