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HomeMy WebLinkAboutRES 121421-I - Parkside River MUDRESOLUTION NO. l21 y U 'J� 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. 2" WITHIN THE EXTRATERRITORIAL JURISDICTION OF THE CITY OF GEORGETOWN, TEXAS; AND PROVIDING AND EFFECTIVE DATE. WHEREAS, the City of Georgetown (the ".") received a Petition for Consent to the Creation of Parkside on the River Municipal Utility District No. 2 upon 539.542 acres of land located in the extraterritorial jurisdiction of the City, of a copy of which Petition is attached as .Exhibit "A". to this Resolution (the "Petition."); and WHEREAS, Section 54.o16 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 Parkside Property, as defined in the Second Amended and Restated Consent Agreement originally recorded as Document No. 2019117039 and re -recorded as Document No. 2020128407 in the Official Public Records of Williamson County, Texas, as amended by the First Amendment to Second Amended and Restated Consent Agreement originally recorded as Document No. 2021o86193 and re -recorded as Document No. 2021120970 in the Official Public Records of Williamson County, Texas (collectively, as amended, the "Consent Agreement"), that is not within the boundaries or definitions of WCMUD No. 25, POR MUD No. 1, the 2243 South Tract, or the Parkland, as such terms are defined in the Consent Agreement, a copy of which is attached to the Petition, and the Petitioner proposes that the District be created as an "Additional 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 Remainder Property described in the "Development Agreement Parkside on the River Subdivision" recorded in the Official Public Records of Williamson County, Texas as Document No.201911'7041, and amended by the "First Amendment to and Partial Assignment of Development Agreement Parkside on the River Subdivision," dated December 8, 2020, recorded under Document No. 2020162167 in the Official Public Records of Williamson County, Texas, and by the "Second Amendment to Development Agreement Parkside on the River Subdivision," dated effective May 25, 2021, recorded under Document No. 2021o82512 in the Official Public Records of Williamson County, Texas (collectively, as amended, the "DeyelopmentAgreemen "); and WHEREAS, the Petitioner, HM Parkside, LP, a Texas limited partnership, 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 Article V 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. 2 upon the 539.542 acres of land described in the Petition. The District will constitute an "Additional 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. IW1074750.41 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, Parkway B, and Parkway C on Exhibit J-1 attached to the Second Amendment to Development Agreement Parkside on the River Subdivision; however, the District's road powers shall not include the operation and maintenance of Parkside Parkway, Parkway B, or Parkway C, 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 g. 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 $too in Assessed Valuation (the "Tax Rate Limit") as provided in Section 11.02 of the Consent Agreement. Section 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 5. That the Petition attached hereto as Exhibit `°A" (including all attachments to the Petition), is hereby incorporated into this Resolution by this reference as if set forth in full; and that the Development Agreement and the Consent Agreement, as amended and together with all attachments thereto, 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, and Resolution No. o82719-W pertaining to the creation of Parkside on the River Municipal Utility District No.1, are not affected by this Resolution and remain in full force and 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 is authorized to attest. Section 8. This Resolution shall become effective on its final passage. PASSED AND APPROVED on the J_._ day of VJ",ZY'K_ , 2021. Attachments: Exhibit "A" — The Petition (including all attachments to Petition) CITY OF GEORGETOWN, TEXAS IW1074750.41 ATTEST: YaL Robyn Den ore, City Secretary APPROVED AS TO FORM: A&40/ Skye Mass n, City Attorney 1WI074750.41 PETITION FOR CONSENT TO THE CREATION OF PARKSIDE ON THE RIVER MUNICIPAL UTILITY DISTRICT NO. 2 STATE OF TEXAS COUNTY OF WILLIAMSON TO THE HONORABLE MAYOR AND CITY COUNCIL OF THE CITY OF GEORGETOWN, TEXAS: The undersigned (the "Petitione?."), acting pursuant to Section 54.oi6 of the Texas Water Code, as amended, Section 42.042 of the Texas Local Government Code, as amended, Section 13.10 of the Unified Development Code of the City of Georgetown, Texas (the and the Second Amended and Restated Consent Agreement originally recorded as Document No. 2019117039 and re -recorded as Document No. 2020128407 in the Official Public Records of Williamson County, Texas, as amended by the First Amendment to Second Amended and Restated Consent Agreement originally recorded as Document No. 2021o86193 and re -recorded as Document No. 2021120970 in the Official Public Records of Williamson County, Texas (as amended, the "Consent Ag"), 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 " ro r "), 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. 2 (the "District"). 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. It is proposed that the District be granted road powers under the authority of Article III, Section 52 of the Texas Constitution. The District is proposed to contain all of the Property, which consists of an area of approximately 539.542 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 Parkside Property, as described in the Consent Agreement, a copy of which is attached as Exhibit "B", that is not within the boundaries or definitions of WCMUD No. 25, POR MUD No.1, the 2243 South Tract, or the Parkland, as such terms are defined in the Consent Agreement. The Petitioner proposes that the District be created as an "Additional District", as defined in and subject to the terms and conditions of the Consent Agreement. {Wi074752.2} Mrs 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". V. The general nature of the work to be done by the District, as contemplated at the present time and subject to the provisions of the Consent Agreement, is the design, construction, acquisition, improvement, extension, financing, and issuance of bonds for: (i) maintenance, operation, and conveyance of an adequate and efficient water works and sanitary sewer system for domestic and commercial purposes; (ii) maintenance, operation, and conveyance of 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) maintenance, operation, and conveyance of park and recreational facilities; (iv) conveyance of roads and improvements in aid of roads; and (v) maintenance, operation, and conveyance of such other additional facilities, systems, plants, and enterprises as may be consistent with any or all of the purposes for which the District is created. M 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 Land, which is proposed to be developed for single-family residential use. The health and welfare of the present and fixture inhabitants of the area and of the 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 system, roadway system, and other facilities and systems. 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, sanitary sewer system, drainage and storm sewer system, park and recreational facilities system, roadway system, and other facilities and systems to promote the purity and sanitary condition of the State's waters and the public health and welfare of the community. ►Rw 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, a park and recreational facilities system, and a roadway system can be constructed at a reasonable cost. VH1. 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 available at this time, that such cost will be approximately $57,210,000. IX. {W1074752.2} The Petitioner, by submission of this Petition, requests the City's consent to the creation of the District as an Additional District pursuant to the Consent Agreement and to the inclusion of the Property within the District. The Petitioner expressly acknowledges that the City's consent will be subject to the terms and conditions of the Consent Agreement. X. The Petitioner requests that this petition be heard and that the City Council duly pass and approve a resolution or ordinance granting the City's 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 V of the Consent Agreement. EXECUTED on the date or dates indicated below, to be effective the 4th day of October, 2021. HM Parkside, LP, a Texas limited partnership By: Hanna/Magee GP #1, Inc., a Texas corporation By: ��,`,Blake . agee, resident Date: ' tKw 4 THE STATE OF TEXAS COUNTY OF TRAVIS This instrument was acknowledged before me on the rswday of 0!�-, 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 limited partnership. - �A d. 4-tll— Notary Publi •, State 6f Texas (seal) ,,��"►. `.+�py pG� r HOLLY H FULLERTON Notary Public. State of Texas W. Comm. Expires 06-29-2024 •.,+„H,++• Notary ID 132499027 {W1074752.2} EICHIBIT "A" LEGAL DESCRIP MON OF THE M FATTACHEDI {Wi074752.2} Exhibit "A" - Page 1 of 9 County: Williamson Project: Parkside on the River MUD #2 Job No.: A211301 MB No.: 21-018 FIELD NOTES FOR 539.542 ACRES Being a tract containing 539.542 acres of land located in the J. Thompson Survey, Abstract Number 608; the I. Donagan Survey, Abstract Number 178 and the W.E. Pate Survey, Abstract Number 836 in Williamson County, Texas. Said 539.542 acre tract being a portion of the remainder of a called 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.) and all of a called 3.080 acre tract of land recorded in the name of HM Parkside, LP in Document Number 2018114044, O.P.R.W.C. Said 539.542 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 an interior comer of said 1,146.591 acre remainder tract, said point being the northeasterly corner of a called 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), said point also being and angle point on the westerly line of a called 195.608 acre tract of land recorded in the name of HM Parkside Development, Inc. in Document Number 2020068300, O.P.R.W.C., from which, the southeasterly corner of said 22.60 acre tract bears South 10 degrees 42 minutes 53 seconds East, a distance of 2,663.31 feet, said southerly corner 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 1,146.591 acre remainder tract and said 22.60 acre tract, and with the northerly lines of a called 17.60 acre tract of land recorded in the name of Elizabeth Anne Dufner in Document Number 2014063697, O.P.R.W.C. (Tract A) and a called 93.60 acre tract of land recorded in the name of Arthur and Gordon Faubian in Document Number 2005043418, O.P.R.W.C., the following five (5) courses and distances; 1. South 69 degrees 14 minutes 42 seconds West, a distance of 375.66 feet; 2. South 69 degrees 12 minutes 50 seconds West, a distance of 185.31 feet; 3. South 69 degrees 16 minutes 08 seconds West, a distance of 386.65 feet; 4. South 69 degrees 43 minutes 16 seconds West, a distance of 277.23 feet; 5. South 69 degrees 32 minutes 42 seconds West, a distance of 35.11 feet; Thence, through and across said 1,146.591 acre remainder tract the following thirteen (13) courses and distances; 1. North 17 degrees 33 minutes 19 seconds West, a distance of 488.78 feet; {Wi074752.21 Exhibit "A" — Page 2 of 9 2. North 29 degrees 55 minutes 30 seconds East, a distance of 95.89 feet; 3. North 62 degrees 00 minutes 00 seconds West, a distance of 1,251.77 feet; 4. North 50 degrees 32 minutes 35 seconds West, a distance of 153.72 feet; 5. North 32 degrees 00 minutes 00 seconds West, a distance of 102.71 feet; 6. South 58 degrees 00 minutes 00 seconds West, a distance of 125.16 feet; 7. North 32 degrees 00 minutes 00 seconds West, a distance of 115.00 feet; 8. 23.56 feet along the arc of a curve to the right, said curve having a central angle of 90 degrees 00 minutes 00 seconds, a radius of 15.00 feet and a chord which bears North 13 degrees 00 minutes 00 seconds East, a distance of 21.21 feet; 9. North 32 degrees 00 minutes 00 seconds West, a distance of 55.00 feet; 10.23.56 feet along the arc of a curve to the right, said curve having a central angle of 90 degrees 00 minutes 00 seconds, a radius of 15.00 feet and a chord which bears North 77 degrees 00 minutes 00 seconds West, a distance of 21.21 feet; 11. North 32 degrees 00 minutes 00 seconds West, a distance of 105.00 feet; 12. 6.60 feet along the arc of a curve to the right, said curve having a central angle of 15 degrees 06 minutes 58 seconds, a radius of 25.00 feet and a chord which bears North 24 degrees 26 minutes 31 seconds West, a distance of 6.58 feet; 13. 183.62 feet along the arc of a curve to the right, passing at 8.61 feet the most southerly corner of a called 314.00 acre tract of land recorded in the name of Georgetown Properties II, LLC in Document Number 2012043969, also being a comer point of said 1,146.591 acre remainder tract, said curve having a central angle of 09 degrees 45 minutes 34 seconds, a radius of 1,078.00 feet and a chord which bears North 55 degrees 10 minutes 35 seconds East, a distance of 183.40 feet; Thence, with the common line between said 1,146.591 acre remainder tract and said 314.00 acre tract the following nine (9) courses; 1. North 60 degrees 03 minutes 21 seconds East, a distance of 538.21 feet; 2. 939.65 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; 3. North 07 degrees 52 minutes 40 seconds East, a distance of 108.32 feet; {Wi074752.21 Exhibit "A" - Page 3 of 9 4. 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; 5. North 86 degrees 54 minutes 54 seconds East, a distance of 321.28 feet; 6. 75.21 feet along the are of a curve to the right, 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 North 88 degrees 54 minutes 08 seconds East, a distance of 75.19 feet; 7. North 22 degrees 05 minutes 52 seconds West, a distance of 1,596.68 feet; 8. North 22 degrees 18 minutes 08 seconds West, a distance of 624.71 feet; 9. South 68 degrees 48 minutes 05 seconds West, a distance of 57.92 feet to a comer point on the westerly line of said 1,146.591 acre remainder tract, said point being the southeasterly corner of a called 168.62 acre tract of land recorded in the name of Zamin, L.P. in Document Number 201403274, O.P.R.W.C.; Thence, with the common line between said 1,146.591 acre remainder tract and said 168.62 acre tract the following three (3) courses and distances; 1. North 00 degrees 10 minutes 15 seconds West, a distance of 94.12 feet; 2. North 00 degrees 06 minutes 25 seconds East, a distance of 765.27 feet; 3. North 00 degrees 15 minutes 54 seconds West, a distance of 78.86 feet; Thence, through and across said 1,146.591 acre remainder tract the following seven (7) courses and distances; 1. North 86 degrees 01 minutes 11 seconds East, a distance of 882.50 feet; 2. North 64 degrees 08 minutes 59 seconds East, a distance of 959.72 feet; 3. 274.50 feet along the arc of a curve to the left, said curve having a central angle of 20 degrees 17 minutes 37 seconds, a radius of 775.00 feet and a chord which bears North 41 degrees 39 minutes 46 seconds East, a distance of 273.07 feet; 4. North 34 degrees 01 minutes 43 seconds East, a distance of 14.18 feet; 5. North 10 degrees 53 minutes 40 seconds West, a distance of 49.33 feet; 6. South 71 degrees 24 minutes 02 seconds East, a distance of 36.14 feet; {W1074752.21 Exhibit 'A!'- Page 4 of 9 7. North 32 degrees 35 minutes 17 seconds East, a distance of 4.09 feet to a point on the northerly line of said 1,146.591 acre remainder tract, said point being on the southerly line of Water Oak North, Section 4, Phase 1B, a subdivision as recorded in Document Number 2020000306, O.P.R. W.C. Thence, with the common line between said 1,146.591 acre remainder tract and said Water Oak North, Section 4, Phase 1B, the following nine (9) courses and distances; 1. 49.41 feet along the arc 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; 2. South 80 degrees 23 minutes 52 seconds East, a distance of 35.39 feet; 3. South 83 degrees 07 minutes 59 seconds East, a distance of 260.77 feet; 4. South 73 degrees 37 minutes 51 seconds East, a distance of 287.96 feet; 5. North 83 degrees 40 minutes 45 seconds East, a distance of 84.78 feet; 6. North 06 degrees 19 minutes 15 seconds West, a distance of 176.09 feet; 7. 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; 8. North 60 degrees 36 minutes 55 seconds East, a distance of 246.19 feet; 9. 43.72 feet along the arc of a curve to the right, said curve having a central angle of 100 degrees 11 minutes 17 seconds, a radius of 25.00 feet and a chord which bears South 69 degrees 17 minutes 54 seconds East, a distance of 38.35 feet; Thence, through and across said 1,146.591 acre remainder tract the following seven (7) courses and distances; 1. 78.85 feet along the arc of a curve to the right, said curve having a central angle of 29 degrees 37 minutes 23 seconds, a radius of 152.50 feet and a chord which bears South 18 degrees 29 minutes 41 seconds East, a distance of 77.97 feet; 2. South 03 degrees 43 minutes 00 seconds East, a distance of 218.14 feet; 3. 95.73 feet along the arc of a curve to the right, said curve having a central angle of 31 degrees 47 minutes 15 seconds, a radius of 172.56 feet and a chord which bears South 12 degrees 10 minutes 28 seconds West, a distance of 94.51 feet; 4. South 28 degrees 29 minutes 05 seconds West, a distance of 40.45 feet; {W1074752.2} Exhibit "A" - Page 5 of 9 5. 25.08 feet along the arc of a curve to the right, said curve having a central angle of 56 degrees 54 minutes 32 seconds, a radius of 25.25 feet and a chord which bears South 51 degrees 56 minutes 09 seconds West, a distance of 24.06 feet; 6. 67.37 feet along the arc of a curve to the left, said curve having a central angle of 64 degrees 13 minutes 48 seconds, a radius of 60.09 feet and a chord which bears South 48 degrees 16 minutes 31 seconds West, a distance of 63.89 feet; 7. South 79 degrees 23 minutes 25 seconds East, a distance of 140.80 feet to a point on the westerly line of a called 24.958 acre tract of land recorded in the name of Chesmar Homes, LLC in Document Number 2020022090, O.P.R. W.C; Thence, with the common line between said 1,146.591 acre remainder tract and said 24.958 acre tract, the following four (4) courses and distances; 1. South 01 degrees 24 minutes 06 seconds East, a distance of 120.19 feet; 2. South 73 degrees 49 minutes 36 seconds East, a distance of 545.48 feet; 3. South 89 degrees 06 minutes 15 seconds East, a distance of 70.34 feet; 4. South 83 degrees 26 minutes 51 seconds East, a distance of 150.41 feet; Thence, through and across said 1,146.591 acre remainder tract the following two (2) courses and distances; 1. South 70 degrees 46 minutes 44 seconds East, a distance of 153.03 feet; 2. North 69 degrees 22 minutes 53 seconds East, a distance of 73.50 feet to the southerly line of aforesaid 24.958 acre tract; Thence, with the common line between said 1,146.591 acre remainder tract and said 24.958 acre tract, the following two (2) courses and distances; 1. South 83 degrees 26 minutes 51 seconds East, a distance of 1,167.76 feet; 2. North 85 degrees 29 minutes 19 seconds East, passing at a distance of 278.11 feet the southeasterly corner of said 24.956 acre tract, in all, a total distance of 449.15 feet to a point on the easterly line of said 1,146.591 acre remainder tract, said point being on the westerly line of a called 32.61 acre tract of land recorded in the name of William Charles Bagwell, et, ux in Volume 2438, Page 499, Williamson County Deed Records (W.C.D.R.); Thence, with the common line between said 1,146.591 acre remainder tract and said 32.61 acre tract, the following two (2) courses and distances; {W1074752.21 Exhibit "A!'— Page 6 of 9 1. South 09 degrees 08 minutes 19 seconds East, a distance of 102.81 feet; 2. South 00 degrees 25 minutes 18 seconds East, a distance of 188.62 feet to a point on the northerly line of a called 190.40 acre tract of land recorded in the name of Texas Crushed Stone Company in Volume 743, Page 47, W.C.D.R.; Thence, with the common line between said 1,146.591 acre remainder tract and said 190.40 acre tract, the following fourteen (14) courses and distances; 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; 8. South 01 degrees 52 minutes 12 seconds East a distance of 1,026.81 feet; 9. South 01 degrees 10 minutes 35 seconds East, a distance of 167.70 feet; 10. South 00 degrees 03 minutes 35 seconds West, a distance of 341.80 feet; 11. South 06 degrees 25 minutes 15 seconds East, a distance of 359.37 feet; 12. South 01 degrees 45 minutes 07 seconds East, a distance of 480.85 feet; 13. South 02 degrees 48 minutes 39 seconds East, a distance of 258.38 feet; 14. South 02 degrees 30 minutes 15 seconds East, a distance of 1,139.73 feet to a point for the southwesterly corner of said 190.40 acre tract, said point being on the northerly line of a called 77.902 acre tract of land recorded in the name of Edwin H. Vale, Jr. in Document Number 2017014736, O.P.R. W.C.; Thence, with the common line between said 1,146,591 acre remainder tract and said 77.902 acre tract, the following seven (7) courses and distances; 1. South 68 degrees 13 minutes 42 seconds West, a distance of 128.79 feet; 2. North 36 degrees 37 minutes 28 seconds West, a distance of 381.75 feet; {W1074752.21 Exhibit "A" - Page 7 of 9 3. North 68 degrees 46 minutes 05 seconds West, a distance of 137.51 feet; 4. South 84 degrees 17 minutes 41 seconds West, a distance of 214.68 feet; 5. South 71 degrees 34 minutes 53 seconds West, a distance of 180.12 feet; 6. South 75 degrees 44 minutes 55 seconds West, a distance of 433.46 feet; 7. South 80 degrees 42 minutes 01 seconds West, a distance of 377.54 feet to a northwesterly comer of said 77.902 acre tract, also being the northeasterly corner of the aforesaid 3.080 acre tract; Thence, with the common line between said 77.902 acre tract and said 3.080 acre tract, 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 southwesterly corner of said 77.902 acre tract and the southeasterly comer of sad 3.080 acre tract, also being on the northerly line of the aforesaid 195.608 acre tract; Thence, with the common line between said 3.080 acre tract and said 195.608 acre tract, South 68 degrees 08 minutes 50 seconds West, a distance of 157.00 feet to the southwesterly corner of said 3.080 acre tract and a southeasterly corner aforesaid 77.902 acre tract; Thence, with the common line between said 77.902 acre tract and said 3.080 acre tract, the following two (2) courses and distances; 1. 696.23 feet along the arc of a curve to the left, said curve having a central angle of 55 degrees 17 minutes 21 seconds, a radius of 721.50 feet and a chord which bears North 49 degrees 15 minutes 19 seconds West, a distance of 669.53 feet; 2. 231.13 feet along the arc of a curve to the right, said curve having a central angle of 12 degrees 16 minutes 44 seconds, a radius of 1,078.50 feet and a chord which bears North 70 degrees 45 minutes 37 seconds West, a distance of 230.69 feet to the northwesterly corner of said 3.080 acre tract, being a northerly corner point of said 77.902 acre tract, also being on a comer point of said 1,146.591 acre remainder tract; Thence, with the common line between said 1,146.591 acre remainder tract and said 77.902 acre tract and said 3.080 acre tract, 701.54 feet along the arc of a curve to the left, said curve having a central angle of 29 degrees 07 minutes 38 seconds, a radius of 1,380.00 feet and a chord which bears South 06 degrees 07 minutes 27 seconds West, a distance of 694.01 feet to a comer point on the northerly line of aforesaid 195.608 acre tract; Thence, with the common line between said 1,146.591 acre remainder tract and said 195.608 acre tract the following six (6) courses and distances; {W1074752.2} Exhibit'W — Page 8 of 9 1. South 71 degrees 41 minutes 20 seconds West, a distance of 267.24 feet; 2. South 01 degrees 32 minutes 15 seconds West, a distance of 164.67 feet; 3. South 26 degrees 03 minutes 38 seconds West, a distance of 392.81 feet; 4. South 45 degrees 04 minutes 47 seconds West, a distance of 274.89 feet; 5. South 22 degrees 49 minutes 04 seconds West, a distance of 405.02 feet; 6. South 29 degrees 15 minutes 11 seconds West, a distance of 127.38 feet to the Point of Beginning containing 539.542 acres of land. 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:281-499-4539 July 2, 2021 {Wi074752.2} Exhibit "A" — Page 9 of 9 CONSENTAGUEMENT [ATTACHED] {W1074752.2) Exhibit `B" — Page 1 of ELECTRONICALLY RECORDED 2020128407 Williamson County, Texas Total Pages: 173 QWnF1CXM FQLAQREMMENT THE STATE OF TEXAS § COUNTY OF WILLIAMSON § The undersigned officer of the Board of Directors (the "Bow i of Parkside on the River Municipal Utility District No. 1(the "District") hereby certifies as follows: 1. The Board convened in regular session on the 13a' day of August, 2020, via telephone conference call pursuant to Section 551.125, Texas Government Code, as modified temporarily by Governor Greg Abbott and the related guidance from the Office of the Attorney General of the State of Texas, and the roll was called of the duly -constituted officers and members of the Board, to wit: Christopher Thurman Blackburn - President Will Brandt - Vice President Tiffany Magnavice - Secretary Blake Brow - Assistant Secretary Biala Sayers - Assistant Secretary and all of said persons were present, except Director Sayers, thus constituting a quorum Whereupon, among otherbusiness, the following was transacted at the meeting: a SECOND AMENDED AND RESTATED CONSENT AGREEMENT was introduced for the consideration of the Board. It was then duty moved and seconded that the the Second Amended and Restated Consent Agreement (the "Agreement ') between the City of Georgetown, Texas, Laredo W.O., Ltd, a Texas limited partnership, HM Parkside, LP, a Texas limited partnership, HM CR 176-2243, LP, a Texas limited partnership, be passed, and, after due discussion, the motion, carrying with it the passage of the Agreement, prevailed and carried unanimously. 2. A true, full and correct copy of the Agreement adopted at the meeting described in the above paragraph is attached to this certificate; the Agreement has been duly recorded in the Boards minutes of the meeting-, the persons named in the above and foregoing paragraph are the duly chosen, qualified and acting officers and members of the Board as indicated therein; each of the officers and members of the Board was duly and sufficiently notified officially and personally, in advance, of the time, place and purpose of the aforesaid meeting and that the Agreement would be introduced and considered for adoption at the meeting, and each of the officers and members consented, in advance, to the holding of the meeting for such purpose; the meeting was open to the public as required by law; and public notice of the time, place and subject of the meetingwas given as required by Cba.pter 551 of the Government Code. {W0993836.1 l 2020129407 Page 2 of 173 5k SIGNED AND SEALED the �-� day of �l�a.�"s� , 2020. //)" � T '- 'M n tt vice Secretary, Board of Directors This instrument was acknowledged before me on the � day of August, 2020, by Tiffany Magnavice, Secretary of the Board of Directors of Parkside on the River Municipal Utility District No. 1, on behalf of said District. `N%� r' �,' MAUREEN RATEL Notary Public. State ofTereS (seal) Comm. Expires 01.16-2022 :Rxo;. a+ir,ny++ Notary ID 131411665 i W0993836. I } Notary Public Signature Second Amended and Restated Consent Agreement 2a2at 2840 Page 3 of 173 This document is being re -recorded because Parkside on the River Municipal Utility District NO. 1 has officially formed, voted to approve the agreement, and finally executed the document per the requirements outlined in the Agreement (original recording number-2019117039) SECOND AMENDED AND RESTATED CONSENT AGREEMENT THE STATE OF TEXAS § COUNTY OF WILLIAMSON 6 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 ("Citj'), Laredo W.O., Ltd., a Texas limited partnership ("LWO'), HM Parkside, LP, a Texas limited partnership ("HMParkside'), 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. TICLE 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 ("Or)ginul 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 Doctmtent No, 2012006198 ("Orighwl 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 an 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 ofthe Original Land as reflected in the May 1, 2018 Substitute Trustee's Deed recorded as Document No. 20IS037421 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 Agreen, ent Water Oak Subdivision and Parkside on the River Subdivision (WCMUD No. 25 and Parkside on the River MUD No.1) Page 1 of 28 2020120407 Page 4 of 173 6, 20.19 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 Seadon 1, a subdivision.. in Williamson County, Texas ( "Lot 2 Block 9), 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 OakPrbperty' 1.05 Affiliated LP owns (a) approximately40.746 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 DocumentNo.. 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. 201802317-8 in the Official Public Records of Williamson County, Texas (the "49Acr&). The 40 Acres plus Approximately 21,305 acres of the 49 Acres (the "2Z.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 Leandet and is not included in this Agreement, The 40 Acres and the 21.305 Acres are referred to collectively herein as the "2243 South Y -act. "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 ofthe Original Land into the boundaries of WCMUD Second Amended and Restated Consent Agreement Water t)alt Subdivision and Parkside on the River Subdivision (WCMUD No. 25 and Pa"de on 4he River MUD No. 1) Page 2 of 28 2020128407 Page 5 of 173 No. 25. As of the Effective Date, WCMUD No. 25. consists of approximately 544.466 non- contiguous acres of land but 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 ofPOR 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 Develuprnent Agreement, as same may be amended (the -"Water 04Development Agreement'j. 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 andwastewater 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 too 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 arc hereby acknowledged, including the agreements set forth below, the Parties contract as follows. ARTICLEII RECITALS; DEFINITIONS 2.01 The Patties 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 1, capitalized words used in this Agreement shall have the meanings set forth below: 21.305Acres: Has the same meaning set -out in Section 1.05 40Acres: Has the same meaning set out -in Section 1.05. 49 Acres; Has the same meaning set out in Seedon 1.05. Second Amended and Restated Consent Agreement Water Oak Subdivision and Parkeide on the River- Subdivision (WC:MUDNo.:15 and Parkaide.onthe River -MUD No. 1) Page 3 of28 2020128407 Page 6 of 173 Additional District: The third and lest 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 ordelinitious of (a) WCMUD No. 25, (b) POR MUD No. 1, (c) the 2243 South Tsaet (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(e)(2). Authorized Assignee. As to the Remainder Property, means HM Parkside Development, Inc., aTexas 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 conunon 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 act out is Section 11.04. Bridge. A portion of Parkside Parkway to bo constructed by 14M 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. City: The City of Georgetown, Texas, a home rule city located in Williamson County, Texas. 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 meaningset out in Seetlon 13.03. Defaulting Party. Has the meaning sot out in Section 13.03. Development Agreements: Collectively, the Parkside Development Agreement and the Water Oak Development Agreement Developer Parties: Collectively, HMParkside, 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: 2S, POR MUD No. 1, or the Additional District, as applicable. Effective Date.- The latest date accompanying the sigiature lines of the duly authorized representatives of the Initial Parties on this Agreement. Second Amanded and Restated Cu iwnt Agreemaat Water Oak Subdivision and Parkside on the River'Subdivision (WCMUD No. 25 and Parkside on the River MUD No. 1) Page 4 of 28 2020128407 Page 7 of 173 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 Properly located within the corporatelimiss of the City as of the Effective Date described on D, xhibit )ls, and to be de -annexed by the Citypursuant to the terms and conditions set forth inArtiele M. First Bond Issuance: Bonds in the amount ofEIGHT MILLION ONE HUNDRED FIM 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 Paticside, LP, a Texas limited parmership. Initial Parries: 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 IL 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. MonetaryDefatgh-Has the meaning set out in Section 13..03. Off -Site Facilities: The South San Gabriel Interceptor. On-&e 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 ConsenfAgreement Effective Date: January 11, 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 to the Parkside Development Agreement. The Parkland is located on both sides of the River and extends across the entire cast -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. Subdiivieion and Parksidc on the River Subdividion (WCMUD No. 25 and Parkaide on the River MUD No.1) pop 5 of 28 2020128407 Page 8 of 173 ParksideDevelopmenrAgreemeni: The development Agreement by and between the City, HM Parkside, and HM-CR pertaining to the development of the Parksidc Property, which was approved by the City Council on October 8, 2019 by City Ordinance No. 2019- Parkside Properly. 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 1, 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 Gabriellnferceplor. 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 describedin 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 agcn cy. UPC The City's Unified Development Code dated and in effect on June 1, 2011, excluding those provisions relating to zoning. WCMUDNo. 25: Williamson County Municipal Utility DistrictNo. 25, a municipal utility district created by the TCEQ pursuant totheOriginal 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 H 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 Effbotivo 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 Agreemenl. (2) WCMUD No. 25 has been created over a por[ion of the Original Land pursuant to terms and conditions of the Original Consent Agreement., Second Amended and Restated Consent Agretment. Water Oak Subdivision and Parkside on the River Subdivision (WCMUD No. 25. and Parkaide on the River MUD No. 1) Pap. 6 of 28 2020128407 Page 9 of 173 (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 Agreernent 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, opciadon, 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 theCitypursuant to Section 1.06 ofthe City Charter. After receipt of apetition 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 f n-fher 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 rcading of the City ordinance de -annexing Exclusion Tract No. 2 from the corporate boundaries of the City, HM Parkside must (f) 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 do -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 tlfier the de -annexation occurs. Second Amended and Restated Cons cni Agreement Water Oak Subdivision and Parkside on the River Subdivision (WCMUD No. 25 and Parkside on the River MUD No. 1) Page 7 of28 2020128407 Page 10 of 173 ARTICLE IV ANNEXATION OF LAND INTO WCMUD NO. 25 4.01 The City aclmowledges receipt of WC vR1D No. 25's and HM-CR's September 17, 2019 " Petition fvr 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. 100.82019-0 attached as Exhibit d, 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 AM-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 Tact into WCMUD No. 25 within ten (10) days after the effective date of same: ARTICLE V ADDITIONAL DISTRICT 5.01 HM Parkside may file apetition 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 I M Parkside's express acknowledgement that the City's consent shall be subject to the terms and conditionsof this Agreement; and (iii) include a copy ofthis 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 (M) days to review and comment on the dntft. In addition, the City shall be ehti'tled 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 todo so. Second Amended and Restated Consent Agreement Water Qak Subdivision and Parkside on.the River Subdivision (WCML D No. 25 and Farkside on the River MUD No. l) Page S of 29 2020129407 Page 11 of 173 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 ofthe 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 forugoing, 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 he --rein by this reference). 6.02 In fiulherannce 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 theirrespective successors and assigns, covenant and agree that, except upon written consent ofthe City, none of them shall: (1) seek or support any effort to incorporate the Land or any part ofthe Land, or seek to include the Laird or any part of the Land within the boundaries of any other special district, assessment jurisdiction, other mur6ripaiity, 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 anypart of the Land within the boundaries of any other special district; assessment jurisdiction, other rnmicipahty, or any other incorporated entity other than the City. ARTICLE VH 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 PgrJdand 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 WCMW No. 25 in 2009 as described in Section 7.01, it will not annex or re- amlex 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 drainftge facilities consistent with the applicable Development Agreements, and either: Second Amended and Restated Corment Agreement Water Oak Subdivision and Pa&ide on the River Subdivision (WCMUD No. 25 and Parkside on the River MUD No. 1) Page 9 of28 2020128407 Page 12 of 173 (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 M, 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 ininstaliments, 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 thepa.rflcfilar WCMUD No. 25 Bond issue to any DeveloperParty: The calculation of each Master Development Fee payment will be in accordance with the formula attached hereto as Exhibit X The Developer Parties and WCMUD No. 25 shall ensure that etich Master Development Fee in6taUment payment will be paid to time City -in conjunction and simultaneously with a Developer Parry's receipt of reimbursement ftm each Bond issue. Bonds maybe issued prior to submission of the Bridgo 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 Amcnded and Rcehkd Consent Agreement Water Oak Subdivision and Parkside on the.River Subdivision (WCMUD No. 25 and PatksW on'the River MUD No.1) Page 10 of 23 2020128407 Page 13 of 173 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 though the issuance:af 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 Parlrland 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 Panties or the Districts of the public improvements necessary to allow such service per the terms and conditions of the Development Agreements, acceptance ofthe,public improvements by the City, andpayment of impact fees. Retail customers ofthe 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 otherproperty, or directly or indirectly to any customers. The impact fee rates areas set out in the DevelopmentAgreements. 10.02 Wastewater Services. The City shallbe 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 servioa per the terms and conditions of the Development Agreements, acceptance of same bythe 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 Conant Agreement Water Oak Subdivision and Pwkdde on the River Subdivision (WCMyD No. 25 and Parksidc on the River MUD No. 1) Page 11 of 28 2020128407 Page 14 of 173 rates for customers located outside of the City limits. The Developer Parties and the Districts are all -prohibited from providing retail slid 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 maybe 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 ariy-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 Landis 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 City and such fee of charge is equal to or less than the fee or charge imposed on similarly classified property owners. . oTid ArreentictliiriciRegtated Conscnt Agreement Watrr Oak Subdivision and Parkside on the River Subdivision (WCMUD No. 25 nnd, Parkside on the River MUD No, 1) Page 12 of 21 2020128407 Page 15 of 173 ARTICLE X1 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 Agreemem, and other applicable 'law, as this Agreement and such other applicable law maybe amended from time to time. In the event of conflict between, Section 13.10 of the UDC and this Agreement, this Agreement shalt control. Additionally, the Districts are authorized to issue Bonds for the construction, design, acquisition, repair, extension, or improvement of roads, parks, trails, and recreational 1kcilities, 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.priorapproval ofthe City Council_ PORMUD No. I 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 memorandurn) must contain a Ending, 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 debtaervicc portion and the operation and maintenance portion) of not more than $0.92 per $100 in assessed valuation (the `Tax Rate 14mtt'). 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 Irate or amount. It isagreed that the Tax Rate Limitis 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 issuedby a District must comply with the following requirements: (a) Have a nvWmum 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 " 2.0 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 (101h) 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%) presentvalue savings, and, further, mustprovide that the latest maturity ofthe refunding Bonds may not extend beyond the latest maturity of the refunded Bonds; and Second.Antended and Restated Consent Agreement Water Oak Subdivision and, Pakside on the River Subdivision .(WCMIID No.25 and Padcside onthe Rivcr MUD No. 1) Page.I3 of 20 2020128407 Page 16 of 173 ('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 issuingDistnot shall provide to the City Secretary, City Marmger and City Director of Finance and Administration: (a) The written certification of (i) the issuing District's financial advisorthatthe: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 descri ption (to include, at a minimum, the name of each project being reimbursed and the Developer Parties proposed to receive'the reimbxsement) 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 Ifthe 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 Bondg, 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 s proposed $and jssue ("City Objectlou'l, 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 anti Parkside nn the River Subdivision (WCMUD No. 25 and Pubide on the River MUD No. 1). Page 14 of 2i 2020128407 Page 17 of 173 De vel opment Agre ement forwhich the issuing District or applicable Developer?bAy 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 lime, 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. 11.0.6 Official Statements. Within thirty (30) days after the issuing District closes the sale of each series ofBonds, 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, CityManager 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 1107 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. l 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 Xll 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 ofthe Texas Local Government Code. 12.02 Farpase. The Parties aclmowledge and agree that the creation of the Districts and du 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 Ag eoment 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 Con{imratiom Date, POR MUD No. 1 or the Additional Sccond Amended and Restated Consent Agreement Water Oak Subdivision and Paftlde on the River Subdivision (WCMUDNo.25 and Aftside ontbe River MUD No, 1) Page 15 01`28 2020128407 Page 18 of 173 District shall file in the real property records of Williamson County a notice in the form required by Section 49.432 ofthe Texas Water Code. ARTICLE XHI TERM, ASSIGNMENT AND REMEDIES 13.0.1 Term. This Agreement sball. 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. l (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 uuderb&ng 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(exl), or (ii) pursuant to Section 13.02(cx2), and not otherwise. A Developer Party undertaking an assignment is not required to abtaw 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 Pa&ide on the River Subdivision (WCMUD No. 25 and.Parksidc on the River MUD No. t) Page 16 of 28 2020128407 Page 19 of 173 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 of 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; B. 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 assignraw) and, upon Second Amended and Restated Consent Agreement Water Oak Subdivision and PiiTkside on the River Subdivision (WCMUD No, 25 and Padmide on the River MUD No. ,1) Page 17 of 28 2020128407 Page 20 of 173 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. (t) 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 filly 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 Parry"), any non - defaulting Party may give the Defaulting Party written notice specifying the default (a "Default Notice'l. If the Defaulting Party fails to fully cure any default that can be cured by the payment of money ("Monetary Default") within 30 days attcr rcccipt 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 shallhave all rights to enjoin the payment of Bond proceeds to a Defaulting Patty during any period during which it 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 Covent Agreametit Water Oak Subdivision and Parkside on the River Subdivision (WCMUD No. 25 and Pa kside an the River MUD No. t) Page I$ of 28 2020128407 Page 21 of 173 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 Conformation Date. (c) If POR MUD No. I 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 Agrrcmcnt 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 he 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 808Martin 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 808Martin Luther King Street Georgetown, Texas 78726. or Second Amended and Rmtated Consent Agreement Water Oak subdivision and Parkcide an the River Subdiviaian (WCMUD No. 25 and Parkside on tho River MUD No. 1) Page 19 of 28 2020128407 Page 22 of 173 P.O. Box 409 Georgetown, Texas 79627 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. Flagauer 1602 N. Loop 410, Suite L1102 San Antonio, Texas 78248 Attn: Ron Hagauer Phone: (210) 479-323 L HM Parkolde: 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 10th 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, Vandmburg Furst Savage & Vanderburg, LLP 814 West 10th 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 Ro¢tatedConsent Agreement Water Oak Sub dnriaion and Parkeide on the River Subdrvieion (WCMUD No. 25 and Parkside on the Riyor MUD No, 1) Page 20 of 28 2020128407 Page 23 of 173 FOR 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 ofAmerica or designate additional persons to receive notice by giving at least five (5) days' written notice to the other Party. 14.02 Severabillty; Waiver. (a) If any provision of this Agreement is illegal, invalid, or unenforceable, under Present or fgture 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 anyand 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. 1.4,04 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 subjectmatters;addressed.in•this Agreement, except where the Parties have specifically agreed in this Agreement that a Development Agreement sball control in the event of a conflict. 1.4.05 Amendment by Agreement. This Agreement (a) may be amended as to all of the Land st any time by mutual written agreement of the City, all Developer :Parties (or their respective successors anti/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 ofthe 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 andlor 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 Pa&dde on the River Subdivision (VWCMUD No. 25 and Parkside on the River MUD No.1) Page 21 of 28 2020128407 Page 24 of 173 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 theparagraphs. Wherever appropriate, words of the mearbline 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,.nde of construction that any ambiguities are to be resolved against the drafting Party will notbe 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 orlegal holiday. 14.08 Notice to End Buyer. The Districts shall fully comply with the notice requirements ofSection49.453 oftheTexas Water Code. At the time each prospective End Buyer contracts for the purchase of a lot ora 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 DeveloperParty 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 thepurposes 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 subdivisibn plat approved by the applicable governmental authorities. 14.09 Authority for Execution. By their signatures hereon, each Party certifies, represents, and warrants Iltat 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 end Restated Consent Agreement Water -Oak Subdivision and Parkside on the River Subdivision (WCMUD No. 25 and Parloidt: on the River MUD No, 1) Page 22 of28 2020128407 Page 25 of 173 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) Exhibit11 Description of Remainder Property Exhibit C Description of 2243 South Tract Exhibit D Depiction of Parkside Property Exhibit E Outline ofWCMUD 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 7 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; Retorda'tion. Once executed bythehitial 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 WI [FRFi0F, the undersigned Parties have executed. this Agreement on. the dates indicated below. (notdr&ed signafure pages follow) Seoond Amended and Restated Consent Agreement Water Oak Subdivision and Parkside on the River Subdivision (WCMUD No. 25 end Parksidc on the River MUD No. 1) Pate 23 of28 2020128407 Page 26 of 173 CITY OF GIWRGIETOWN, TEXAS 5:24 L 61,11 Y Name: Dale Ross Title: Mayor ATTEST: By: Robyn Ci�Semtwy APPROVED AS TO FORM: By:Apipsop �0' Charlie McNabb, City Attorney STATE OF TEXAS COUNTY OF WHIJAMSON § This instrument wss acknowledged before me the -0day of "fmiz 201 % by Dale Ross, Mayor of the City of Georgetown, Texas, a home -rule city, on behalf of the City. (Kal) o Public Stet of Texas tstov►tatntlee M My NMI IDS 1211116123 �M iArp �, 2010 Second Amended and Restated Consent Agreement Water Oak Subdivision and Parkside on the River Subdivision (WCMUD No. 25 and Padmids on the River MUD No. 1) Page 24 of 29 20201211407 Page 27 of 173 LARIEDO WO, LTD., a Taws limilad ptrrarakip By: ABG ENTERPRISES, LTD., a Taxes limited partnership, its Genwal Part w By: GALO, INC., a Texas co its General p By, Name: A. Brad (lab Title: Chief Executive Olflcer STATE OF TEXAS COUNTY OF BEXAR This instrument was vJmowkdgod befbm me the I day of A e- —, 2019, by A. Brad Galo. Chief Executive Officer of GAo, Inc., general partner of ABO ENTERPRISES, LTD., a Texas limited partnership, as General Parizier of LAREDO W.O. LTD, a Texas limited paebombip, on behalfof said corporation wW partnerships. M � taws+ Public Sipe of Texas ttwtnoartlerscrt wry lrs,oterrm"Egb ■ art�x�.aosz Second Amended and ResbW C=mM A j=mW Water Oak StdadivWm sad Parieaide on /ie River 9mbdivision (WCMUD W 25 sad Ttattaids on On River MUD Mo. 1) pw 39 of79 2020129407 Page 28 of 173 HM PARKSIDiE, LP, a Texas limited partnership By: Hanna/Magee GP # I, Inc., a Texas corporation, General Partner By: Blake J. Magee, President STATE OF TEXAS COUNTY OF TRAVIS This instrument was acknowledged before me the eday ofy er 2019, by Blake J. Magee, President of Hanna/Magee GP 41, Inc., a Texas corporation, General Partner of HM PARKSiDE, LP, a Texas limited partnership, on behalf of said corporation and partnership. ! "' S i KIREN RAYM BEL W+r�wyID#12MOX (seal)` 15' Notary Public State of Texas Second Amended and Restated Consent Agreement Water Oak Subdivision and Parkside on the River Subdivision (WCMUD No. 25 and Padmide on the River MUD No. 1) Page 26 of 28 2020128407 Page 28 of 173 KH CR 176-2243, LP, a Texas limited partnership By: Hanna/Magee GP #I, Inc., a Texas corporation, General Partner By: —�n) Blake J. MII@ee, President STATE OF TEXAS COUNTY OF TRAVIS This instrument was acknowledged before me the -/Ay of 0a.-, _, 2019, by Blake J. Magee, President of Hanna/Magee GP 41, Inc., a Texas corporation, General Partner of HM CR-176-2243, LP, a Texas limited partnership, on behalf of said corporation and partnership. 116 X K4FM RAYBIR �'" �b�Y1Di11%71ip6 (seal) � �+�l� ttl, 700t /� _ _ � %� 1 � ✓. 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 2020128407 Page 30 of 173 WELLIAMSON COUNTY MUNICIPAL UTILITY DISTRICT NO. 25 anted Name, Title:. -Pf��r1 t kt f AnALk •5l1r�:= 1 STATE OF TEXAS COUNTY OF WILLIAMSON This instrument was acknowledged before me on the Z day of 0 tr 2019, by �la_Son 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) N6tary Public State of Texas Second Anwided and Resisted Consent Agrwrimi Water Oak Subdivision and Pa*dde on the River Subdivision (WCMUD No. 25 aad Pwkside an the River MUD No. 1) Page 28 of? 2020128407 Page 31 of 173 APPROVAL AND EXECUTION OF SECOND AMENDED AND RESTATED CONSENT AGREEMENT BY PARKSIDE ON THE RIVER MUNICIPAL UTILITY DISTRICT NO.:i Parkside on the River Municipal Utility District No. i (the "District") hereby approves and executes the Second Amended and Restated Consent Agreement (the "Agreen nt") between the City of Georgetown, Texas, Laredo W.O., Ltd, a Texas limited partnership, HM Parkside, LP, a Texas limited partnership, HM CR 176-2243, LP, a Texas limited partnership, and Williamson County Municipal Utility District No. 25, in accordance with Section 5.05 of the Agreement dated October 8, 2019. ►►►►ttufi��� jt. ir1',/ lilt ►►►►��� By: Tiffany MagnAvice Secretary, Board of Directors THE STATE OF TEXAS COUNTY OF TRAVIS PARKSIDE ON THE RIVER MUNICIPAL UTILITY DISTRICT NO. i By: Christ her Thurman Blackburn President, Board of Directors This instrument was acknowledged before me on the _7day of October, 2020 by Christopher Thurman Blackburn, President of the Board of Directors of Parkside on the River Municipal Utility District No. 1, on behalf of said District. (seal) {W0993798.1} A ,AIR yiiiun"w Notary Public Signature Vt7 OF M111tt1,1iK 1354.715 ACRES ABG DEVELOPMENT WATER OAK EXHIBIT A DESCRIPTION 2020129407 Page 32 of 173 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. 60B; 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 N69001150"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; 2020129407 Page 33 of 173 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 17 14100", an arc length of 849.64 feet, and a chord which bears S77°38150"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 angie of 16*31130", an arc length of 562.37 feet, a chord which bears S78°00105"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 315-146.60, from which a TXDOT concrete monument found bears N86057116"E, a distance of 1.21 feet; 5) 869044J20"W, a distance of 71.50 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. 2005043438 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 S1004215311E, 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•1-56.60, 40' left bears 573012'54"W, a distance of 1397.29 feet (direct survey tie); THENCE, N1004215311W, 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) S69014138"W, a distance of 375.65 feet to a 1/2-inch iron rod with cap found; 2020128407 Page 34 of 173 FN. NO. 11-406(ACD) DECEMBER 5, 2011 PAGE 3 OF 15 2) S69012'50"W, a distance of 185.31 feet to a nail found in a 14" Elm; 3) S69016'08"W, a distance of 386.65 feet to a 1/2-inch iron rod with cap found; 4) S69°43116"W, a distance of 277.23 feet to a 1/2-inch iron rod with cap found; 5) S69°32142"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) S21°20'32"E, a distance of 854.10 feet to a 1/2-inch iron rod with cap found; 2) 920°56159"E, a distance of 931.00 feet to a 1/2-inch iron rod with cap found; 3) S20°44117"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"19107"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) N28°25104"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; I 2020129407 Page 35 of 173 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 N18°24154"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 8901112911, an arc length of 38.92 feet, and a chard which bears N71°03154"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 beginning 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°07136"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) N26°28'10"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°58122", an arc length of 674.40 feet, and a chord which bears NO3°28159"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) S:68°02125"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. 21038112", an arc length of 199.96 feet, and a chord which bears 377°13119"W, a distance of 198.77 feet to a PK nail found at the end of said curve; 2020128407 Page 38 of 173 FN. NO. 11-406(ACD) DECEMBER 5, 2011 PAGE 5 OF 15 3) N32°53'30"W, a distance of 44.53 feet 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°20117"E, a distance of 450.00 feet to a 1/2-inch iron rod found at an angle point; 6) N34°39143"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 29005117", an arc length of 124.71 feet, and a chord which bears N24052155"E, a distance of 103.44 feet to a 1/2- inch iron rod found at the end of said curve; 8) N55°20117"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) N80'20105"E, a distance of 307.48 feet to a 1/2-inch 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 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 N63028150"W, a distance of 29.60 feet to a 1/2-inch iron rod with cap found for the end of said curve; 4) N09039151"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) N21006'50"W, a distance of 186.45 feet to a 1/2-inch iron rod with cap found for,an angle point; t 2020128407 Page 37 of 173 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°41111"W, a distance of 528.84 feet to a 1/2-inch iron rod with cap found for an angle point; 9) S66°44124"W, a distance of 125.00 feet to a 1/2-inch iron rod with cap found for an angle point; 10) N23*41111"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) N21°14121"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 S14011142"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) S75°48'18"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 S59°36101"E, a distance of 322.60 feet to a 1/2- inch iron rod found at the point of tangency of said curve; 3) S43°23144"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; 2020129407 Page 38 of 173 FN. NO. 11-406(ACD) DECEMBER 5, 2011 PAGE 7 OF 15 4) Along said curve, having a radius of 1078.00 feet, a central angle of 09°18'07", an arc length of 175.01 feet, and a chord which bears N55024117"E, a distance of 174.82 feet to a 1/2- inch iron rod found at the end of said curve; 5) N60°03121"E, a distance of 536.21 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 52°10140", 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) N0VS2140"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 79002113", an arc length of 1349.11 feet, and a chord which bears N47°23147"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°54153"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 radius of 1078.00 feet, a central angle of 03*59150", an arc length of 75.20 feet, and a chord which bears N88°54148"E, a distance of 75.19 feet to a 1/2- inch iron rod found at the end of said curve; 11) N22°06'17"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, S68047125"W, 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) N0001011511W, a distance of 94.12 feet to a 1/2-inch iron rod found at an angle point; 2) N00°06125"E, a distance of 765.27 feet to a 1/2-inch iron rod found at an angle point; 2020128407 Page 39 of 173 FN. NO. 11-406(ACD) DECEMBER 5, 2011 PAGE 8 OF 15 3) N00015154"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) N00'04' 52"E, a distance of 14.51 feet to a nail found at an angle point; 7) N02025102"W, a distance of 79.29 feet to a nail found at an angle point; 8) N00029119"W, a distance of 311.09 feet to a nail found at an angle point; 9) N01°10138"W, a distance of 96.13 feet to a nail found at an angle point; 10) NO2°08159"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; WHENCE, 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) S36'25'52"E, a distance of 145.97 feet to a 1/2-inch iron rod with cap set for an angle point; 2) S40°04140"E, a distance of 159.64 feet to a 1/2-inch iron rod with cap set for an angle point; 3) S65°38147"E, a distance of 83.14 feet to a 1/2-inch iron rod with cap set for an angle point; 4) N88°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) N67002144"E, a distance of 133.64, feet to a 1/2-inch iron rod with cap set for an angle point; 7) S27°21125"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; 2020129407 Page 40 of 173 FN. NO. 11-406(ACD) DECEMBER 5, 2011 PAGE 9 OF 15 9) S82°53115"E, a distance of 115.61 feet to a cotton spindle set for an angle point; 10) N56007111"E, a distance of 106.34 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) N34057121"W, a distance of 1007.97 feet to a 1/2-inch iron rod with cap set for an angle point; 13) N55043132"E, a distance of 580.05 feet to a 1/2-inch iron rod with cap set for an angle point; 14) N32047104"W, a distance of 120.64 feet to a 1/2-inch iron rod with cap set for an angle point; 15) N56°00128"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°09102"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 limn of said 324.00 acre tract, for a portion of the irregular northerly line hereof, the following three (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) S75°51'25"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) N66058115"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; 2020129407 Page 41 of 173 FN. NO. 11-406(ACD) DECEMBER 5, 2011 PAGE 10 OF 15 2) N40°04'03"W, a distance of 225.44 feet to a 1/2-inch iron rod found, for an angle point; 3) N17'01129"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°11124"E, a distance of 120.22 feet to a 1/2-inch iron rod found for an angle point; 2) S39°54'51"E, a distance of 138.55 feet to a 1/2-inch iron rod found for an angle point; 3) S72*25' 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, S74"05144"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) N01"54109"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; 2020129407 Page 42 of 173 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) S21007139"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) S88°34142"E, a distance of 699.50 feet to a 3/2-inch iron rod found for an angle point; 3) S88°25114"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; S07°00'59"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; S07°08133"E, a distance of 120.67 feet to a 1/2-inch iron rod found, for an angle point; S07052'32"E, a distance of 201.58 feet to a 1/2-inch iron rod found, for an angle point; S07652'24"E, a distance of 161.62 feet to a 1/2-inch iron rod found, for an angle point; 2020129407 Page 43 of 173 FN. NO. 11-406(ACD) DECEMBER 5, 2011 PAGE 12 OF 15 7) S07°22137"E, a distance of 172.62 feet to a 1/2-inch iron rod found, for an angle point; 8) S08003147"E, a distance of 149.47 feet to a 1/2-inch iron rod found, for an angle point; 9) S08°15'27"E, a distance of 319.11 feet to a 1/2-inch iron rod found, for an angle point; 10) S09°50124"E, a distance of 216.94 feet to a 1/2-inch iron rod found, for an angle point; 11) S08°50133"E, a distance of 209.44 feet to a 1/2-inch iron rod found, for an angle point; 12) S00"25'18"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 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) S87°44131"W, a distance of 362.99 feet to a calculated point, for an angle point; 2) N78002128"W, a distance of 85.59 feet to a calculated point, for an angle point; 3) S80019111"W, a distance of 148.88 feet to a calculated point, for an angle point; 4) S65008113"W, a distance of 207.18 feet to a calculated point, for an angle point; 5) N66°16'04"W, a distance of 40.94 feet to a calculated point, for an angle point; 6) N88°38102"W, a distance of 149.71 feet to a calculated point, for an angle point; 7) N89051111"W, a distance of 391.55 feet to a calculated point, for an angle point; 8) N79008'16"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; 2020128407 Page 44 of 173 FN. NO. 11-406(ACD) DECEMBER 5, 2011 PAGE 13 OF 15 THENCE, S010521141E, 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 points 2) S00°0313511W, a distance of 341.80 feet to a 1/2-inch iron pipe found, for an angle point; 3) 804036144"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) S01045'07"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°48'39"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°30115"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 16B.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) S68°13142"W, a distance of 128.79 feet to a 1/2-inch iron rod with cap set, for an angle point; 2) N36°37128"W, leaving said Barton 51.56 acre tract, a distance 301.75 feet to a 1/2-inch iron rod with cap set, for an angle point; 2020128407 Page 45 of 173 FN. NO. 11-406(ACD) DECEMBER 5, 2011 PAGE 14 OF 15 3) N68046105"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) S71°34153"W, a distance of 180.12 feet to a 1/2-inch iron rod with cap set, for an angle point; 6) S75°44'55"W, a distance of 433.46 feet to a 1/2-inch iron rod with cap set, for an angle point; 7) S80°42101"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; THENCH, 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 3404614111, 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) N67058'56"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; rl 2020129407 Page 46 of 173 FN. NO. 11-406 (ACD) DECEMBER 5, 2011 PAGE 15 OF 15 4) S2005415411E, 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 0.36B3 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, DF4062, & 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 RAM 221 WEST SIXTH STREET, SUITE 600 NO. 5901 AUSTIN, TEXAS 78701 STATE OF TEXAS Tract 1: Tract 2: 2020128407 Page 47 of 173 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. 2020129407 Page 40 of 173 :• ;.,.I EXHIBIT B, a�•xs�stta.•xee e.....Iw„ � � ' •_��si'i"'0°*!�l . ,: '. r.sw.grYq JIMMx A.w�Mr,a,_�q/�..W Lc.nW YM1� �-r� �-•�T I.�w%ixn r.'tw.gi,1•tiffi-w E14/.'wglCriw�rNsww ��5 !, ��rlf .. �' 1It'�� a.q lwl�w_rw.�.wlrw w^�iwl�.r.•.ruwq,q !_ .v�1 ,`{!'`' ..:._ pp ..Y1�661R9�4@.�,..,..._..,.,,<...r..«.,,..Y .:SIG .�� -: •'� .-¢L +, : t `. _�..., ► .,. �► i �' `A Auvang 40 ► Imo.. I � _y TRACT 1 - i.'At:."." iTSLi. CS.�. • ~`JC'lG7.L'"f.w'S•� �1,151Y8.001w�A�CRS, c i TRACT ? 250 ACRES 3RM Mm z owl y REM. w MA a oar PhxrNU 4P W OA V n T W am a� 2020128407 Page 48 of 173 Exhibit R-1 Page 1 of 12 Pages County: Williamson Project: Water Oak South Job No.; A 180801 MBS No.: 18-005 FIELD NOTES FOR 1156.001 ACRES Being a tract containing 1,156.001 acres of land located in the I. 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 936, the D. Medlock Survey, AbstractNumber 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 facts of land recorded in the name of Laredo Wo, Ltd. in W.C.C.F. Number 2007014292, 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 0.369 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 tact 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 2007014279; 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 25 mantes 10 seconds West, a distance of 157.44 feat to a 1/2-inch iron rod found; 2020128407 Page 50 of 173 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; S. 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 are 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; 2020128407 Page 51 of 173 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 279.3 8 feet to a 1/2-inch iron rod set; 3. 31.65 feet along the arc of a curve to the le$, 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 instance of 233.35 feet to a 112-inch iron rod found; 8. North 23 degrees 41 minutes 1 I 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 depees 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 109.54 feet to a 1/2-inch iron rod found; 12. North 21 degrees 14 minutes 21 seconds West, a distance of 714A7 feet to the easterly line of a call 60.5184 acre tact 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; 2020129407 Page 52 of 173 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 H in W.C.C.F. Number 2012043969; Thence, with the southerly line of said 314.00 acre tract, 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 1/24ron rod found; 4. 175.01 feet along the arc of a curve to the right, said curve having a oentral 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; S. 1,349.11 fed along the are 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 beers 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 09 seconds East, a distance of 75.19 feet to a 1/2-inch iron rod set at the southeasterly comer 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: 2020128407 Page 53 of 173 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 corner 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 Zsmin, 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: l . 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; B. 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 Mund; 2020128407 Page 54 of 173 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 corder of a call 106.00 acre tract of land recorded in the name of 7Amin, 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 Bound; 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 I 1 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; 2020129407 Page 55 of 173 Exhibit B -1 Page 7of Wages 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 2018039091. 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; S. South 41 degrees 38 minutes 10 seconds East, a distance of 114.53 fleet 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 arc 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; 2020128407 Page 56 of 173 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, 60.99 feet along the are of a curve to the left, said curve having a central angle of 15 degrees 01 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 arc 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 ofABG Water Oak Partners, Ltd. in W.C.C.F. Number2014071868; 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 1/24nch iron rod set; 2. South 03 degrees 43 minutes 00 seconds East, a distance of 299.26 feet to a 1/24nch 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 545AS 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 defrees 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, 2020128407 Page 57 of 173 Exhibit B-] 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: l . 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 1026,91 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 Much iron pipe found; 2020128407 Page 58 of 173 Exhibit B -1 Page 10of I!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 480.95 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 391.75 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 214.69 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 comer of a called 3.090 acre tract of land called Road Essement in W.C.C.F. No. 2014011209; 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 *act, North 68 degrees 08 minutes 38 seconds East, a distance of 901.90 feet to a nail found at a northwesterly comer of said 77.902 acre tract; 2020128407 Page 58 of 173 Exhibit B-1 Page l 1 of Mages Thence with the westerly line of said 77.902 acre tract, South 20 degrees 54 minutes 54 seconds East, a distance of 3,791.46 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 it 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 are 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 (1947 cap) found at the southwesterly corner of aforesaid 71.001 acre tract, also being the southeasterly comer 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, withthe 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 comer of the said 71.001 acretract, and the northeasterly comer 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 thename 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; 2020128407 Page 60 of 173 Exhibit 13-1 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 (1947 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 (1947 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 P.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 RO. W. line, the following three (3) courses: 1. 63.33 feet along the are of a curve to the right, said curve having a central angle of 00 degree 3 8 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, 2019 2020128407 Page 61 of 173 Exhibit B-2 Page 1 of 1 Pages f 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 9A 10 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 comer 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 t/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. GBIf Partners, L.P. Ph: 512-296-2675 October 17, 2018 2020128407 Page 62 of 173 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 49.668 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 monuments the northeast comer 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. 2008038439 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"1T'E a distance of 173,79 feet to a 1/2" Iron rod set at a non4angent 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 Willlamson County Texas; THENCE across sold 40.80 Acre Tract; said 49.666 Acre Tract and in part along the west line of said 0.054 Acre Trott 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 819838'15"W, 825.59 feet to a 1/2' iron rod set at a point of tangency; 2. 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 49.555 Acre Tract and in part with the north fine of said 1.00 Acre Tract and the north line of a 26,046 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_ S69'06'27"W passing the northwest corner of said 1.00 Acre Tract, In all a distance of 666.71 feet to a 112" Iron rod with cap labeled RPLS 1847 found; S68"47'24"W a distance of 589.86 feet to a 112" iron rod with cap labeled RPLS 1847 found; S69"16'47"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" VV a distance of 232.18 feet to a 3/8" iron rod fourrd.monumenting the southwest corner of said 40.80 Acre Tract and the southeast comer 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 Acne Tract, N20°57'39"W a distance of 1093.24 feat to a 112" iron rod set on the south line of said R. WE 2243 at the northwest corner of said 40.60 Acre Tract and the northeast corner of said 89.41 Acne Tract; 2779-DESC-62.048ac.rtf page 1 of 2 2020128407 Page 63 of 173 62.048 Acres EXHIBIT C PAGE 2 of 3 THENCE along the south line of said R. M. 2243 and the north line of sold 4.061 Acre Tract On following four courses: 1. N8701311111E a distance of 821.47 feet to a TxDOT concrete monument found; 2. N8701IWE a distance of 1357,10 feet to a TxDOT concrete monument found at a point on a non -tangent nerve 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 cenfral angle of 07"3431" and a chord bearing N83123'40"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 82.048 acres, more or less, as shown on the sketch attached: This document was prepared under 22TAC W3.21, does not reflect the results of an an the ground survey, and Is not to be used to convey or establish Interests in real property except those rights and Interests implied areslabllshed by the cre4on or rsoonfig urs tion of the boundary of the potdicaI subdivision for which it was prepared. Df rc. 1MIIlam L Johnson ; Registered Profes onal Land Surveyor No. 5425 ...watu t JO..... . State of Texas . 842E RJ Surveying & Aesoclates, Inc. 2900 Jazz Street, Round Rode, Texas 78864 (;;,;;;�i� All iron rods set have RJ Surveying caps Bearings are Texas State Plana Central Zone NAD 83 2779-D ESC-62.048ac.rtf Page 2 of 2 •yl l.Sr F"1 •l/wMYATCw:W NM4 i1.AIal Id10N . •.NI.14ofF WAM"�rOl-O O'+.: . r1AT Mlk.`a.Y+.uwVeTrorrt' MUD ANNEXATION SURVEY A NUR71M OF THE oO4N !. C74UR[7i SURVEY. AEISMACI NO 140. WUFAYSM' CWNrK IEYAS x fl...+,. u� rhlarA i.a.. nuc Wh rY+f w — w— v �µ— a H — a .. 4'u7gl 2020128407 Page 64 of 173 �Mf u�nu..rt urea se T>a, ncer.rz i-i �eu�Yr urea �ii i�»0 O.ON ACID ,�.. r �!�••:• ! d�ry.'' Y� 4Aiy Hs T ' r 41 z EPW ` - 5 FCH M ACCOMPANY VESC RLW RECORDERS MEMORANDUM All or parts of the text on this pagewas not clearly legible for satisfactory recordation 2020128407 Page 65 of 173 Exhibit D Downtown Georgetown Parkside on the River liviPARKSIDE ON THE RIVER • AREA MAP-- �Nw�+wm x41•�� ` w Sil NANNA/MA6[�JL i. 2020128407 Page 66 of 173 EXHIBIT E P1 f3'' M OWN worm 11 "u 77, ahAn Nk -arA— NW26 MOM MAX RECORDERS MEMORANDUM All or parts of the text on this pagewas not clearly legible for satisfactory recordation 2020128407 Page 67 of 173 I PAOE2.0 WIr r�' NJ tea: '' �a� £ .� n., Z �•- ._! f,'jc...,�x-'+, ti�s , � �'. �•-'. '� y�Y�4. It 1-11 �__ 3�_m RECORDERS MEMORANDUM All or parts of the text on this page was not clearly legible for satisfactory recordation 2020129407 Page 88 of 173 > LYJIIMrZ ze- ~or RECORDERS MEMORANDUM All or parts of the text on this pagewas not clearly legible for satisfactory recordation 2020128407 Page 68 of 173 EXHIBIT F Resolution No. 10= I'q- W 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. i" WITHIN THE EXTRATERRITORIAL JURISDICTION OF THE CITY OF GEORGETOWN, TEXAS WHEREAS, the City of Georgetown (the "Qy") 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 ' 's ' 'o "); and WHEREAS, Section 54.o16 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. 2022oo6x98 (the "Cons"i —4Vro"onera") 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. 2o16008sis (collectively, Document No. 2012027844 and Document No. 2oi6008515 are referred to herein as the "Deve l)ruent Apiv wl"); 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: &A#Qn 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. i 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. -0=tot — W. __.. Consenting k) Creation of Parkaide at the River MUD No. I Page I of 3 2020128407 Page 70 of 173 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 operatinn and maintenance. ,SgKtjgn a. That the District provide to the City a final Texas Commission on Environmental Ouality (t)e "COmMissionI order approving a bond issue (or the accompanying staff memorandum) that contains a finding, made in accordance with the Commission's then - exist ing rules, that it is feasible to w.11 Bonds and maintain a projected District total tax rate of not more than $o.92 per $too in Assessed Valuation (the "Tax Rate Limit.") Section A. That before the submission of an appheal ion of approval of issuance of Bonds to the Commission or to theTexasAttorney General, whichever occurs first, the District's financial advisor certifies in writing to the City that the Bonds are being isqued within the then -current economic feasibility guidelines established by the Commissiall 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. Seatiara_s. That the Petition attached hereto as E-xIUbW-'A-'A(including all attachments tothe Petition), and the depiction of Parkside Parkway and Parkway B attach hereto as EXhjWt "B", are hereby incurpoi-ated into this Resolution by this reference as if set forth in full; and that the two agreements included with the ahove-stated definition of "Development Agreement" (together with all attachments to the Development Agreement) are also hexehy incorporated into this Resolution by this reference as i f set forth in full. Section fi. 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-fT 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 ResokuLiun and remain in full force in effect. Se . 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. Sectior3 . This Resolution shall become effective on its final passage. PASSED AND APPROVED on the Zihay of f' , 2019. List of Attachments: Exhibit A The Petition (including all attachments to the Petition) Resolution No. aw l I(k - Vj Consenting to Creation of Perkside at the River MUD No. I Page 2 of 3 CITY OF GU7RGLTGi%'N, TEXAS (20 � `� Dalt: Ross, Mayor AT=: Robyn Dee smtrre, city Secretary Rmolulion No..Of Caumfl% to Cmstio n of Pnduldu mf the Mi W MUD No.1 2020122407 Page 71 of 173 Pw 3 of 3 2020128407 Page 72 of 173 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 "FL['iClOf3GL"), acting pursuant to the provisions of Chapters 49 and 54, Texas Water Cade, as amended, and the Amended and Restated Consent Agreement between the City of Georgetown, Texas (the `GLtM"), Laredo W.O., l.td., and Williamson County Municipal Utility District No. 25 recorded in the Official Public Records of Williamson County, Texas as Document No. 2012oo6r98 (the 'Consent e"), 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 c6A" (the "���"], and, in support of this Petition, would show the following_ The name of the proposed district is Parkside on the River Municipal Utility District No- 1 (the "DL-, r' . There is no other conservation or rmlamation district in Williamson County, Texas with the same name. H. The District is proposed to be created and organized ender the terms and provisions of Article XVI, Section gg 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 "_- 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 Exh "T!. 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. 110 The Petitioner holds title to slid is owner of a majority, in value of the Property as indicated by the tax rolls of Williamson County, Texas. The only iienholder on the land, First United Bank and Trust Company, has CDnsented to the: creation of the District as evidenced by the Certificate of Lienholder's Consent attached as Exhibit "C". {W0912836.2} 2020129407 Page 73 of 173 V. The general nature of the work to be done by the District at the present time is (a) the design, cons -action, acquisition, improvement, maintenance, extension, financing and issuance of bonds for G) 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 ii as depicted on the attached Exhibit "12' (the 'Road VI. Theta 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 systern, 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. VH. 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. Vill. 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,o5o,000. I%. Petitioner, by submission of this Petition, request the City's cons" tto 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. {Wo912836.2} 2020128407 Page 74 of 173 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 go days of submission of this Petition pursuant to Article 1I, Section 2.02(c) of the Consent Agreement ERFCUTED on the date or dates indicated below, to be effective the Bth day of August, 2019. EW Varkside, LP, a Texas limited partnership By: Hanna/Magee GP # i, Ina, a Texas corporation By: THE STATE OF TEXAS § COUNTY OFTRAVIS § Blake J. Magee, ]?resident This instrument was acknowledged before me on the . day of _ , 2oig, by Blake J. Magee, President of Hanna/Magee GP #j, a Texas corporation, general partner of HM Parkside, LP, a Texas limited partnership on behalf of said corporation and Iimited partnership. Notary Public, State of Texas 4Wo912836s1 3 2020129407 Page 75 of 173 EXHI[BYT "A" ifir Pl ! k T ihr : Z J I_ C ti iF;;t• t•f f �7' %V, a •• i Ti- ! �Y;1 e E ��1 loll !� j f f efa +fi ift E iltON' ` i; A fir'�f� ni ;i� 5`s'•f3 E� �5` J 1#ilila, � t,�ifi 19 P S I wg.fE ;P i;1f;'; 9If M- iN! 7j#i i ?111f':f Y� ly?t�# i a 1 i Asins l a a60 rah• H11 I ■ i iert.:� s� F, -asji Ad ,i i j %e {Wo93L2836.2} Bxhi'bit "A" — Page 1 of i RECORDERS MEMORANDUM All or parts of the text on this pagewas not clearly legible for satlsfactory recordation 2020129407 Page 76 of 173 Exhibit A-L Page 1 of 2 Pages County: Williamson Project: Parkside on the River Job No.: Al 91301 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 (bear-Ings 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 are 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 let 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 1.146391 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 274.99 fat; 2020129407 Page 77 of 173 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 1,390.00 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 IiM Parkside, LP in Document Number 2018114044, O.P.11M.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 comer of said 3.090 acre tract and a southwesterly comer 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, it distance of 3,791.46 feet to the Point of Beginning containing 272.512 acres. This document was prepared under 22 TAC g663.21, does nor 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 recogftguraflon of the boundary of the political subdivision for which it was prepared. GBI Painters, LP TBPLS Firm No.10194150 Ph: 512-296.2675 August 1, 2019 2020129407 Page 78 of 173 EXM BIT "S" {W0932836.21 Ethibit "B" — Page i of— 2020128407 Page 79 of 173 III IIIlIIIIII! Ill Vlf ll liP�?glll lllllllllll AGR 2012@06198 92 PGS AMENDED AND RESTATED CONSENT AGREEMENT 'I'll K STATE OF TEXAS COUNTY OF WILLIAMSON This Amended and Restated Consent Agreement (" ,L. eI c t") is between the City of Georgetown, Texas ("the W ), a home -rule city located in Williamson County, 'Texas, LAREDO W.Q., Ltd., a Texas limited partnership (tile "QcKA l" and '`Qyme I and Williamson County Municipal Utility District No. 25, a municipal utility district created under Chapters 49 and 54 of the Texas Water Code (the "V!rst Dis(rict"). INTRODUCTION WI If;RI: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 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 Document No. 2007054980(the "First Amended levelopment 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 "Fottrllt Amended Development Agreement") (collectively the " r'o 1)1gvglp,Qmcnt Agreement Amcndmentej (the Original Development Agreement., as amended by the Prior Developincnt Agreement Amendments, are referred to collectively herein as the "Deve}o„pment Atzrecn}ene'); and WHEREAS, the City and the Developer also entered into that certain "Offsite Utility Construction and Cost Reimbursement Agreement" dated as ofNovember 14, 2006 and recorded in the Official Records of Williamson County as Document No. 2007040906 (tile "QLi'ig0l Of'f ite lltilit A rcc "), which has been amended by that certain "First Amended Offsite Utility Construction and Cost Reimbursement Agreement" dated as of June 7, 2007 and recorded in the Official Records of Williamson County as Document No. 2007054979 (tile "First Amended Offshe Agreement'), and by that certnin "Second Amendment to the Offsite Utility Construction and Cost Reimbursement 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 (the 'Third Amended Ofishe Agreement'') (collectively the "Prig OlUitc Agreenient Amendments') (the Amended and Related CoroaH A®reemem FINAL clown dmx 2020129407 Page 80 of 173 Original Offshe Agreement, as amended by the Prior Offshe Agreement Amendments, are referred to collectively herein as the "OfrsiLe Aerecn,ent"); and WHEREAS, on even date herewith, the City and the Developer have entered into that certain "Amended znd Restated _Mvelofyment Ap-tg—em_ent," 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 WHEREAS, 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. 022609-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 terins arc defined herein), the Developer was authorized to create up to five (5) "in -city" municipal utility districts on the Original Land; and W (11 RI AS, 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 `Tirst Oistrict'), 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 Land, change the boundaries of the First District, and to be consistent with the Amended and Restated Development Agreement. 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 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: Agreemenu 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 17eslated Devclonment As~reemerit: 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 Homed Consent Ap mwnt FINAL deAnAu x 2020128407 Page 81 of 173 Annexation Tnict: 256,418 acres of land described by metes and bounds in LNh it A. but excluding the Parkland. Ass�ee: A successor to Owner as defined in Section 1.01 of -this Agreement. Bond: Honds, notes, or other obligations, including refunding or refinancing of same; issued or reissued by the First District and any Successor District. -Q&: The City of Georgetown, Texas, a home rule city located in Williamson County, Texas. City's FmclusiortJ t: 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), SAVI? AND EXCEPT a 0.922 acre portion of said 268.301 acres of land described on EXII"b't consisting of a fifteen 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 City's Exclusion 'Tract and which is not to be de -annexed under Section 2.1 of this Agreement.. Dever: l,arcdo W.U., Ltd. or its permitted successors and assigns under this Agreement which designation shall be used synonymously with Owner unless otherwise indicated. ttTective t)atc: 'I'lie latest date accompanying the signature lines below. First 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 TChQ confinnation date of May 18, 2010. First Dimriet's F.xcluslon 1'rAct: Approximately 249.786 acres of land described by metes and bounds on F, hibit C. Lad: Approximately 1,354.48 acres of land described by metes and bounds on Exhibit 1). Off -Site Facilities: The South San Gabriel Interceptor, as defined in Section 1.01 of this Agreement. On -Site Fricilitics: All water, wastewater, drainage, road and bridge facilities internal to the Land that are necessary to serve the Land. 01-h-inal Con.wm _A �r_c:e�: That certain Consent Agreement by and between Developer and the City dated December 12, 2007 relating to the Original Land. Amnided and Rnlalcd Comm Agreemem FINAL elm.doc% 2020128407 Page 82 of 173 tit i dial Land: 1,707.749 acres of land described by metes and hounds on Lxlilb•t k, and which was included in the Original Consent Agreement. Owner: Laredo W.O., I Ad. or its permitted successors and assigns tinder 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 Amended and Restated Development Agreement executed to be effective on even date herewith. SrnIIII S,rsl C;- ucl 13rid c: 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 S:ut Gabriel hiLcrecnnor: That certain wastewater gravity collection main of various diameters beginning at its inception as the Wolf Ranch Lifl 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 B South), and the ABG Segment (Phase C-I and Phase C-2) as generally shown by sketch on ExhiWit F_ -oath Srtn Gnbrirl 11ltcrccftlnl — I'liase C-2: 'That portion of the South San Gabriel Interceptor beginning at the western terminus of Phase C-1 and extending westward to the westernmost boundary of the Land, as generally shown on lix ibis G 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 Confirmation Date: The date that the TCEQ confirms creation of a Successor District. TC'E0: Texas Commission on Environmental Quality, or Its successor agency. ARTICIIE IT DISTRICT CREATION Section 2.01. General. 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 Aolw" find Resm¢d Came n Ayiccmaro FINALCleao.dox 2020129407 Page 83 of 173 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 Uxl i A s 17 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, ofthe First District over a portion of the Original Land. e. The Developer and the First District represent and warrant to the City that there arc no outstanding bonds or 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 Utilily 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 or Section 2.01(h), the Developer may initiate the creation of a Successor District over some or all of the remaining Land that is not already in the First District, subject to the terns 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 District to enter into an agreement with the City in substantially the saint form as this Agreement, and including the following limitations., (1) For purposes of Section 5.03(e), the latest Bond issuance date for any district shall be fifteen (15) years from the date or the Grist 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 add 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 the Texas Water Code, Section 42.042 of the Texas Local Government Code, Amended and ke W Camera Agreement FINAI. Wear dues 2020128407 Page 84 of 173 and Section 13.10 of the City's Unified Development Code ('• 10C") for annexation of the Annexatinn Tract into the First District, On the Effective Date of this Agreement, the City has approved the resolution attached as Ex 'bit , consenting to the inclusion of Annexation Tract within the boundaries of the First District. The City agrees that the Resolution will be deemed 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, The 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 fi of the 'Texas Water Code, Section 42.042 of the Texas I-Amal Government 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) tmttst (1) 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 terns and conditions of this Agreement and the Consent Resolution in the form attached hereto; and (iii) include a copy of this Agreement us 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), for up to three (3) districts (inclusive of the first District). The City agrees that the resolution will be doomed to constitute the City's consent to the creation of the each Successor ,District. No further 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 drail. The City shall be entitled to review and request additional information about each individual designated as an initial director of any Successor District. Am mild urrl Resumed C.rlia,u Agieemud FINAL eknn.duar 2020128407 Page 85 of 173 C. Developer agrees that ets additional consideration for the City'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 boundaries 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 dr,-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 Agreument.) 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 thu city limits. C. In furtherance of the purposes of this Agreement, the First District and any Successor District and the Developer, tw behalf or diamseives and their respective successors c,nd assignees, covenant and agree that, except upon written consent of the City, neither the First District and any Successor District nor the Developer will: (1) 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 alter the Effective Date, tho First District shall file 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) days after the TCEQ's District Confirmation Date for any Successor District, the Successor District(s) 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 otter the Effective Date, the City shall commence the process to de -annex the City's Exclusion '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 end Rmated Content Apeanoot FINAL crcan.dnex 2020128407 Page 86 of 173 City's Exclusion Tract from the corporate boundaries of the City, the Developer or the First Distict must (a) provide evidence to the City that there are no delinquent or outstanding Oty taxes pertaining to the City's Exclusion Tract, and (b) pay the pro rasa 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. !. The City agrees that, except for the Parkland, it will not annex or ro-annex any of the Land until (1) the expiration or termination of this Agreement, or (2) the completion of at least 90% of the construction of the public infrastructure 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 TCEQ 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 Fee and a Alaster Development Fee, which amounts 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 Amended and Restated Development Agreement. The Developer shall pay the Administrative Fee and Master Development fee to the City in accordance with this Seetion 2.05, (b) Adminktrativc Fee: An Administrative Fee of S50,000.00 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 60th day following the Effective 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 Altiettded and Rostatcd 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 IJcveloomeni Fee: A Master Development Pee equal to the l'ngineer'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 reimbursement from the proceeds from the issuance of bonds by the First District and any Successor District at the rmc of 10% of each net bond rcinr,burscntent received by the Developer from the First District and any Successor District, in mcordance with the formula attached hereto as EXIlibil 1. boamkJ,md Hirilalcd Gomenl Atmxmrnl f MAL w1vonducx 2020128407 Page 87 of 173 Notwithstanding the foregoing, Developer and the District agree that the full amount of the Master Development Fee most he paid to the City no later than the date specified 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 reinibursentents from 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 lingineer'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 City, 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 hem -to and 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 a 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 wilh the bond authorization propositions and with state law and TCEQ rules, if applicable. ARTICLY III LAND USE, PARKS AND ROADWAYS Section 3.01. The I.and shall ho 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 land 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) the 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 certificated 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 Rotated Cnnssm ANfennnu FINAL. dian,dncv 2020120407 Page 88 of 173 the First District and any Successor District receiving retail water service from the City shall pay the applicable water rates for 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 tip 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 Ordit►ances 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, rare (including water supply and inlirastructure capacity for fire flow), 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 or 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 l+acilities. Except 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 rrom the construction contractor to the City. All revenues generated from the operation of the water acid 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 -city 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 l+ccs. The City agrees to collect, on behalf of the First District and all Successor Districts, any applicable district fees specified in die district's rate order (the "i)is(riCt Dees"). 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 tap and impact fees froin each customer within the District aitd prior to the customer's initial connection to the On - Site facilities. All fees 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 Foes 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 -tune 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 ReWiedCOMM AgreancmFINAL dean, does 10 2020129407 Page 88 of 173 City's collection of the District Fees. The District shall have the sole 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 BONDS; SETTING TAX RATFS: Section 5.01. Issuance of Bonds; Financial Advisor. The First District and any Successor District may issue Bonds as permitted by Section 13.10 of the City's Unified Development Code and this Agreement, as each may be amended from lime to time, Except as authorized 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 5.01. 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 TC:I?Q 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 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) of not more than $0.92 per $100 in assessed valuation (the "Tax Rate Lintit"). 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 from 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 City'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) Maximum maturity of 20 years from 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 and Hwmred Comm Awwmenl FINAL clean loex 2020128407 Page 90 of 173 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 Fitxt District and any Successor District shall reserve the right to redcoat Bonds at any time beginning not Inter than the tenth (Itteh) anniversary of the date of issuance, without premium. 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 (3%) present value savings, and, further, must provide that the latest maturity of the re funding Bonds may not extend beyond the latest maturity of the refunded Ronds; and (c) No Bonds shall be issued having an issuance date more than fifteen (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 certification shall be true and correct in all material respects and that the person signing the certification hits been given the requisite authority to do soon behalf 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 '1'CPQ for districts in Williamson County and in conformity with Sections 5.01, 5.02, and 5.03 of this Agrccanent. 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 or Finance and Administration, the certification required by Section 5.05 of this Agreement, and Notice containing (a) the amount of Rotnds being proposed for issuance; (b) it 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 Honds. except refunding Bonds, such district. Section 5.07. Compliance with Agreements. At least thirty (30) days before submission of an application for issuance of Bonds to the TCCQ or the Attorney fieneral, whichever occurs first, the First District and any Successor District shall certify in writing to the Amumlod and Itesuged Comm) Aprremenl III NAL elenn.doex 12 2020128407 Page 91 of 173 City Secretary, City Manager and City Director of Finance and Administration, that the first District (or any Successor District) and Llac Developer are not in breach of any of the Consent Resolution, this Agreement or the Amended and Restated Development Agreement. Section 5.08. Bond Objections. The City shall have a period of sixty (60) days after receiving the last of the certificnlions and notices required by [his 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 District or Developer is in default 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 identify the provision(s) in the Consent Ordinance or Resolution, this Agreement andlor 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 disaglv5 with District's linuncial advisor as to the financinl 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 time, 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 slier 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 Maltager and the City Director or finance and Administration a copy of the 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 en 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 Financc and Administration within thirty (30) days after fling such notices with the applicable federal agency. The provisions of this Section 5.10 shall apply uniformly to the First District and any Successor District. Section 5.11. Reimbursement Agreements. The First District and any Successor District agrees not to issue Bonds far purpo.so of reimbursing Developer fur any costs or expenses paid by Developer after the fifteenth (151) anniversary of the Elf"cctive Date of this Agreement, which costs and expenses would otherwise he eligible to be reimbursed to Developer by District pursuant to the rules and regulation of the TCEQ or other applicable law, and Amended and Rcsmted Consent Agreement FINAL elean doer 13 2020128407 Page 92 of 173 expressly and in-evocably waives any claims against the City for repayment of such indebtedness. ARTICLE VI AUTIICIRITV Section 6.01. Authority. This Agreement is entered into under the statutory authority of Section 54.016 or the Texas Water Code and Sections 42.042 and 212.172 of the Texas Local Government Code. ARTICLE V I1 TERM, ASSIGNMENT AND REMEDIES Section 7.01. 'Perm. This Agreement shall be effective from the EtTective 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 oi' 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 in accordance with the provisions of Section 7.02(b) and (e) below. h. 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 or 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 pall 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 wator. sewer, or drainage improvements from [fonds (or has it lien or other security interest in such reimbursements); (4) the assignment is In writing executed by Developer, as Owncr, Assignee and the City in the fomt of assignment attached as M hii d; (S) 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, tities, or interests assigned: (6) Developer is then in compliance with all terms and conditions of the Amended and Restated Development Agreement and this Agreement; (7) a copy of the executed assignment is provided to all Parties within Amanded and Rcil.ted L'anunt AVvement FINAL cluan ckm 14 2020128407 Page 93 of 173 lifteen (15) days after execution; and (8) Assignee has executed a Pailial Assignment of Reimbursement 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 date the assignment is executed by Developer and Assignee, the City agrees to look solely to Assignee for the perfonmance of all obligations assigned to Assignee and agrees that Owner shall be released from perfonning 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 from any liability that resulted from un act or omit,?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 from 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 Billy -developed and improved lot within the I.and, nor is it intended to confer upon any such person the status of third -party beneficiary. Section 7.03. Remedied. In the event of default by any party, a non -defaulting party may give the defaulting party written notice specifying the default (the "Nodue'7. if the defaulting party fails to fully cure any default that can be cured by the payment of money f'`ti)a �41 ir f mA') within 30 days after receipt of the Notice, or fails to commence the cure of any default specified in the Notice that is not a Monetary Derault within 30 days of the date of ilia Notice, and thereafter to diligently pursue such cure to completion, then the other party shall be entitled to a proper writ issued by it court of competent jurisdiction compelling and requiring the defaulting party Lo observe acid perform 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 cure period and continuing until the default or breach is cured, the First District and any Successor District is prohibited from taking any affirmative act Lo issue Bonds until the default or breach has been cured. The City shall have aI] rights to enjoin the issuance of Bonds during any period during which a default or breach remains uncured under this Section. if Developer fails to cause the Hirst District and any Successor District to care any default or breach, 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 development of the Land until the default or bt'each has been cured. Section 7.04. Cooperation. Amended end Reroled Casent Aprcnixm FINAL claa.doex 15 2020128407 Page 94 of 173 a. 'fhe City, the Developer, the First District and any Successor District each agree to execute such lurther 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 (00) days after the First District and any Successor District Confirmation Date, if the First Dislricl or any Successor District tails 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 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 Suaxssar 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 from 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 under 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 tenns 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 cxpenscs incurred in connection with the First Disttict and any Successor District or the development of the Land until the failure has been cured. b. In the event of any third party lawsuil or other claim relating to the validity of this Agreement or any actions taken hereunder, the City. the Developer, the First District and any Successor Districts agree to ctaoperaLe 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 V11I 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, ur any agent of the 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 effective on the earlier of the date of receipt or 3 days after the date of mailing. Notice given in any other manner will be effective only when received. For purposed of notice, the addresses of the parties will, until changed as provided below, be as follows: City: City of Georgetown P. O. Box 409 Georgetown, 'Texas 78627 Attn: City Manager Amended and Restated Consent Agreement FINAL crennAoac 16 2020128407 Page 95 of 173 Developer: Laredo WO, Ltd. 18618 'ruscany Stone, Suite 100 Sun Antonio, TX 78258 Ann: Marcus 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 rive (5) days' written notice to the City. designate additional parties to receive copies of notices under this Agreement. Section 8.02. Severahillty; Waiver. a. If any provision of this Agreement is illegal, invalid, or unenforceable, under present or future laws, i1 is the intention of the parties that the remainder oftltis 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 it) the illegal, invalid or enforceable provision as is possible. b. Any failure 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 patty 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, perro mance, 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. ]'his Agreement together with the Exhibits contains the entire agreement of the parties. Save and except the Amended 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 Amasded and Resmmd Corml Agm-mml FINAL cIvan t6o I? 2020128407 Page 96 of 173 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 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 he resolved against the drafting party will not be employed in interpreting this Agreement or any exhibits hereto. 'flits 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 Agmcnient 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 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 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. Section 8.07. Notice to End Buyer. At the time each prospective land 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 or the Texas Water Code. For the purposes of this Agreement, the parties agree that the term "End -Buyer" shall mean any owner, developer, tenant, user, or occupant of any part ref 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 ►he execution of this Agreement is duly authorized and adopted in ccmfonnity 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 or the Developer. Section 8.09. City Consent and Approval. Except for the procedures with respect to Bond objections in Section 5.08 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 8. 10. Exhibits. The following exhibits are attached to this Agreement, and made a pant 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 E,xhlbit F. Metes and Bounds Description of the Original Land Exhibit F General sketch of the South San Gabriel Interceptor Amu,uradmtd kalated Cansenl Apicanam FINAr dewdoes IS 2020129407 Page 97 of 173 Exhibit G General sketch ofthe South Son Gabriel Interceptor -Phase C-2 Exhibit H Consent to Annexation of Annexation Tract by the First District Exhibit 1 formula for Master Development Fee Payments Exhibit ] 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 Consent 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 patties have executed this Agreement on the dates indicated below. (nolariied signature pages, D110111) CITY OF GEORGETOWN, TEXAS By: G� _ Geo c G. Garver, Mayor Date, l ATTEST: lia 0" cssiea l31 ctt C iCity Secretary APPROVED AS TO FORM: Ily: y Bridget Chatpi n. Assistant City twn y Amended and Re%uud Corwas Agreement FINAL aksn dxr 19 2020128407 Page 88 of 173 STATE OF TEXAS COUNTY OF WILLIAMSON This instrument was acknowledged bcfam me thego .day of jk(4, 2011, by Gcorgc G. Garver, Mayor of the City of Gcorgctown, Texas, a home -rule city. on behalf of the City. i��p1'"p"." £5SICA £RIM RRF.11, E NOTARY stwoMax snn.a r4�s Maandal Rnd Raaiad Conerd Aeroanam FINAL vivan doaa 20 C' cal a y PUN is Si �nuturc r' tecl Naine, ssr rw—'3yf+He_ y Commission Iixpires: 0 ❑ i ?s-1 S 2020129407 Page 99 of 173 LAREDO WO, LTD., a Texas limited partnership By: ABG Enterprises, Ltd., a Texas limited partnership, its General Partner 13y: rALO, INC., a I xtls c rparation, its Gen[/� artner 1 By: + fr Name: �,�L{t�•i�,�' ' _:? — r n Title: y` Date. $TATI Ol -l.y ` - COUNTY OF _ tl!,4 § This ' asUurncl►t Has ackn wledgcd heft+re me the day of 20 r3i by �.. ��.��. ti; a ,1L-..Vf general partner of ADO i nterpriscs, Ltd., a Texas limited liability partnership, as General Partner of Laredo W.O. Ltd, a Texas limited liahilitp partnership-_ on behalf of Laredo WO, Ltd. Not ay+ Public Si all ( _ Printed Name: ji-iLLW.S'`���{�i1.0 My Commission Expires: AtimmW and ReAmle0 COMOm Agreenual FINAL 064nAft t I I 2020128407 Page 100 of 173 MUNICIPAL UTILITY DISTRICT NO.25, a Texas municipal utility district By:; Printed Nunte:7,��CF}� Title oard Pr nt Date. ',t STATE OF TEXAS C:OIINTY OF WILLIAMSON r' This instrument was acknowledged before me the jf�day of— j& 111k6LN-- t 201 y Anc -e ...� I}t�sidunt oFW illiantsat C:nunty Munielpal WRY ty District No. >, a district n�ttig under Chapte,ti 49 and 14 uCthc'rexas Water Code, BRENDA D. PRESSER Pi ,r MYColutslsStcSie�]wu�eS Amended and Rmwted COMM AaIMmem P1NA L elm,&cx p 4 Notary Public &M& ature Printed Name: � • I�i My Ccmmission Expires: 9- 0- - * _. 2020128407 Page 101 of 173 EXHIBIT A 256.41.8 ACRES EV. NO. 11-408 (ACD) ABG. DEVELOPMENT DECEMBER 5, 2011 WATER OAK BPI JOB NO. R0101399-003 DZSCRIPTION OF 256.418 ACRES OF LAND OUT OF THE 1SAAC D014AGAN SURVEY, A3!�TRACT NO. 178, SITUAUTED IN WILLIAMSON COUNTY, TEXAS; BEING COMPRISED OF THE FOLLOWING TRACTS OF LAND. A PORTION OF THAT CERTAIN 324.00 ACRI, TRACT DESCRIBED IN A DEED TO LAREDO WO, LTD., OF RECORD IN DOCUMENT NO. 2007014278 OP 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. 20D70142B9, OF SAID OFFICIAL PUBLIC RECORDS; SAID 256.41.9 ACRES BEING MORE PARTICULARLY DESCRIBED BY METES AND BOUNDS AS 1'OLLOWS: BEGINNING, ai a 1/2-inch iron rod found in the southerly right--of- way lane of Sli 29 {100' R.U.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 Farney, by Deed of record in Document No. 2006094B'70 of said Official Public Records, for the northeasterly corner hereof; THENGPi, leaving said sgwt;hexly right-of••way line 01. Sli ?_9, along the fenced easterly line of said 324.00 acre tract, being the westerly and s.oU4herly lines of said 2-0.26 acre tract, for a portion of the irreg0lar eaytezl.y line hereof, the following three (3) courses and distances: 1) 821°07139"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 acne tract, for an s.ngle point; 2) S88°34142"E, a distance of 699.50 feet to a 1./2-1_nch iron rod found for an angle point-; 3) S88025'14"E, a distance of 1,77.79 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 dead to WjA liam Charles Bagwell and wife, Patricia C. Bagwell, of record In Volume 22.32, Page 578, of said Official Records, for an angle point. TRZNCE, continuing along the fenced easterly line of. said 324.00 acra 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 arse tract desczibed in the dead 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) coiaraes and distances; 1) S07005131"E, a distance of 396.88 feet to a 1/2-inch iron rod found, for an angle point; 2020128407 Page 102 of 173 FN. NO. 11-408(ACD) DECEMBER 5, 2011 PAGE 2 OF 6 2) S070001159 , a distance of 140.08 feet to a 1/2-inch 3.ron rod found at tle common westerly corner of said Bagwell tracts, for an a;igio point.; 3) S06058'42"E, a distance of 347.80 ;feet to a 1/2-inch iron rod found, for an angle point; 4) 807`08133"E, a distance of 120.67 feet to a 1/2-inch iron .rod found, for an angle point; 5) S07052132"E, a distance of 201.58 feet to a 1/2-inch i.ron rod found, for an angle point; 6) S07052' 24"E, a distance of 161,62 feet to a 1/2-inch iron rod found, for an angle point; 7) S07"22137"E, a distance of 172.62 feet to a 1/2-inch iron rod found, for an angle paint; 8) 508003147"E, a diatanoe of 149.47 feet to a 1/2-inch iron rod found, for an angle point; 9) $08915127"E, a distance of 319.11 feet to a 1/2-inch iron rod found, for an angle point; 10) S09"50'24"E, a distance of 216.94 feet to a 1/2-inch iron rod found, for an angle point; 11) 809°50133"E, a distance of 10.57 feet to a calculated point, for the southeasterly corner Ciereo , THENC13, leaving the Westerly line of said 32.61 acre tract, over and across said 324.00 acre tract and said 192.314 acre tract, Fox the southerly line herepf, distances: t)Te following thirteen (13) courses and 1) S47"08114"W, a disttanoe of 35.17 feet to a calculated point, for an angle point; 2) 830°31.'19"W, a distance of 102.42 feet to a calculated point, for an angle point; 3) S07035107"W, a distance of 373.89 feet to a calculated point, for an angle point; 4) N83037'28"W, a distance of 255.34 feet to a calculated point, for an angle point; 5) N88043123"W, a distance of 353.14 feet to a calculated point, for an angle point; 6) N7003111811W, a distance of 1046.06 feet to a calculated Point, for an angle point; 7) N66934'59"W, a distance of 514.75 feet to a calculated point, for an angle point; 2020128407 Page 103 of 173 FN. NO. 11-408(ACD) DLCEMEER 5, 2011 PAGE 3 OF 6 8) W-19°23125"W, a distance of 332.09 feet 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) S10°53140"E, a distance of 164.80 feet to a calculated point, for an angle point; 12) S64°08'59"W, a distance of 11-94.49 feet to a calculated point, for an angle point; 13) S86°01'11"W, a distance of 882.50 feet to a calculated point on the westerly line of said 192.374 acre tract, being the easterly line of that certain 73.74 arse tract described in the deed to Dennis L. Chapman, and wife Karol G. Chapman, of record in ❑ocument (4o. 9545414 of said Official Records, for the: southwesterly corner hereof; THENCE, along the easterly line of said 73.74 acre tract, being the westerly line of said 192.33.4 acre tract, for a portion of the irregular westerly line hereof, the following eight (8) courses and distances: 1) N00015'54"W, a distance of 295.33 feel: to a nail found at an angle point; 2) N04"32145"E, a distance of 49.08 feet to a nail found at an angle point; 3) NO2°05156"E, a distance of 31.02 feet to a nail found ar- an angle point; 4) N00004152"E, a distance of 74.51 feet to a nail found at an angle point; 5) N02625'02"W, a distance of 79.29 feet to a nail found at an angle point; 6) N000291194W, a distance of 311.09 feet to a nail found at: an angle point; 7) NO1°10138"W, a distance of 96.13 feet to a nail, found at an angle point; 8) NO2°08'59"E, a distance of 140.61 feet to a nail found at the southwesterly corner of that certain 106.000 acre tract conveyed to Zami.xi, L.P., by Deed of record in Document No. 2010065268, of said Official Public Records, for the western- most northwesterly corner hereof; 2020128407 Page 104 of 173 FN. NO. 1.1-408(ACD) DECEMBER 5, 2011, .PAGE 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 (16) courses and distances., 1) S36°25152"E, a distance of 145.97 feet to a 1/2-inch iron rod with cap set for an angle point; 2) 9 0"W40"E, a distance of 159.64 feet: Lo a 1/2-inch iron rod with cap set for an angle point; 3) S65°38'47"E, a distance of. 83.14 feet Lo a 1/2-inch iron rod with cap set for an angle point; 4) N88"53122"E, a distance of 622.87 feet to a cotton spindle set for an angle point; 5) N69006139"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 poInL; 7) S27621125"E, a distance of 172.95 feet to a 1/2-inch iron rod with cap set for an angle point; 8) S36936132"E, a distance of 272.53 feet to a 1/2-inch iron rod with cap set for an angle point; 9) S82°53115"E, a distance of 115.61 feet Lo a cotton spindle set• for an angle point; 10) N56-071ll"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 67.58 feet to a 1/2-inch iron rod with cap set for an angle point; 3,2) N34°57121"W, a distance of 1007.97 feet to a. 1/2-inch iron rod with cap set for an angle point; 13) N55"4.3132"E, a distance of 5B0.05 feat to a 1/2-inch iron rod with cap set, for an angle point; 14) N32°47104"W, a distance of 120.64 feat to a 1/2-inch iron rod with cap set for an angle point; 15) N56°0012811E, 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; 2020120407 Page 105 of 173 FN. NO. 11-408(ACD) DECEMBER 5, 2011 PAGE 5 OF 6 16) Along said curve, having a radius of 3928.eB feet, a central angle of 1.0°17'08", an arc length of 705.30 feet, and a chord which beam N61009102"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 ],ine of sa.l d 106.000 acre tract and said 192..314 acre tract•, being the wc�terly line of said 324.00 acre tract, for a portion of the irregular westerly line hereof, the following three (3) courses and distances: 1) N16022104"W, a distance of 41.85 .Feet to a 1/2-inch iron rod found at an angle point; 2) S75051125"W, a distance of 8.20 feet to a 1/2-inch iron rod .found at an angle point; 3) N22047'49"W, a distance of 162.35 feet to a 1/2-inch iron rod found at the sout:hwanterly corner of that certain 1.0 acre tract conveyed to Serena Marshall, by Deed of record in Volume 3.022, 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 westerly line hereof, the fo-110vi.ng three (3) courses and distances: 1) N66°56115"E, a distance of 156.15 feet to a 1/2-inch iron rod w-ith cap found at the southeasterly corner of said 1.0 acre tract, for an angle point; 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 Country, Texas, for an angle point; TUNCE, 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 westerly line hereof, the following three (3) courses and distances: 1) N7301112411E, a distance of 120.22 feet to a 1/2-inch iron rod found for an angle point) 2) S39°54151"E, a distance of 13B.55 feet to a 1/2-inch iron rod found for an angle point; 2020128407 Page 106 of 173 FN. NO. 11-40B(ACD) DECL14BER 5, 2011 PAGE 6 OF 6 3) S72°25'16"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, 874'05144"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 y 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 3.6b acre Mission Investment tract, for a portion of the irregular westerly line hereof, the following two (2) courses and distances; 1) S89'25'07"1, 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) NO1°54109"E, a distarco of 58D.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 northwesterly corner hereof; THENCE, S86051122"E, along said southerly right-of-way Tina of SH 29, being the northerly line of said 324.00 acre tract, for northerly line hereof, a distance of 1,250.08 feet to the POINT OF BEGINNXNG, and containing 2.56.418 acres (11,169,585 square feet) of land, more or less, within these metes and bounds. BEARING BASIS: THE BASIS OF BEARINGS FOR THIS SURVEY IS THE TEXAS COORDINATE SYSTEM, NAD83(96) CENTRAL ZONE, ESTABLISHED BY NGS OPUS SOLUTION USING COBS STATIONS DF5370, AF963B, DE5999, DF4062, & DE5999. 1, ABRAM C. DASHNER, A REGISTERED PROFESSIONAL LAND SURVEYOR, DO HEREBY STATE THAT THIS DESCRIPTION IS BASED UPON A SURVEY MADE ON THE GROUND BY BURYI PARTNERS, INC., DURING THE MONTHS OF R.PRIL 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 AilRAM'G. DASHlNER, R P T. q NO. 5901 STATE OF TEXAS 2020128407 Page 107 of 173 GXI1113I IT H 0.992 ACRE FR. NO. 11-407(ACD) WATER OAK DECEMBER 5, 2011 DT11,TTY EASEMENT BPI JOB NO. R0101.399-003 DESCRIPTION OF 0.992 ACRE OF LAND OUT OF THE; KE'Y WEST TRRIGATION CO. SURVEY, ABSTRACT, NO. 711, STTUATED IN WII LIAMSON COUNTY, 'TEXAS, BEING A PORTION OF THAT CERTAIN 15-FOOT UTILITY EASEMENT GRANTED TO TIiF. CITY OF GEORGETOWN, BY INSTRUMENT OF RVCORU IN DOCIIM1 Nr NO, 199968547, OF THE; OFFICIAL RECORDS OF WILIPTAMSON COUNTY, TEXAS, AND BZINC OUT OF THF. WOLLOWING TRACTS: THAT CERTAIN 330.24 ACRE: TRACT CONVEYED TO LAREDO WO, LTD., BY DEED OF RECORD IN DOCUMENT NO. 200'701.42.85, 01' THE OFFICIAL PUBLIC RECORDS OF W.11,LIAMSON COUNTY, TEXAS, AND THAT CERTAIN 6.190 ACRE TRACT CONVEYED TO LAREDO WO, LTD,, BY DEED OF RECORD IN DOCUMENT NO- 2009022803, OF' SAID OFFICIAL PURTJC: RECORDS; SAID 0.992 ACRE TRACT BEING MORE PARTICULARLY. DESCR.T.BED BY METES AND BOUNDS AS FOLLOWS: cobA+9T;Ncina, at a 1/2-inch iron rod with cap act- on the northe-ray riglit-of-way Line of F.M. 2243 (00' R.O.W.), being Lbe southerly linu of that certair. 53.61, 'acro tract conveyed to Thomas L. Dreiss, Trlastee, by Dc-Ed of record in Document No. 2.006006339, of said Official 11iblic Records, also being the southwesterly corner of said 6,190 acre tract; THENCE, N28°25104"E, leaving said northerly right-of-way I.Sne, (along the remainder of said 53.61 acre Tract, being they wesLQK1y line of said 6.190 acre tract, a distance of 25.66 feet to ra calculated point on the southerly line of said Utility Easement of record, for the POINT OF BEGINNING and southwesterly corner hereof, ; THENCE, N28025104"E, continuing along the easterly line of the remainder of said 53.61 acre tram being the westerly line of said 6.190 acre traeL, over and across Said Utility Easement of record, for the westerly line hereof, a distance of 19.24 feLL to a calculated point on the northerly line of said Utility Easement of record, for the northwesterly corner hereof; 2020128407 Page 108 of 173 i FM 11-4 07 (ACD) DECEMBER 5, 2011 PAGE 2 OF 3 THENCZ, leaving the easterly line of the remainder of. said 53.61 acre tract, over and acrovu said 6.1.90 acre tract anti said 330.24 acre tract-, along the northerly line of said Utility Easement of record, for the northerly line hereof, the following two (2) courses and distances: 1) N79°38' 20"C, a distance of. 28.16.51 feeL to a calculated point_ at the beginning of a non -tangent curve Lo the .left; 2) Alonq said curve, having a radius of 5654.58 feet, a central angle of 00634147", an art: length of 57.22 feet, and a chord which hears N79°20157"E, 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 Lhal. certain 76.00 acre tract conveyed to George: Winston Faubion, by Deed of record in Document No. 200510151.1, of said Official Public Recorda, 4or the northeasterly t..mrner hereof; THENCE, S20°44'17ffE, along the wastarly line of said 76.00 acre tract, being the easterly line of said :330.24 acre tract, over and across said Utility Easemont of record, for the easterly line hereof, a distance of 1.5.22 feet to a calculated point on the southerly line t,f said Util.i.ty Easement of rear, ord, for the southeasterly corner hereof, from which a 1/2-inch it -on rod with uap set al: the southeasterly corner of said 330.24 acre Lraol:, being on said northerly right-of-way line of F.M. 2243, beans 820044117"E, a distance of. 20.29 feet; THENCE, leaving the westerly line of said 76.00 acre tract, over and across said 330.24 acre tract and said 6.190 acre tract, along the southerly line of said Utility Eauemcnt. of record, for the southerly line hereof, the following two (2) courses and distances: 1) Along a non -tangent. curve to the right, having a radius of 5669.58 feet, a central angle of 00°36121", an arc length of 59:96 feet, and a chord which bears S"19"20110"w, a distance of 59.96 feet to a calculated point at the end of said curve; 2020128407 Page 109 of 173 1 N 11•-407 (ACD) DFCEMBER 5, 2011 [SAGE 3 OF 3 7) 979°38'20"W, a distance of 282B.57 fccL to the POINT OF BEGINNING, and containing 0.992 acre (43,217 square fE)eL) of land, mere or less, within thesp metes and hounds. BEARING BASIS: TEXAS COORDINATE SYSTEM, NAD83(96), CENTRAL 'LONE, ESTAf3T,TSHI~D AY NGS OVUS SOLUTION USING CORS STATIONS DF5370, AF9638, DE5999, DF4062, & DE5999. 1, ABRAM C. DASHNER, A REGISTERED PROFESSIONAL LAND SURVEYOR, DO HEREBY STATE THAT THIS DESCRIPTION TS BASED UPON A SURVMIY MADE ON THE GROUND UNDER MY DIRECTION AND SUPF.RV [SION, AND IS TRUE AND CORRECT TO THE BEST OF MY ABILITIES. BURY & PARTNMRS, INC. KNGTNEFRS-SURVEYORtS 221 WEST SIXTH STREET, SUITE 600 AUSTIN, TEXAS 78701 Al I A NO. 59C1 STATE OE' TEXAS CORDON WINSTON l=AUSICIN 76.00 ACRES OUC, No, 2005 10 15 11 15' P.O.✓•. OOC, NO. 1D991 LAREDO WO, L f ), 3,90.24 ACR1r5 DOC. 1\40. 200701 4285 r e 0.992 ACRE � � D� LN z (43,217 SQ.110 LAREDO WO, LTD, 6.190 ACRES NO, 2009022303 NO. DELTA RADIU-9 o' 4'4741 5654.51 - P.O.B. THOMAS E, DROSS, TRUSTEE Li'� P.D.G. (53.61 ACRES) DOC. No, 2005005339 2020129407 Page 110 of 173 0 200 406 800 SCALE: 1 "= 400' LEGEND 0 1 /2" IRON ROD SET P.O.C: POINT OF COMMENCEMENT R.O.B. POINT OF BEGINNING LINE TABLE LIk BEARING UENG1H !.1 N413'25'04"F 19.P4 12 570'44'17`F 15.22 1.3 N ' 25.fi6 L%r sao'nR'I ("C 20.29 CURVE! TABLE ARG 1 FNGTTII f:IIOki) LENG111 0101-) BEARING 57,22 57.22 N19'Y0:'YJ"L 59.80 59.98 }„ - 51C TCN TO AOCOMPANY f}E$CRIPTION Bury+Pai�Lil�irl� OF a99R ACRE OF LAND OUT OF 1HE KEY MST IRRIGATION sW1YEY, AIISIRAC1' NCI, 711. SIIUAIF0 IN 1' HIAIASON COUNTY I N o 1 N 1[ R I N o f O l Y T I O 11 s TEXAS, IMNC A PORTION OF THAT CFAWN 330.24 ACNE 'IRAC� 161 keel sub e1,ee4 suue e11 of IJNO CONVEYED 7O IAfIFRO SVD LTG.. BY 0FF0 OF RECORD IN well; Te.ee 717/1 UDCULIENT NO. "WO14285, AND THAT CERTAIN e.190 AC71F. Tel. 1/1111d-0011 Pu (e12)111-I321 TRACT OONYFYED TO LAREDO. VIO. LTD„ OY UE£0 OF SrCOHV IN eyR+�ar4,.r�y eve, CCnpFTI1`l IIII 1)MJ)AFA1T NO, 71mnv.211U3, MOTH nF THE OFFICIAI. PUBLIC _ WCOWS OF VALLIMASOH COUHIr ILXA%;. DATE:12/5/11 1 FILEIH:\101399\003\101399003EX7.DYA0 I FN No.:ll 407(ACD) I DRAYM NY. AGO LAREDO WO, LTD NROJ, No: 1401013901008 249.786 ACRES WILLIAMSON COUNTY M.U.D. NO. 25 DRSCr IPTION 2020129407 Page 111 of 173 EX) II BIT C. FN. NO. 08-022(MM) JANUARY 24, 2008 BPI JOB NO. 1640-12 OF 249.786 ACRES ❑k' LAND OUT OF THE .i. THOMPSON SURVEY, ABSTRACT NO, 606; I. S 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. 836, SITUATED IN WILLIAMSON COUNTY, TFYAS; BEING COMPRISED OF THE FOLLOWING TRACTS OF LAND- A PORTION OF 'THAT CERTAIN 53.61 ACRE; TRACT AND A PORTION OF THAT CERTAIN 314.00 ACRE TRACT BOTH HAVING BEEN CONVEYED TO LAREDO WO, LTD. BY DEED OF RECORD IN DOCUMENT NO. 2007014286 OF THE OFFICIAL 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. 2007014282 OF SAID OFFICIAL PUBLIC RECORDS; SAID 249.'186 ACRES BEING MORB PARTICULARLY DESCRIBED BY METES AND SOUNDS AS FOLLOWS: BEojNmx9c, at a 1/2 inch iron rod with CaP set in the northerly line of. F.M. 2243 (801 R.O.W,), tieing the southeasterly corner of said 330.24 acre tract, same tieing the sou Owe&Lerly corner of that certain 93.60 acre tract of land conveyed to Arthvir Winston Faubian and Gordon Winston Faubion by aced of record in pocwnent No. 2005041418 of said Official public Records, for the southeasterly cornea hereof: 'PKENCE, along the northerly linia 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 tract, for the southerly line hereof, the .following two (2) courses and distances: 1) Along a curve to Lhe right having a radius of 5689.58 feet, a central angle of 00*38126", 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) S7903812011W, a< distance of 2743.99 feet to a 1/2 inch iron rod with cap act for the southwesterly corner hereof; TI3MCE, leaving the northerly line of F.M. 2244, over andacross of said 53.61 acre tract and said 330.24 acre tract, for a potion the westerly line hereof, Lhe 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; 2020128407 Page 112 of 173 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, at central angle of 16'061321", an are length of 155.34 feet and a chord which bears N10024'54"W, a distance of 154.02 feet to a 1/2 inch iron rod with cap set for the end of said curvet 3) N26020110"W, a distance of 157.44 feet to a 1/2 inch iron prod with cap set for the point of curvature of a curve to the left; 4) Along said curve to the left having a radius o£ 25,00 feet, a central angle of 89011'29", an arc length of 30.92 feet and a chard which beaxs N71'03'54"W, a distance of 35.10 feet to a 1/2 inch iron rod with cap set for the end of said curve; 5) N27°14' l3"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 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 set for the End of said non -tangent curvo; 7) N26"26110"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 rights 8) Along said curvc to the right having u radius of 040.50 feet, a central angle of 48940' 55", an arc ]length of 724.14 feet and a chord which bears N02007'420W, a distance of 692.85 feet to a 1/2 inch ixon 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 feat, a central angle ❑t 78°59153", an arc length of 34.47 feet and a chord which bears Nl7 °17' 11"W, a distance of 31.80 feet to a 112 inch ixon rod with cap net for the end of said reverse curve; 10) N20'40'46"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 rion-tangent curve to tho Left having a radius of 25.00 feet, a central angle of 93°19124", an arc length of 40.72 feet, and a chord which bears N76"33' 10"E, a distance of 36.37 feet to a 1/2 inch iron sod with cap set for the point of curvature of a reverse curve t❑ the right; 12) Along said reverse curve to the right having a radius of 840.50 feet, a central angle of 10°3B'02", an are length of 155.99 feet and a chord which bears N35°12129"E, a distance 2020128407 Page 113 of 173 FN. NO. 08-022(MM) JANUARY 24, 2008 PAGE 3 OF 8 of 155.77 feet to a 112 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*2115911, an arc length of 202.67 feet and a chord which bears N32'20131"F, a distance of 201.98 feet to a 1/2 Inch iron rod with cap set for the end of said curve; 15) N24°09'31"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 09026133", an arc length of 91.05 feet and a chord which bears N19'26' 14"E, a distance of 90.95 feet to a 1/2 inch iron rod with cap set for the end of said curve; 17) N14°42158"E, a distance of 46.09 feet to a 1/2 inch iron 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*391160, an are length of 228.37 feet and a chord which hears N25°02'36"E, a distance of 227.13 feet to a 112 inch iron rod With crap set for the point of curvature of a reverse curate to the left; 19) Along said reverse curve to the left having a radius of 25.00 feet, a central angle of 58*51154", an arc_ length of 43.14 feet and a chord which hears N14003'43"W, a distance of 37.99 feet to a 1/2 inoh 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 fast, a central Angle of 36910115", an arc length of 172.03 feet and a chord which bears N61'34'47"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) 883°131130W, a distance of 49.66 feet to a 1/2 inch iron rod with cap set for an angle point; 22) S80620105"W, a distance of 255.74 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 64.07 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; TMINCR, 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; 2020128407 Page 114 of 173 FN. NO. 08--022 (MM) JANUARY 24, 2009 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) N80'20105"E, a distance of 155.74 feet to 8 1/2 inch iron rod found for an angle point; 3) N21006130"W, a distance of 186.44 feet to a 1/2 inch iron rod Found for an angle point; 4) N30'29131"W, a distance of 233.35 feet to a 1/2 inch iron rod found for an angle point; 5) N23'4111111W, a distance of 418.63 feet to a 1/2 inch iron rod with cap set for an angle point; 6) N23'4111111W, a distance of 110.00 feet to a 1/2 inch iron rod found for an angle point; 7) 966'44124"W, a distance of 125.00 feet to a 1/2 inch iron rod found for an angle point; 8) M230411111% 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 iron rod found for an angle point; 10) N2101412.1"W, a distance of 714.47 feet to a 1/2 inch iron rod found in the westerly line of said 330.24 acre tract, being the easterly ling of that certain tract of land, called Tract 1B, conveyed to Anne Vinther Patience by need of record in Volume 989, Page 665 of the heed Records of Williamson County, Texas, same being the most northerly corder ❑f said 84.07 acre tract, for an angle paint hereof; 2'MMCU, N14611.42"E, along a portion of the westerly line of said 330.24 arse tract, being a portion of the easterly line of said Txact S, 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: TIMNcE, leaving the easterly line of said Tract 8, 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 ❑f the eastez:ly lines hereof, the following thirty-nine t39) courses and distances: 1) S75'48t18"E, a distance of 125.04 feet to a 112 inch .iron rod with cap set for an angle point; 2) N26'21104"E, a distance of 56.85 feet to a 1/2 inch iron rod ' with cap set for the point- of curvature of a non -tangent curve to the lefty 2020128407 Page 115 of 173 FN. N0, 08-022(MM) JANUARY 24, 2008 PAGE 5 OF 8 3) Alone said non -tangent curve to the left having a radius of 50.00 feet, a Central angle of 57`43'45", an arc length of 50,38 feet, and a chord which bears N87029'12"E, a distance of 48.27 feet to a 112 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 Tight having a radius of 25.00 feet, a central angle of 45'34'23", an arc length of 19.89 feet and a chord which bears Ml°24131"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) S75"48'16"E, a distance of 403.94 feet to a 1/2 inch iron rod with cap set for an angle point; 6) S14"11142"W, a distance Of 78.93 feet to a 1/2 inch iron rod with cap set for an angle point; 7) 306°211291W, a distance of 203.79 feet to a 1/2 inch iron rod with cap set for an angle point; 8) S02'48107"E, a distance of 135.94 feet to a 1/2 inch iron rod with cap set for an angle point; 9) S10"16142"E, a distance of 135.94 feet. to a 1/2 inch .'iron rod with cap set for an angle point; 10) S20015136"E, a distance of 76.47 feet to a 1/2 inch iron rod with cap set for an angle point; 11) S69044124"W, a distance of 115.ol feet to a 1/2 inch iron rod with cap set for an angle point; 12) 819027124"E, a distance of $5.01 feet to a 2/2 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 ang,lO of 90058'45", an arc length of 23.E2 feet, and a chord which hears S2401510211W, a distance of 21.39 feet to a 112 inch iron rod with cap set for the end Of said non --tangent curve; 14) S21°14'21"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 rod with cap set for an angle point; 16) N75028158"E, a distance of 118.52 feet to a 1/2 inch iron rod with cap set for an angle point; 17) N77°06131"E, a distance of 110,41 feet to a 1/2 inch iron rod with cep set for an angle point) 2020129407 Page 116 of 173 FN. NO. 08-022 (MM) JANUARY 24, 2008 PAGE 6 OF 8 18) N80°0612711E, a distance of 335.08 feet to a 1/2 inch iron rod with cap set for an angle point: 19) N16°32123"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 N55028'03"W, a distance of 31.42 feet to a 1/2 inch iron rod with cap set for the end of said curve; 21) N16°52135"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*0011711, an are length of 39.71 feet, and a chord which bears W40'06' 19"E, 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 angle of 63°23'50°', an are length of 570.39 feet and a chord which bears N7.6°18105"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) N58000'00"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: 25) Along said curve to the left Craving a radius of 25.00 feet, a central angle of 90°00100", an arc length of. 39.27 feet and a chord which beaxa N13000'00"0, a distance of 35.36 feet to a 1/2 inch iron rod with cap set for the and 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 northelsterly 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 90"00101)", an arc length of 39.27 Beet, and a chord which bears S77000100"E, a distance of 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 act for an angle point; 29) S58'00'00"W, a distance of 2.9.00 feat to a 1/2 inch iron rod with cap set for the point of curvature of a curve to the left; 2020129407 Page 117 of 173 FN. NO. 08-022(MM) JANUARY 24, 2008 PAGE 7 OF 8 30) Along sari curve to the left having a radius of 25.00 feet, a central ang-le of 90'00100", an arc length of 39.27 feet and a chord Which bears S13'00' 00'rW, a distance of 35.36 feet to a 1/2 inch iron rod with cap set for the end of said curver 31) S32"00'00"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 curare to the left having a radius of 15.00 feet, a central angly of 90'00100", an arc length of 23,56 feet and a chord which bears S770001000E, a distance of 21.21 feet to a 1/2 inch iron rod with cap set for the end of said curve; 33) 332000' 00" E, a distance of 55.00 feat 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 9000010011, an arc length of 23.56 feet, and a chord which bears S13°00100"W, a di3tanee of 21.21 feet to a 1/2 inch iron rod with cap set for the end of said non -tangent curve; 35) S326001001IE, a distance of 125.00 feet to a 1/2 inch iron rod with cap set for an angle point; 36) N58'00100"E, a distance of 125.16 feet to a 1/2 inch iron rod with cap set for an angle point; 37) 332°00100"E, a distance of 102.71 feet to a 1/2 inch iron rod with cap set for an angle point; i 38) S50032'35"E, a distance of 153.72 feet to a 1/2 inch iron rod with cap set for an angle pointy 39) S62'00100"E, a distance of 1251.77 feet to a 1/2 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. 2007014292 of said Official Public Records, for an angle point hereof; 'fIi CE, along a portion of the easterly line if said 44.314 acre tract, being a portion of the westerly line of said 78.3.99 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) S11'33105"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 i southerly corner of said 44.314 acre tract and said 78.399 acre tract, for an angle point hereof! 2020129407 Page 110 of 173 FR. NO. 08-022(MM) JANUARY 24, 2008 PAGE 8 OF 8 TiGE, 569°32`42"W, along a portion of the northerly line of said 93.60 acre tract, being the southerly line of said s 44.314 distance acre tract, for a portion of the easterly line hereof, of 922.47 feet to a 1/2 inch iron rod found in the easterly line of said 3tracbeing commont corner f said 44.314 acre ttract, said 93.60 acretractfor an anglepoint hereof; TNCE, along a portion of the easterly line of said 330.24 acre tract, being the westerly line of said 93.60 arse tract, for a portion of the easterly line hereof, the following three (3) courses and distance3: 1) 921020132"E, a diatanr_e of 854.10 feet to a 1/2 inch iron rod found for an angle point; 2) S20'56159"E, a distance of 931.00 feet to a 1/2 inch iron rod found for an angle point; 3) S20644'17"E, pas9ing at a distance of 754.32 feet, a 2/2 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. BRARING B"xs: THE BASIS OF BEARINGS FOR THIS SURVEY IS REFFRFNCED TO THE TEXAS COORDINATE SYSTEM, NAD83(96) CENTRAL LONE, DY NGS OPUS SOLUTION USING CORS STATIONS DF5370, AF9638, Ds5999, DF4062, & DE5999. I, MARK A. ZIENTEK, A REGISTERED PROFESSIONAL T.AND SURVEYOR, DO HEREBY STATR THAT THIS DESCRIPTION IS BASED UPON A SURVEY MADE ON THE GROUND BY BURY+2AW.VNERS, INC., UNDER MY DIRECTION AND SUPERVISION. THIS DESCRIPTION WAS PnPARED TO ACCOMPANY A H.U.D. EXHIBIT. BURY + PARTNERS, INC. ENGINEERING SOLUTIONS 221 WEST SIXTH STREET, SUITE 600 AUSTIN, TEXAS 78701 K A., - ZIENTA .L.S. N0. 5683 STATE OF TEXAS rA 2020129407 Page 119 of 173 1354.715 ACRES ABG DFVF.T..OPMENT WATER OAK DESCRIPTION EXHIBIT D 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. 6081 I. & G. N. R.R. SURVEY, ABSTRACT NO. 744; KEY WEST IRRIGATION SURVEY, ABSTRACT NO. 71.1; J.T, CHURCH SURVEY, ABSTRACT NO. 140; J.D. JOINS SURVEY, ABSTRACT NO. 365; W.F. PATE SURVEY, ABSTRACT NO. 036, D. MEDLOCK SURVEY, ABSTRACT NO. 839; B. 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, SITUAUTE❑ IN WILLIAMSON COUNTY, TEXAS; BEING COMPR..SED 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. 200701,4286 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. 2007014205 OF SAID OFFICIAL PUBLIC RECORDS, ALIj THAT CERTAIN 44.314 ACRE TRACT, ALL THAT CERTAIN *18.399 ACRE TRACT AND AIL 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 395.173 ACRE TRACT DESCRIBED JN A 1=13 TO LARMDO WO, LTD., OF RRCORTJ IN DOCUMENT NO. 2007014280 OF SAID OFFICIAL PUBLIC RECORDS, AND ALL THAT CERTAIN 324 . UD ACRE TRACT T)F.SCRT.RF:D IN A DEED TO LAREDO WO, LTD., OF RECORD IN DOCUMENT NO. 200701427E OF SAID OW ICIAL PUBLIC RECORDS; AND A PORTION OF THAT CERTAIN 192.314 ACRE TRACT DESCRIBED IN A DEED TO LAREDO WO, LTD., OF RECORD TN DOCUMENT NO. 2007014289, OF SAID OFFICIAL PUBLIC RECORDS; SAID 1354.715 ACRES BEING MORE PARTICULARLY DESCRIBED BY METES AND BOT)NDS AS FOLLOWS: BEGINNING, at a 1/2-inch iron rod with cap set on the northerly right-of-way line of P.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 i.n the Deed to Charles Grady Barton of record in Volume 1976, Page 703, Official Records of. Williamson County, Texas for the southaast.erl y corner hereof-, from which a TXDOT concrete right -oaf -way monument Pound hears N69°01'50"E, a distance of 366.89 feet; THENCE, Mang said northerly right--of-way line of. F.M, 2243, being in part Lhe 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) 569-01150"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; 2020129407 Page 120 of 173 FN. NO. 11-406 (ACE)) DECSMSER 5, 2011 PAGE 2 OF 15 2) Along said curve to the right, having a radius of 2.824,79 feet, a central angle^. of: 17 14' 00", an arc length of 84 9. 64 feet, and a chord which bears 377"38150"W, a distance of 046.44 feet to a TXD0'1' concretes right-of-way monument found at the end of said curve, at or near F,M. 2243 Station 335+2.4.10, 40' .Left; 3) S86'15150"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 acre "Tract 811, 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 nr near E.M. 2243 Station 329160.61, 40' left;; 4) Along said curve to the Inft; having a radWe of 1949.06 feet, a central angle of 16°3:1.130", an arc length of 562.37 feet, a chord which bears 570°00' 05"t4, a distance of 560.42 feet to a 1/2-inch iron rod with nap set for the end of said curve, at or near C.M. 2243 Station 315+46.60, from which a TXDOT concrete monument found bears N86°57116"2, a distance of 1.21 feet; 5) S6904412011W, a distance of 73.50 feet to 1/2-inch iron rod with cap found for the southeauterly corner of the remainder of that certain 93.60 acre Tract "B" described in the Partition and Exchange Dead 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 Faubi,on, an undivided 61.5%; and Gordon Winston Faubion, an undivided 38.5%, by the Partition and Foxchangre heed of record in said Document No. 20G5013410 and being the southwesterly corner of said 93.60 arse 'Tract- p." bears 369°44' 20"W, a di3tance3 of 375.09 feet and from which 1/2-inch iron read ;set, a 1/2-inch i.ron rod found bears $10°42' 53"E, a distance of, 0.61 feet, a TXDOT concrete right-of-way monument found on eai,d northerly right -of -wily line, at or near Station 305i•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 "']Tact H", 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 70.399 .acre tract, for an interior ell corner hereof; THENCE, in part along the northerly line of said 93.60 arse "Tract H" 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) S69°141389W, a distance of 375.65 feel, to a 1/2-inch iron rod with cap found; 2020129407 Page 121 of 173 IN. NO. 11-406(ACD) DMEMSMR 5, 2011 PAGE 3 OF 3.5 2) S69°12'50"W, a distance 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) S6904311611W, a distance of 277.23 feet to a 1/2-inch iron rod with cap found; 5) S69*32142"W, a distance of 957.58 feet to a 1/2-inch iron rod with cap found, for the common occupied wasterly corner of said 93.60 acre. "Tract A" and said 41.314 acre tract, being in the easterly line of said 330,24 acre tract, for an interior ell corner hereof; THENCZ, with the westerly line said 93.60 acre "Tract: All 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.) S21°20132"E, a distance of 854.10 feet to a 1/2-inch iron rod with cap found; 2) S20°56159"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 '154. 61 feet a 1/2-inch iron rod with crap found, continuing for a total distance of. 756.00 feet to a 1/2-inch Iron rod with cap get on said northerly right-of-way line of F.M. 2:43, i'or the common southexl.y corner of said 93.60 acre "Tract All and said 330.24 acre tract; THENCE, along said northerly right-ol:-way 1.1ne 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 they 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°38'76", an arc length of 63.62 feet, and a chord which bears 579°19'07"W, a d-istance of 63.61 feet to a broken TXDOT Concrete right-of-way monument found for the end of said curve; 2) S79°38120"W, a distance of 2844 A3 feet to a 1/2-ineh iron rod with cap stamped "BPI" set for. L•he 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) N28"25104"E, a distance of 160.70 feet to a 1/2-inch iron rod with cap stamped "APT." set at the beginning of a non -tangent curve to the left; 2020129407 Page 122 of 173 FN. NO, 11-406(ACD) DECEMBER 5, 2011 PAGE 4 OF 15 2) Along said curve, having a radius of. 552.50 foot, a central tangle of 16006132", an arc length OL 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 sLainped "13111" set at the end of said curve; 3) N26°2811.0"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 said curve:, havi.ng a radius of 25.00 feet, a central angle of 09°1112.911, an arc length of 30.92 foot, and a chord which bears N71°03154"W, a distance of 35.10 feet to a 1/2- inch iron rod with cap stamped 'BPI" scL 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: beginning of a non -tangent curve to the left; 6) Along said curve, having a radius of 25.00 foot, a central angle of 91011132", an arc length of 39.79 feet, and a chord which bears N19°07136"E, is distance of, 35,72 feet to a 1/2- inch iron rod with cap stamped "DPI" set at the end of said curve; 7) NPG*28110"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*58122", an arc length of 674.90 feet, and a chord which bears NO3"28' 59"W, a distance of 656.15 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) S88°07.1251% a distance of 4.1.0 feet to a 1/2-inch iron rod found at the beginning of a non-L•angent curve to the left; 2) Along said curve, having a radius of 529.50 feet, a central angle of 21°38'120, an arc length of. 199,96 feet, and a chord which bears S77013119"W, a distance of 198.77 feet to a PK nail found at the end of said curve; 2020129407 Page 123 of 173 FN. NO. 11-406(ACM DECEMBER 5, 2011 PAGE 5 OF 15 3) N32053'30"W, a di6l.anr._p of 44.53 feat 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"2011'1"E, a distance of 450.00 feet to a 1/2-inch iron rod found at an angle point; 6) N34039'43"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 29005' 17", an are lc:ng}.h of: 124.71 tout:, 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) N55"20' 17"E, a distance of 1:2.0. 00 feet to a .1/2-inch iron rod found at an angle point; 9) N34039143"W, a distance of 126.11 feet 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 to GBM Partners, of record in Document No. 2001032272, of said Official Publ.i a RFcords, for an angle point; THENCE, along the easterly line of. said 84.07 acre tract being the westerly .line of said 330.24 acre bract, for a portion of the irregular westerly line hereof, the io.1lowing twelve (12) courses and distances: 1) N80°20105"E, a distance of. 307.48 feet to a 1/2--inch trod rod with cap found for an angle point; 2) N23041'11"W, a distance of 279,38 f(aet to a 1./2.-i.neh 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 72613'4511, an arc length of 31.65 feet, and a chord which boars M63°2.8' 50"W, a d.l.stance of 29.60 feet to a 1/2-inch iron rod with cap found for the end of said curve; 4) N09°39151"W, a distance of 50.00 feet to a 1/2-inch iron rod with cap found for an angle point; 5) N80020'05"F, a distance of 155.14 feet to a 1/2--inch iron rod with cap found for an angle point; 6) N21°06'50"W, a distance of 186.45 feet to a 1/2-inch iron rod with cap found for an angle point; 2020129407 Page 124 of 173 FN. NO. 11-406(ACD) DECEMBER 5, 2011 PAGO 6 OF 15 7) N30°29'37"W, a diatanco of 233.35 feet to a 1/2-inch iron rod with crap found for an angle paint; 8) N23041111"W, a distance of 528.84 feet to a 1/2-inch iron rod wiLh cap 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) N23°41111"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"C, a distance of. 100.54 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 Vn1 umP 989, Page 665, of. said Official. Records, the same tieing an angle point in the westerly line of said 330.24 acre tract, for an angle point hereof, from which t:ho 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 nears S14°11142"W, a distance of 1,75.59 feet; THENCE, N14013'42"6, along the easterly line of said 433 acre tract, being the 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 330.24 acre tract, being thu uouLhwesterly corner of that certain 314.00 acre LracL 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 distaneeti; 1) S75°48'18''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) ]Hong said curve, having a radius of 570.00 feet, a central angle of: 32024134", an arc length of 326,95 feet, and a chord which bears 559°7G'07"E, a distance of 322..60 feet to a 1/2- inch iron rod found at the paint of tangency of said curve; 3) 543023144"W", 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; 2020128407 Page 125 of 173 FN. NO, 3.1-406(ACD) DECEMBER 5, 2011 PAGE 7 OF 15 4) Alonq said curve, hcavl.nci A radius oL 1018,00 f'ef�t, a (-.(-ntral angle of 0911010711, tin arc length of 175.01 feet, and n Chord which bear; N55°24' 17"E, a di stance of 114.82 feet to a 1/2- inch iron rod f0kind at the end of said curve; 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 the left; 6) Along said rurve, having a radius of 922.00 feet, a central angle of 52*10'44", an are length of 839.64 feel., and a chord which bears N33058100"L, a distance of 810.93 feet to a 1/2- inch iron rod found at the: point of tangency of said curve; 7) N07052140"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°0211311, an arc length of 1349.11 feet, and a chard which bears N47'23' 4'i"r., 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 oC 321.28 feet to a 1/2-inch ircin rod found at Lhe beginning of a non -tangent curve to the right:; 10) Along paid curve, having a r.-j_►dius of 1078.00 feel:, a central angle of 03*59' 50", an arc ic:ngth of 75.20 fueL, and a chord which bears N88'54' 48"F, a distance of 75.19 feet to a 1/2- inch iron rod found at the 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 JAne of said 324.00 acre tract., also being the southerly line of. raid 192.314 acre tract, for an anqle point; THMCE, S68047' 25" W, a.f.ong the northerly line of said 314.00 acre tract, being the southerly Line of said 192.314 acre tract, for a portion of the irregul.rar westerly line hereof, a distance of 57.95 feet to the southwesterly corner of said 192.334 acre tract, Being the southeasterly corner of: that certain 73.74 aura tract described i.n the, clued to Dennis L. Chapman, and wife Karol G. Chapman, of record in Document No. 9545414 of said Official Records, for an angle point; THENCN, along Lhe easterly line of said 73.74 acre tract, being the westerly line of said 192.314 acre tract, for a .pn.rtinn Of the irregular westerly line hereof., the following ten (10) courses and distances; 1) N00"1.0' 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; 2020129407 Page 126 of 173 FN. NO. 11-406 (ACI)) DECEMBER 5, 2011 PAGE 8 OF lb 3) N00°15154"W, a disLance of. 374.43 feet Lo a nail found at an angle point; 4) N04°32' 45"E, a distance of 49.09 feat to a nail found at an angle point; 5) NO2°05' 56"E, a distance of 31.02 feat to a nail found at an angle point; 6) N00°04' 52"E, a distance of '14 .51 feet to a nail found at an angle point; 7) N02025' 02"W, a distance of '19.29 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) N01010' 38"W, a distance of 96.13 feet, to a nail found at an angle point; 10) NO2°08159"C, a diaLance of 140.63 feet to a nail, found at the southwesterly corner of that certain 106.000 acre tract conveyed to Gamin, L.P., by Deed of record its Document No. 201,0065268, of said Official Public Records, for the wes cern- musL northwnster.ly corner hereof; THENCE, l eav i.ng the easterly line of said '13. 74 acre tract, over and across suict 192.314 acre tract, along the southerly line of said 106.000 a --re tta(;L, I'or; a of the is:reqular northerly line hereof, the following sixteen (16) courses and distances: 1) S36*25' 52"E, a distance; of 145.97 feet to a 1/2•-i.nch iron rod with cap set for an angle point; 2) 840°04140"E, a distance of 159.64 feet to a 1/2-inch iron rod with cap set for an angle point; 3) 565°38' 47"E, a distance of 03.14 feet to a 1/2-inch iron rod with cap set for an angle point; 4) N88053'22"C, 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 sot for an angle point; 6) N67°02' 44"E, a distance of 133.64 feet to a 1/2-inch iron rod with cap sett for an angle point; 7) S27021125"E, a distance of 172.95 feat 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; 2020128407 Page 127 of 173 VN. NO. 11-406(ACD) D> CEMBER 5, 2011 PAGE 9 OF' 7 5 9) S62053'15"E, a diuLance of 115.61 .feet to a cotton spindle set for an angle point; 10) N5600'1'11"E, a distanco 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 loet to a 1/2-inch iron rod with rap set for an atigle point; 12) N3405712.11% a distance of 1007.97 feet to a 1/2-inch iron rod with cap act for an angle point; 13) N55°43132.11F, a distance of 5f10.05 feet to a 1/2-inch iron rod with cap set for an angle point; 14) N32047' 04"W, a dj ct.anov of 120.64 fee..t to a 1/2-inch iron -rod with cap set for an an9J.a point_; 15) N56000' 2,8"E, a distance of 1.27.25 feet to a 1 /2-ine;h iron rod with cap set at the beginning of a non -tangent, curve to Lhe right; 16) Along said curve, having a radius of 3928.88 feet, a catitral, angle of 1.VIT 08", an arc l.engt-11 of 705.30 reet, and a chord which bears NW09' 02"T., a distance of 704.36 Lc:et to a cotton spindle set, on the sastcri.y linf� of: said 192.314 acre tract, bo I nil the westerly lint: of said 324.001 acre tract, also being the most aa!iterly corner of said 106.000 arse tract, for an angle point; THENCE, along the easterly Line of said 106.00.0 acre �racL and said 192.314 acre tract, being Late westerly line of said 324.00 acre tract, for a portion of the Irregular northerly lint; herOOEI the following three (3) courses and distances: 1) N160221044,W, a distance of 41.85 feet L-o a 1/2-Inch iron rod found at an angle Point; 2) S75°51125"W, a distance of 8.20 feel: to a 1/2-inch iron rod found at an angle point; 3) N22'47148"W, a distance of 162.35 feet to a 1/2-inch iron rod found at the southwesterly corner of that c rtai nrecord acre tract conveyed to Serena Marshall, by Dead Volume 102.2, Page 941, of said official Public Kecurds, for an angle point; '!'HENcz, 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 Lhe: snuthcrly 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 di.stances: 1) N66°58' 15"ir, a distance of 156.15 Meet to a 1/2-inch iron rod with cap found at the sotitheasterly corner of said 1.0 acre tract, for an angle point; 2020128407 Page 128 of 173 FN. NO. 11-406(ACD) DECEMBER 9, 2011 PAGE 10 OF 15 2) N40'0410311W, a distance of 225.44 feet to a 1/2-inch iron rod found, (or an angle point.; 3) N17°01`29"W, a distance of 166.80 feet to a 1./2-inch iron rod with cap found al. the northeasterly corner of said 1.0 acre tract, being in the: southerly line of that: cortai.n 3.65 acre tract conveyed to Gary Wayne Carponrer and wife, PaMila 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 l.i.ne of said 3.65 a❑r.e tract, for a portion of the irregular northerly line hereof, the following three (3) courses and distances: 1) N73"1112.4"E, a distance of 120.22 :feet to a 1/2-inch iron rod found for an angle point; 2) S39'5415111F, a distance of 1.38.55 fec:L to a 1/2-inch iron rod found for an angle point; 3) S72 °25' 16"F, a distance of 1.6. 36 feel: to a 1/2-inch iron rod found at the southerly common corner of said 3.6b acre tract and that certain 3.61 acre tract described in the: deed to William Ilomaye.r and wife, Diane Homeyer, of'' record in Volume 641, Page 660, of said heed records, for an angle point; THENCE, 974"05144"E, eontinui.ng along Lhe fenced northerly line of said 324.00 acre tract, being the southerly line of said 3.61 acre tract, for a portion of Lhe irregularly northerly .linn hereof, a distance; of 2.33.21 feet• to a 1/2-inch iron rod found at the southerly common corner of said 1,61 acre I;r+Act and that c..e,rtain 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 aoutherl.y and oasterly 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"251071%, 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) NOV 54' 09"E■ a distance of 590.44 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 5ii 29 (100, R.a.W.), for the northern moat northwesterly corner hereof; 2020129407 Page 129 of 173 FN. NO. 11-406(ACD) DECEN13ER 5, 2011 PACE 11 UE 15 THENCE, S8605112.2"F, along waid southerly right-of-way .line of Ski 29, being the rsnr.theicly line of said 324.00 acre traccL, for a portion of the irregular northerly lino hereof, a disLanc:c-� of 1250.08 feet to a 1/2--i.nch iron rod found at the nor.theasto.rly corner of said 324.00 acre tract, boi.ng i.tie northwesterly corner of that certain 20.26 acre tract conveyed to Brian rjrnc:y, by Dead of record in DPcument 1,1o. 2006050870 of stair] Official Public Records, for the northeasLerl.y corner hereof; TITZBOl+', leaving said southorl.y right-of-way line of SH 29, along the fenced easterly line of sa:: d 324.00 acre trar.1_, 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 di3taricr•::e: 1) S21007139"E, a diotance 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 anqle point; 2) S88°34'42"E, a distance of; 699.50 feet to a 1/2-inch .iron rod found for an angle point; 3) 888°25' 14"C, a distanco of 171.19 feel; 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 22.556") acre tract dease:ribeyd in the: deed to Wi.11•iam Chaxl•es Bagwell and wife, Patricia C. Bagwell, of: record :in Volume 22.32, Page: 578, of said Official Records, tor, an angle point; 12H11;NC1E, ccuiti.nui,riq along the fenced o-ngterly line of said 324.00 a:'ce tract, being to part s:)1ca wc- .si:erly Lane- of staid ?.2.Sy62 acre Bagwell tract rind in part tm westerly line of that certain 32.61 acre tract de3cr,ibed i.n the de3ej to William Charles Bagwel1 and wife, Patricia C. L3nclere.).1., of record in Volume 2438, Page 499, of said Official ]records, for a portion of Lhe irregular easterly line hereof, the following twelve (12) courses and distances! 1) S07005'31"N, a distance of 396.88 feet to a 1/2-inch iron rod found, for an angle point; 2) S07000' 59"E, a distance of 140.08 feet to a 1/2-inch iron rod found aL• the common westerly corner of said Bagwell trar..ta, for an angle point; 3) S06659142"Ei a distance of 347.80 feet to a 1/2-inch iron rod found, for an angle point; 4) S07"081'3311F, a distance of 120.67 feet to a 1./2-inch iron rod found, for an angle point; 5) s070521321'E, a distance of. 201.58 feet to a 1/2-inch iron rod found, for an anga•ea point; 6) 307°52124"E, a distance of 161.62 feel: to a 1/2-inch iron rod found, for an angle point; 2020128407 Page 130 of 173 FN. NO. 11-406(A(:U) DECEMBER 5, 201.1, PAGE 1.2 OF 15 7) S07°22137"E, a distance of 1'12.62 feet to a 1/2-Inch iron rod found, for an angle point; 8) S08°03' 47"H�, a distance of 149.4-1 feet to a 1/2-inch iron rod found, for an angle point; 9) 508°1512'111E, a distance of 319.11 foes: to a 1/2-inch iron rod found, for an angle point; 10) S09050124"G, a distance of 216.94 feet to a 1/2-inch iron rod found, for an angle poi.ntl 11) 908050133"E, a distance of 209.44 feet to a 1/2-inch iron rod found, for an angle point; 12) S00025118"E■ passing at a W al_ance of. 150.98 feet an auto axle found on the North hank of the South San Gabriel River, continuing for a tonal distance of 188.62 feet to a calculated point in tile approximate center of the river, the beilly im this northerly .line of that carta.i.n 390.40 acre t:rac:t conveyed to 'Texas Crushed 3Lone, by Dood of record in VoUlmce '143, Page 47, of said reed Records, for an angle point; THLNCH, along the centerline meanders of the south San Gabriel River, being a portion of i:he northerly line of said 190.40 acre tract, and a portion of the swit-herl,y li.ne of thf upper portion of said 324.00 acre tract, for n portion of the irregular exste-fl.y line hereof, the following eight (8) courses and distances: 1) S87044'31"W, a distance of 362.99 feet to a calculated paint, for an angle point; 2) N78°02128"W, a di,atance of B5.59 feet to a calculated point, for an angle point; 3) s80419111"W, a distance of 148.88 J_eet 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) N66°16104"W, a distance of. 40.94 feet. to a calculated point, .for an angle point; 6) N80438'02''W, a distance of 149.71 feet- to a calculated point, for an angle point; I) N89051' 11"W, a distance of 391.55 feet to a calculated point., for an angle point; B) N79°08'16"W, a distance of 180.06 foet 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:; 2020129407 Page 131 of 173 FN. NO. 11-406(ACD) DECEMBER 5, 2021 PAGE 13 OF 15 THNNC)Z, So1°52'14"F, leaving t.hn South Sari Gabrie.l River, along the easterly Iine: of the lower portion of said 324.00 acre tract, being a portion of the westerly 1tne of said 390.40 acre tract, for a portion of the irregular c:arter.,ly 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 vi 1026.02 feet to a 1/2-inch iron rod with cap found at a fence corner post at the southerly mosL southeasterly corner of said 324.00 acre tract, being the northeasterly corner of, said 203,137 acre tract, for an angle point; THENCE, ronti,nuing along the funced westerly line of said 190.40 acre: tract, being the easterly line of said 203.137 acre tract, for a portion of the irregular eanL•er.l y line hereof the following seven (7) courses and distances: 1.) S01"1013511E, a distance of 1.67,70 feet to a 1/2-inch iron rod with cap set in the fence, for an angle point; 2) S00°03135"W, a distance of 341.80 feet to a 1/2-inch iron pipe found, for an angle point; 3) 904036144"E, a distance of 15.67 feet to a 1/2-inch iron rod found, for an angle point; 4) S06°30112"E, a distance of 343.71 teat to a 1/2-inch iron rod with rap get in the !fence, for an angle point; 5) SO1°45'07"w,, a distance of 480.85 feet to a '1,/2-inch iron rod with crap set in the fence, for an angle point; 6) 302"4813911E, a distance of 250.38 feet to a 1/2-inch i.ron rod found at a 30" Live oak, for an ariglU point; 7) 502030' 15"L, a distance of 1139.73 feeL to a 1/2-inch irort rod with cap set at Lhe 3ouLhwest•er,ly corner of gztict 190.40 acre tract:, being the southeasterly corner of said 203.137 acro Lrac:t, aiso beir:q in the nor.i:herly lines of said Bax'ton 51.56 acre t,rac:t, for are angle point:; THENCE, leaving the westerly Line of raid 1.90,40 acre tract, along a portion of the: irregular southerly line of said 203.137 acre tract, being .in part a portion of the northcr.l.y line of said Barton 51.56 acre traot 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) 1168013142"W, a distance of 128.79 feet to a 1/2-i,noh iron rod with cap set, for an angle point; 2) N36°37'28"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; 2020129407 Page 132 of 173 FN. IVO. 11•-406 (ACD) DECEMBER 5, 2011. PAGE 14 OF 15 3) N68046105"W, a distance of 137.51 feat to a 1/2-inch iron rod with cap set, For an angle point; 4) S8401'1141"W, a distance of 214.68 feet to a 1/2-inch iron rod with cap set, for an angle point; 5) S71034153"W, a distance of 180.12 feet to a 1/2-inch iron rod with cap set, for an angle point; 6) S75944155"W, a distance of 433.46 feet to a 1/2-inch iron rod with cap set, for an angle point; 7) 800°42101"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°46141.1', an arc length of 837.65 feet and a chord which beats 803*17154"W, a diutanca of 824.85 feet to a 1/2-inch iron red with cap set in the north .line of said 195,193 acre tr.ar-t, being Lhe southwesterly corner of the rellWinder of said Barton 168,32 acre tract, for an angJ a ljoint; THENCE, along the northerly and easterly lines of said 1,95.1.93 acre tract, being in part a portlorn of the southerly line of the remainder of said Barton 1,68.32 acre tract- and the westerly line of. sa.;j Barton 51.56 acre tract, for a portion of the irregular easterly line hereof, the following (4) four, courses and distances: 1) N6705815611E, 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 617.53 feet to a 1/2-inch iron rod found, for an angle point; 3) N68°08139"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; 2020129407 Page 133 of 173 E'N. N0. 11-406(ACD) DECEMBER 5, 2011 PAGE: 15 OF 15 4) 920°54154"E, leaving Lhr. southucly line of the remainder of }aid Barton 168.32 acre tract, a distance of 3791.46 fcc:t; to the POINT or BEGINNING, rantaininq an area of 1354.71.5 acres of land, more. or less, within these meLes and bounds; save and excepl. that c01-1.ilin 0,3683 acre trant cave and excepted in Document. No. 200006328.5 of said Official Publir- Records. BICARING BASIS: THE BASIS OF BEARINGS FOR THIS SURVEY IS THE TEXAS COORDINATE; SYSTEM, NAU83 (96) CENTRAI. 'LONE, ESTABT-TSIIED BY NGS OPUS SOLUTION USING CORS STATIONS DE'53.10, A17-9638, D959991 DF4062r & DE5999. I, ABRAM C. DASHNER, A RE6JSTRRE0 HEREBY STATE T11AT THIS DESCRIPTION THE GROUND BY BURY+PARTNERS, 10C. JULY, 2006. T141S DESCRIPTION PRET,IMINARY MASTER PLAN. BURY & PARTNERS, TNC. ENGINEERING -SOLUTIONS 221 WEST SIXTH STREET, SUITE 600 AUKIN, TEXAS 78701 PROFESSIONAL LAND SURVEYOR, DO IS BASED UPON A SURVEY MADE ON , DURING THE MONTHS OF APRIL -- WAS PREPARED TO ACCOMPANY A 1 31tAl+1 ['•, IJA+itINT:f�, lt. ��. 1,.5. NO. !ih01 STATE OF TEXAS 2020128407 Page 134 of 173 EXHIBIT t' 1707.749 ACRES FN. NO. 06-560(MAZ) AEG DEVELOPMENT OCTOBER 04, 2006 SAN GA33RIEL TRACT BPI JOB NO. 1640-05.92 DESCRIPTION OF 1707.749 ACRES OF LAND OUT OF THE :7. THOMPSON SURVEY, ABSTRACT 110. 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 ISSAC DONAGAN SURVIP,Y, ABSTRACT NO. 178, SITUAUTED 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 THE DEED TO CHARLIE 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 DEECRIBED 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 DOUMENT 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 met 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 douthwestexl.y corner of that certain 416.78 acre tract described in the deed to Texas 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 radium of 2904.79 feet, a central angle of 040331134, 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; 2020129407 Page 135 of 173 FN 06-560(MAZ) October 04, 2006 PAGE 2 OF 13 2) 569901,5011W, 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 341t85.77, 40' left; 3) Along said curve to the right, having a radiuo of 2824.79 feet, a central angle of 17014'00", an arc length of 849.64 feet, and a chord which bears S771138150"W, a distance of 046.44 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; n) S8601.5150"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 A", 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 the left having a radius of 1949.86 feet, a central angle of 16031'30", an are length of 562.37 feet, a chord which bears 578000' 0SIIW, a distance of 560.42 feet to a 112 inch iron rod with Gap set for the and of said curve, at or near P.M. 2243 Station 315146.60, from which a TXDOT concrete monument found bears N86057116"Fz, a distance of 1.21 feet] 6) S69044120"W, at distance of 71.58 feet to 1/2 inch iron rod with cap found for a reentrant carrier hereof, from which a 1/2 inch iron rod oet for t(e southeasterly corner of a called 93.6D acre tract deo cribed as "Tract A", having been conveyed to Arthur Winston Faubion, an undivided 61..5Ar; and Gordon Winston Faubion, an undivided 38.5Wr by the Partition and Exchange Dead of record in said Document No. 2.005043418 and being the southwesterly corner of said 93.60 acre "Tract 8d bears 869044120ow, a distance of 375.09 feet and from which 1/2 inch iron prod set, a 1/2 inch iron rod found bears S101142'53"E, a distance of 0.61 feet, and also from which 1/2 inch iron rod act, .a TXDOT Concrete right-of-way monument found on said northerly right-of- way line, at or near Station 305r56.60, 40' left bears S73012'54"W, a distance of 1397.29 feet (direct survey tie); TIMNCE, N1,n°42'S3"W, leaving the northerly right-of-way line of said F.M. 2243, aeveiring said 93.60 acre ,Tract 311, 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 n", being the southerly line of said 100 acre tract, for an interior ell corner hereof; Tim=E, in part along the northerly line of said 93.60 acre "Tract S" and in part the northerly line of said. 93.6D acre "Tract A.", 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: 2020128407 Page 136 of 173 FN 06-56o(MA2) October 04, 2006 PAdE 3 OF 13 1) S6901413811W, a distance of 375.65 feet to a 1/2 inch iron rod with cap found; 2) S6901215011W, a distance of 185.31 feet to a nail found in at 14" Elm; 3) 869016108"W, a distance of 386.65 feet to a 1/2 inch iron rod with cap found; 4) S696431160W, a distance of 277.23 feet to a 1/2 inch iron rod with cap found; 5) S69032142"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 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; THEWCE, -with the westerly line said 93.60 acre *Tract All and the easterly line of said 1150.3442 acre tract, generally along a fence, for a portion of the southerly line hereof, the following three courses and distances: 1) S21020132112, a distance of 854.10 feet to a 1/2 inch iron rod with cap found; 2) S2005615911E, a distance of 931.00 feet to a 1/2 inch iron rod with cap found; 3) S20044117"E, pasaing 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 1150.3442 acre tract; TRUCE, 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 00038126", an arc length of 63.62 feet, and a chord which bears S79919107"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 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 07Q3413011, an arc length of 371.46 feet, and a chord which bears 803025135"W, a distance of 373.29 Meet to a TXDOT concrete right-of-way monument found for the end of said curve; 2020128407 Page 137 of 173 FN 06-560(mhz) 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 aet for the southerly and 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 8scalera Ranch Section One, a subdivision of record in Cabinet R, Slides 310-315 of the Plat Records of Williamson County, Texas, bears S870111231W, a distance of 624.55 feet; THENCE, over and across said 2150,3442 acre tract, along said division line by others, for a portion of the westerly line hereof, the following sixteen (16) courses and diatanceae 1) N02049108"W, a distance of 508.22 foot 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) NO1Q38102118, a distance of 585,33 feet to a 1/2 inch iron rod with cap found for an angle point; 4) N55a20117"E, a distance of 1650.54 feet to a 1/2 inch iron rod with cap found for an. angle point; 1. 5) N800201051E, 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 feet to a 1/2 inch iron rod with cap found for a point of curvature of a curve to the left; 7) Along said cure to the left, having a radius of 25.11 feet, a central angle of 72013145", an are length of 31.85 teat, and a chord which bears N63028150"W, a distance of 29.60 Ceet to a 1/2 inch iron rod with cap found for the and of said curve; 8) N09039151"W, a distance of 50.o0 feet to a 1/2 inch iron rod with cap found for an. angle point; 9) N80020105"E, a distance of 155.74 feet to at 1/2 inch iron rod with cap found for an angle point; 10) N210061S0"W, a distance of 186.45 feet to a 1/2 inch iron rod with cap found for an angle point; 11) N30029137"W, a distance of 233.35 feet to a 1/2 inch iron rod with cap found for an angle point; 12) 1423041111'N, 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; 2020128407 Page 138 of 173 FN 06-560(MAZ) October 04, 2006 PAGES 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) N68045139"E, a distance of 108.54 feet to a 1/2 inch iron rod with cap found for an angle point; 16) N21°14'21"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 Arnie Vinther Patience, of record in volume 989, Page 6G5, 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 ],/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, at 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) coursed and distances: 1) N140111420E, a distance of 2227.05 feet to a nail with washer found; 3) N211,19113"W, passing at a distance of 2535,101 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 3150.3442 acre tract and hereof, the same being in the southerly line of that certain tract described in the deed to Barbara L. Supak, at 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 paid Official public records, in part the southerly line of that certain 68.096 acre tract described in the deed to Xomac, 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, Pages 862, of said Deed Records, in part the southerly line of that certain 204.195 acre tract described in the deed to Dennis L. Chapman, and wife Karol 0. Chapman, of record in Document No. 2002030778, 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. 9545429 of said Official Records, and in part the southerly line of that certain 150 acre "First Tract" described in Volume 422, Page 546, of said Dead Records, and referenced in the deed to peter M. Lowery, of record in Document No. 9809157, of said Official Recorda, for a portion of the northerly line hereof, the following thirty-seven (37) courses and distances: 1) N19052147119, a distance of 44.79 feet to a point; 2020128407 Page 139 of 173 LPN 06-560 (MAZ) October 04, 2006 PAGE 6 OF 13 2) N18°59'27"E, a distance of 149.46 feet to a point; 3) N27045135"E, a distance of 120.90 feet to a point; 4) N10018'41"E, a distance of 55.15 feet to a point; 5) N19038'491E, a distance of 61.60 feet to a point; 6) N140501081E, a distance of 59.29 feet to a point; 7) N13034141"E, a distance of 104.69 feet to a point; 8) NO5035'33"B, a distance of 87.07 Meet to a point; 9) N16612144"E, a distance of 105.84 feet to a points 10) N16°3915011E, a distance of 11B.15 feet to a point; 11) N27011123"E, a distance of 76.93 feet to a point; 12) N4003010611E, a distance of 99.90 feet to a point; 13) N37043123"E, a distance of 200.24 fact to a point; 14) N50°5l,58"E, a distance of 110.27 feet to a point; 15) N58036123"E, a distance of 53.55 feet to a point; 16) N70031142"E, a distance of 133.81 feet Co a point; 17) N75002151"3, a distance of 117.96 feet to a point; 18) S710291171YF3, a distance of 58.88 feet to m point; 19) S5601714403, a distance of 187.76 feet to a point; 20) S590241D2"E, a distance of 109.70 feet to a point; 21) S33015126"E, a distance of 43.05 feet- to a point; 22) S23023107"E, a distance of 277.92 feet to a point; 23) S04004'09"B, a distance of 21.65 feet to a point; 24) S02037'08"W, a distance of 124.23 feet to a point; 25) S100411S0"S, a distance of 113.56 feet to a point; 26) S230481550E, a distance of 247.16 feet to a point; 27) S40056'32"E, a distance of 309.36 feet to a point; 28) S43°16'00"E, a distance of 353.46 feet to a pointr 29) S6602213118, a distance of 122-80 feet to a point; 2020128407 Page 140 of 173 FN 06-560(MAZ) October 04, 2006 PAGE 7 OF 13 30) 849015'31"E, a distance of 245.89 feet to a point; 31) 859050130"E, a distance of 213.39 feet to a point; 32) 842035114"E, a distance of 429.45 feet to a point; 33) 881910102"E, a distance of 171.57 feet to a point; 34) N77052113"E, a distance of 332.33 feet to a point; 35) N8160015711E, a diethnce 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 107.25 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; THWCE, 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 hereof, the following twenty (20) courses and distances: 1) N42000' 28'8, a distance of 92.06 feet to a point; 2) N0804315411E, a distance of 114.17 feet to a point; 3) N45°511071E, 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) N47°09136"E, a distance of 54.90 feet to a point, 7) N74159142"E, a distance of 168.54 feet to a point; 8) ' N65024'01"E, a distance of 243.76 feet to a point; 9) N70°45101"E, a distance of 249.36 feet to a point; 10) N64°39125"E, a distance of 207.59 feet to a point; 11) N67144'380E, a distance of 376,93 feet to a point; 12) N54959'45"E, a distance of 336.05 feet to a point; 13) N81917152"E, a distance of 77.51 feet to a point; 14) 882021120"E, a distance of 124,53 feet to a point; 15) s71•30'39"E, a distance of 95.03 feet to a point; 2020128407 Page 141 of 173 FN 06-56o(MAZ) October 04, 2006 PAGE 8 OF 13 16) S50e1311711E, a distance of 123.29 feet to a point; 17) S12005'01-E, a diatance of 60.37 feet to a point; 18) S62036'100E, a distance of 68.70 feet to a point; 19) S74053124"E, a distance of 83.2.5 feet to a point; 20) 561046'56"E, 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"; THWCE, leavinq said South San Gabriel River along the easterly line of Bai.d Lowery "First Tract" and the upper westerly line of maid Watson 324.57 acre tract, for a portion of the northerly line hereof, the following four (4) cours*9 and distances; 1) N06016'52"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 rocs found for an angle point; 2) N16°13'12"W, a. distance of 656.71 feet to a 1/2 inch iron rod with cap found in the fence line; 3) N16022'04"W, a distance of 1276.31 feet to a 1/2 inch iron rod with cap found by a fence corner poet; 4) S75°51'25"W, a distance of 8.20 feet to a 1/2 inch iron rod with cap found at the mouth side of a fence corner post, being the eautheasteziy coiner of that certain "Second Tract" described in said Volume 421, Wage 546 ar�d referenced in said Document No. 9809157; TR-WCE, N22047149"W, along the easterly ling 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 post, for the ocuthwesterly 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 easterly 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) N40004' 03"W, a distance of 225.44 feet to a 1/2 inch iron rod f ound . 2020128407 Page 142 of 173 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 wile, 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) S39054151"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 960, of said Deed records; TMMCN, S74005144"E, 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 cextain 3.65 acre tract described in the deed to Mission Investment, of record in Document No. 2005041752, of said official Public Records; THENCE, contlnuing along the fenced northerly line of said 324.57 acre tract, being 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 Invertment tract; 2) N01654109"8, 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.); THENCR, S86051122"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 10.06 acre tract described in the deed to Donald Neal Pletcher, of record in Document No_ 2004038980 of said Official Public Records, for the northeasterly corner hereof; 2020128407 Page 143 of 173 FN 06-560 (MA,Z) October 04, 2006 PAGE 10 OF 13 ONCE, 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 10.00 acre tract-, the following two (2) courses and distances: 1) $210071391TE, a dretzInce of 1046,26 feet to a 112 inch iron rod found at the base of a fence corner post, for the southwesterly corner of said 10.00 acre tract; 2) 8980341428E, a distance of 699.50 feet to a 1/2 inch iron rod found for this southerly common corner of said 2.0.08 acre tract and that certain 9.5 acre tract described in the deed to Donald N. rletcher, of record in Volume 559, page 162, of said Deed Records; TXWCE, S88112511.4"E, continuing along the .fenced easterly line of paid 324.57 acre tract, being southerly line of raid 9.5 Acre tract a distance of 177.79 feet to a 1J2 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 2232, Page 578, of said Official Records; THENCE, continuing along the fenced oasterly line of said 324.57 acre tract, being in part the westerly line of. said 22.5562 acre Bagviell tract and in part the wecstarly line of that certain 32.61 acres tract desc" bed in the need to William Charles Bagwell and wife., Patricia C. Bagwell, of rrycord in tlolusre 2130. Page 499, of sairl. official Records, the following twelve (12) ovursea and distances; 1) 9070051310E, a distance of 396.88 Peet to a 1/2 inch iron rod found, 2) so741001591E, a distance of 140.00 feet to a 1/2 inch iron rod found for the common westerly corner of said Bagwell tracts; 3) S06058,4211E, a distance of 347.80 feet to a 1/2 inch iron rod f ound; 4) S07006133"E, a distance of 120.67 feet to a 112 inch iron rod found; 5) S07052132"E, a distance of 201.58 feet to a 1/2 inch iron rod founds 6) 507152124"E, a distance of 161.62 feet to a 1/2 inch iron rod found; 7) 807022137"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) S08015127"E, a distance of 319.11 feet to a 112 inch iron rod round; 2020128407 Page 144 of 173 FN 06-560(MAZ) October 04, 20o6 PAGE 11 OF 13 10) s09050124"E, a distance of 216.94 feet to a 1/2 inch iron rod found; 11) 808050133"B, a distance of 209.44 feet to a 1/2 inch iron rod found; 12) S00625118"E, passing at a distance of 156.90 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; TMKNCB, 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.S7 acre tract, for a portion of the easterly line hereof, the following eight (8) courses and distances: 1) S97044031"W, a distance of 362.99 feet to a point; 2) N780021281W, a distance of 85,59 feet to a point; 3) S(30°19111"W, a distance of 148.88 feet to a point; 4) S6500811311W, a distance of 207.16 feet to a point; 5) 1%766916104"0, a distance of 40.94 feet to a point; 6) N88038102"W, a distance of 149.72 feet to a point; 7) N89051111"W, a distance of 391.55 feet to a point; 8) N79608.16"W, at 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 tractr THENCE, S01052114"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 line of said 190.4.0 aore tract, for a portion of the easterly line hereof, passing at a distance of 57.75 feet a 1/2 inch iron rod found on the bank, continuing with at fence for a total distance of 1026.82 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 Barton 168.32 acre tract; THWCZ, 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 severs (7) courses and distancesi 2020128407 Page 145 of 173 F'N 06-560 (MA2) October 04, 2006 PACE 12 OF 13 1) S0101013548, a distance of 167.70 feet to a 1/2 inch iron rod with cap set in, the fence; 2) 900003135"W, a distance of 341.80 feet to a 1/2 inch iron pipe found for an angle point; 3 ) 804 °36' 44°E, a distance of 15.67 feet to a 1/2 inch iron rod found for an angle point; 4) S06.3011211E, a distance of 343.71 feet to a 2/2 inch iron rod with cap eet in the fencef 5) 801049'07"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 250.38 feet to a 1/2 inch iron rod found at a 30" rsive oak; 7) S0203011511E, a distance of 1139.73 feet to a 1/2 inch iron rod with cap set for the common southerly corner of said 190.40 acre tract and said 168.20 acre tract, being in the northerly line of said Parton 51.56 acre tract; TXENCE, along a portion of the easterly line of *aid 51.56 acre tract, being a portion Of the southerly line of said 190.400 acre tract, the following t'YO (2) courses and distances: 1) N6801314211E, a distance of 24.64 feet to a 1/2 inch iron rod found for an arg].a point; a 1/2 inch 2) foundforn an ddistance angle point 149.30 and being feet theoiron northwesterly of said 416.78 acre tract; TRWCE, along a portion of the easterly line of said 51.56 acre tract, being a portion of the westerly line of said 4'16.78 acre tract, the following six (61 courses and distances; 1) S50057117NE, a distance of 309.01 fast to a 1/2 inch iron rod with cap set for an angle point; 2) S75°59'16"E, a distance of 18.18 feet to a 1/2 inch iron rod with cap set for a deed angles point; 3) $20016'37"E, a distance of 4,10.49 feet to a to a 1/2 inch iron rod with cap set in the fence line; 4) S206561448E, 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) S20027'1611E, a distance of 1474.86 feet to a 5/8 inch iron found; 2020128407 Page 146 of 173 FN 06-560(MAZ) October 04, 2006 PAGE 13 OF 13 6) S20.40113-E, a distance Of 707.22 feet to the POINT OF SNOWNING. containing an area .of 1'107.749 acres of land, more or leas, within these mates and bounds. SHARING BASISs THE BASIS OF BEARINGS FOR THIS SURVEY IS THE TEXAS COORDINATE SYSTEM, HAD83 (96) CRNT1tAL ZONE, BSTABI,ISIISD BY NOS OPUS SOLUTION USING CORS STATIONS DF5370, AF9638, DE5999, DF4062, & DES999. I, MARK A. ZIENTEK, A REGISTERED PROFESSIONAL LAM SURVEYOR, Do nERSBY STATE THAT THIS DESCRIPTIQ)q IS $ABED UPON A SURVEY MADE ON THE GROUND BY BURY+PARTNERS, INC., DURING THE MONTHS OF APRIL - JULY, 2006, THIS DESCRIPTIO14 WAS PREPARED TO ACCOMPANY A PRELIMXNARY MASTBR PLAN. BURY & PARTNERS, INC. ENGINEERING -SOLUTIONS 3345 BEE CAVE ROAD, SUITS 200 AUSTIN, TEXAS 78746 i+1P,I2iC A. SIF�NIE�C, R.P,L.S. NO. 5683 STATE OF TEXAS 2020128407 Page 147 of 173 EXHIBIT F --• � Tom^ •♦ T -' 1� t � 1'I� IL.•1; » »:.. 1 I ,- v;, •' .S'^�i jl { � I . �., yip.• ; � .Y" �t y_I r•rr':: Ih�i•. Itiy1, + , { �1 •�• '[ :�+ l•�•(3'• .tir ili.t Y�:�.S� l`,q�il �r ��.f � -)� r � C � 1 C ���y�•.. 4 l � .L •t 11 �f�' II'I� > .A•t•I��I I• + +y ly�ll`JL fl�', �.�,� It r•!' ,,k:. r I 1 rcl *� P'lj 1 r 4' t' r I• •� -{ 4}�j� I +I� li•$ 'js y , •�.. �I •r a 1 I �y� 'yk'Si..- �`ri'"~ .�g+ � `• ` • + 1 'lKifr' I � r. ...'sli! ... � r ' ST I, � 3! 1 � .. [ .:4• • .. NOTE-. 1-HIS IS A COLOR EXHIBIT. A COLOR GDP) 13 ON FILE WITH THE CIrt OF GEORGETOWN. Bury+Partners SAN GABRIEL TRACTS IN61NIIIRINO SOLU110141 SAN GABRIEL " Sae egg's 11"d. SUR. a" INTERCEPTOR Amth6 r.q. 7Iri4A 79L 1512 M-W11 r4l Wlxpm-case ABG DEVELOPMENT "'I`vr[A.n Iacacaenlwl 3m OAIF: I0/30/06 1 XALE: fr,79, ORAWN BY: DAZ FILE:o:.16AoloSIEWIpI76ISIlE'�If1pD�E%IN7 PfIl,1F8TN.: m4o-4]p0 RECURPERS NILMORANDUPI All or ]ad of Ilse Icxl oil Ibis poye WkN 1101 cl.Nily kgibta I'oc Sallsfumv Ntm'41-1 rNr Ri_ ! � a Ir V f >� 1 = _ WATSON t •� , SCUBf�S01JTH EL 1[; r INT'EROt "OR 3(r .! AN WW uN8 i f,y xX 1y 1 �laY r Tr,ft' 1 a 2020128407 Page 148 of 173 EXHIBIT G Y 1 ` 1 TO N 9• � g� yy ASQ 8!i RIV18161YEx ASG SEGMENT 30' WASTEWATER LINE M) kv � 1 NOTl-: �li Lei"I.�I`;'," .1''ii11)it-1-:1 IQ TI•IIS IS A COLOR, EXHI01T, A COLOR COP f IS '.�A7,6.11e. Glrn, knwl, sa,. zo• i O: ON ME WITH THE CITY OF 13CORGETOWI-1_ s11±11w T,r,l 91:16 " _- P/L 16121 -0011 P.m r�r1'J•F'0-Ir12s - FILE: 0'`•14Yfi`•OS'E%NI91TS`,317E11B4003VHO FP41Fr:?,In.: 1310-L.i ?LE tl. T."a lu4}d'adawr. Im. �t.�n1d11 a1N RECORDERS MEMORANDUM All or parts of the text on this page was not clearly legible for satisfactory recordation mu n II Resolution 2020128407 Page 148 of 173 A RESOLUTION AMENDING RI•:SOl rriON NO. 022608-FF RELATING TO THE CREATION OF WILLIAMSON COUNTY MUNICIPAL UTILITY DISTRICT NO. 25, AND GRANTING THE CONUNT OF THE CITY OF GEORGETOWN, TEXAS, '('O THE ANNEXATION OF APPROXIMATELY _ ACRES OF LAND INTO WILLIAMSON COUNTY MIINICIPAE UTILITY DISTRICT NO. 25 WITHIN THE EXTRATERRITORIAL JURISDICTION OF THE CITY OF GEORGETOWN, TEXAS. WHEREAS, the City and Developer entered into that certain Development Agreement concerning the Land dated as of November 14, 2006 and recorded in the Offcial 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 rccordtd 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 Oflicial Records of Williamson County as Document No. 2009004457 (the "Third Amended Development Agreement"), and by the "Fourth Amendment to Development Agreement" dated as ol'January 18, 2008 and recorded in the Official Records of Williamson County as Document No. 2008006094 (the "Fourth Amended Development Agreement") (collectively the " dipr >Dcv j lent Agreement Am�ndpczils-') (the Original Development Agreement, as amended by the Prior Development Agreement Amendments, are referred to collectively herein as the "I]cvclnprncnt Agreement"); and WHEREAS, the City and the Developer also entered into that certain "Offsite Utility Construction and Cost Reimbursement Agreement" dated as ol'November 14.2006 and recorded in the Official Records of Williamson County as Document No. 2007040906 (the "ai-a-j ite Utility A reeg rnenf), which has been amended by that certain 'First Amended CQriUffsite Utility Construction and Cost Reimbursement Agreement" dated as of June 7, 2007 and recorded in the Official Records of Williamson County as Dwnimcnt No. 2007054979 (the "First Amended Offsitc Agreement"), and by that certain "Second Amendment to the Uffsite Utility Construction and Cost Reimbursement Agreement" dated as of December 11, 2007 and recorded in the Official Records of Williamson County as Document No. 20DS004456 (the "Second Amended Offsite Agreement''), and by that certain "Third Amendment to the Offshe Utility Construction and Cost Reimbursement Agreement" dated as of December 9. 2008 and recorded in the Mciai Records of Williamson County as Docurrnent No. 2009002693 (the '"Third Amended Uffsite Agreement'') (collectively the "Prior Offsite Agrwn s") (the Original Ofrsite Agreement, as amended by the Prior Oit'site Agreement Amendments, are referred to collectively herein as the "Offs1te A gregincrit"); and Ame.ded and Resimcd C01=114 Agrccmgil FINAI. crcan dncz 23 2020128407 Page 150 of 173 WHEREAS, on even date herewith, the City and the Developer have entered into that certain "Amended an-dResialcil Dome lopnttam_A groolocal," herein so culled, which supersedes and replaces the Development Agreement and the Mile Agreement, and which addresses the change in project boundaries, development standards, and provision of utilities; and WI IF:REAS, 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 "Ori 1ui Consent Agreement") which authorized the creation or up to five (5) "inn -city" municipal utility districts on approximately 1707.49 acres of hand (the "Original Land"); and WHEREAS, on February 22, 2008, the City of 0corgetown passed and approved Resolution No. 022608-FF consenting to the creation of Williamson County Municipal Utility District No. 25 on a 249.786 acre portion of the Original Land; and WHEREAS, Laredo W.O., Ltd. and the City of Georgetown subsequently ent=d into that certain Amended and Restated Consent Agreement dated as of (the "Amended and Leguted Content ►1 recnnrnl")_ 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 band and reduce it in size from 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 (tile "District Annexation Trace'), allows for the de -annexation of the land described on Exhibit R fhnnn the boundaries of Municipal Utility District No. 25 (the "l7i ri lixciusion Tr of 0), 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 -oily" municipal utility district. WHEREAS, the purpose of this resolution is to amend Resolution No. 022608-I-F to be consistent with the tents and conditions of the Amended and Restated Consent Agreement; NOW, I'll E' tEFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE C1'1'Y 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 ol'Munieipal Utility District No. 25, and to [lie 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; p•ovieled, hcnarever, that said consent is expressly suhiect to the conditions set forth in this Resolution, the Amended and Restated Consent Agreement between Laredo W.O., Ltd. (as defined above) , and to die Amended and Restated Develupittent 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 Bonds and maintain a Amendad And ReflAlad Canal Agnaumuw FINAI. cleAn doex 14 2020128407 Page 151 of 173 projected District total tax late of not more than $0.92 per S 100 in assessed valuation (the "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, whichever occurs first, the i)istrict's financial advisor (which shall be the same as the City's financlal advisor) certifies in writing to the City that the Bonds arc being issued within the then -current economic feasibility guidelines establlshed by the Commission for districts in Williamson County, so not exceed the Tax hate Limit, and are in conronnity with Attielc 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 if set forth in full. Section 5: All Ordinances and Resolutions, or parts of Ordinances and Resolutions that are in conflict with this Resolution arc hereby repealed, and no longer in effect. Section 6: Irany 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 or application and to this end the provisions of this Resolution arc hereby declared to be severable. Section 7: The Mayor ol'Georgetown is hereby authorized to sign this Ordinance and the City Secretary to attest. This Ordinance shall beccmie erfe.,:tive on the date of its approval by the City Council. PASSI.'D AND APPROVED on the: __ day of ATTEST: Jessica Brettie, City Secretary Amended end Ituamrod t:unsuni Apeomsm FINAL clams datz 2s 2011. George G. Garver, Mayor 2020128407 Page 152 of 173 EXHIBIT 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 $ 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 $ OLT-Site Costs Total Deductions: NET ELIGIBLE MUD BOND ISSUE AMOUNT MASTER DEVELOPMENT FEE PERCENTAGE: X 10% MASTER DEVELOPMENT FEE. AMOUNT: S * based upon costs approved for reimbursement under applicable TCEQ rules, and an audit of developer reilnbursables performed at the time of each Bond issue AmendLd and Restated Consent Agreement FINAL dowdocx 26 2020128407 Page 153 of 173 EXHIBIT J ASSIGNMENT AND ASSUMPTION AGREEMENT TI[IS ASSIGNMENT AND AS80MPTION AGREEMENT ("Assignment") is made and entered into as of the —__ day 01' _ betwocn �I CAW nor"), and (Assignor and Assignee are hereinafter sometimes collectively referred to as the "LPALti&' and singularly as a " EW ). RECITALS: A. Assignor is the owner of the rights of the Owner under that certain "Consent Agreement" (the "Agreemcni') ctTective as of _. _, among Laredo W.O., I.td., a 'Texas limited parinership, 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, atTects, and relates to the lands described on Echrit A attached to and made a part hereof orthis Assignment for all purposes (the , I ran.0elTed I°rem ises"). B. Assignor desires to assign certain of its rights under the Agreement as it relates to. the Transferrcd Premises to Assignee, and Assignee desires to acquire such rights, on and subject to the terms and conditions of this Assignment. NOW. THEREFORE. in consideration of the premises, the mutual covenants and obligations set forth heivin, and other good and valuable consideration, the receipt and legal sufiiciencv of which arc hereby acknowledged, the Parties hereby agree and act as follows: 1. Q[taiii 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. Asslayment. Subject to all of the terms and conditions of this Absigninual, 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 Premises. 3. Assumption. Assignee hereby assumes all obligations of Assignor and any liability that may result from acts or omissions by Assignee under the Agreement as it relates to the Transferred Promises that may arise or accrue from and after the effective dale of this Assignment, and Assignor is hereby released from all such obligations and liabilities from and after the effective date or this Assignment; provided, however, this Assignment does not release Amcndcd and Rawmi Coning Aurccmem FINAL cicenidoex 21 2020128407 Page 154 of 173 Assignor fiom 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. Qo-vw)iuP 1. my, This Assignment must he construed and enforced in accordance with the lags 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. C'nunter art/Fnesisaile Execution. This Assignment has been prepared in multiple counterparts, each ofwhich 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 same 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 effect as legally delivered original signatures. G. Malice to Cily. A copy of this Assignment shall he provided to the City within litleen (15) days after execution. 7. Biiidiou 1-41fect. This Assignment, when accompanied by a Partial Assignment of Reimbursement Rights in favor of the City for the Master Development Pee described in the Agreement, shall be binding upon and shall inure to the benefit of Assignor and Assignees and their respective heirs, personal representatives, successors, and assigns. S. 1. 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 Engineer's Cost Estimate (as that term is defined in the Agreement and in the Amended and Restated Development Agreement). VXf"CU ED as of the day and year first above written. ASSIGNOR: 11y: Printed Name: 'Title: ASSIGNEE: By,_ . __ Printed Name: Amamlcd awl Rotated Cmxenr Apreemem Fa4w .dcao doex 2R 2020129407 Page 1SSof 173 CITY CONSENT TO ASSICNMENT: ey: Printed Name: Title: ATTEST: kssion Brettle, City Secretary AmonduJuntl Rwoowd CwNvnl Aeruumoal PINALOmio down STATE OF TEXAS § GOUN'1'Y pig § SWORN TO AND SUBSCRIBED before me on the day 200_, by [SEAT.] STATE OF TEXAS § COUNTY OP § Notary Public, State of Texas Printed Namc: My Commission Expires SWORN TO AND SUBSCRIBED before me on the day of 200_, by [SEAL] Amended and Renletad Cmwml Agreement FINAL clan doox DU Notary Public, State of Texas Printed Name: My Commission Expires: 2020128407 Page 156 of 173 2020128407 Page 157 of 173 STATE OF TEXAS SWORN TO AND SUBSCRIBED before me on the day of , 20_, by Notary Public, State of Texas [SEALI Printed N11ine: My Commission Expires: STATE OF TEXAS COUNTY O SWORN TO AND SUBSCRIBED before me on the __ day of 20_. by Notary Public, State of Texas [SEAL] Printed Name: My Commission Expires: Amended and Resisted Consent Agmim l FINAL eivm doex 31 2020128407 Page 158 of 173 PARTIAL ASSIGNMENT OF RECEIVABLES Laredo W.O., Ltd. (the "Assignor") 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 the 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 Assignee agrees that this partial assignment of the Funds 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 tune. By execution of this instrument, Assignee hereby accepts such assignment and assurnes all of Assignor's rights, title, and interests in and to the Funds, and instructs the Disuict to pay the lrunds to the Assignee rather than the Assignor, subject to and in accordance with the terms and conditions of the agreement between the District and the Assignor. 360 m 2020129407 Page 159 of 173 Executed this the day of 20 ASSIGNOR LAREDO W.O., LTD. a Texas limited partnership By: ABC Enterprises, Ltd., a Texas limited partnership, its General Partner By: GALO, INC., a Texas corporation, its General Partner 13y: The Assignee hereby accepts the Partial Assignment of Receivables. bxecoxted this the day of , 20_. ASSIGNEE CITY OF GEORGETOWN, TFXAS Mayor ATTEST: By: City Secretary 3Gb134 2020128407 Page 160 of 173 The District hereby consents to the Partial Assignment of Receivables. Executed this the day of _20_. WILLIAMSON COUNTY MUNICIPAL UTILI'1"Y DISTRICT NO.25 President 76"54 EXH[Blrt "(�"' THE STATES OP TEXAS COUNTY OF WILLIAMSON 2020128407 Page 161 of 173 r-IRsT VNXTED ][SANK AND TRUST COMPANY, as lienholder on the land (the "lstrld") proposed to be included in Parkside on the River Municipal Utility District No. 1 (the "Mirict1), as described in the Petition for Consent to the Creation of Parkside on the R.iver- Municfpat Utility District No. i (the "Patiriari") 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 oa of the l - �— day of u e i s� .2029. FIRST tiMTED BANK AND TRUST COPA . IN Y _-• +.. ',ititly: .f� THE STATE OF TEXAS COUNTY OF�%u'� § This instrumoW was executed before me on this ,,,_ 'day of 2019. by of FMT UNITED 13ANK AND D 'psT COMP NY, on behalf of said bank. CONBIEelpl.WfiT NwrtyDI112ViW0a6 .•.. •��•!•r -�. '�"��I. .. ryeom"d, I oe.plw, Notary PublicS1Sr&t re (8ea1) oa0ax 20.2021 Ezbibit "C" (W09133' 19.1) I (Wo912836.2) &hfbit 0V — Page 1 Of 1 2020128407 Page 162 of 173 EXHIBIT "D" Legend Roadway Ammpm� Parkdd! Parkway ■ 0 - - Parkway B (70' ROW) ■rrr11rr Parkway B(100'ROW) Outpareeb DRAFT PARKSIDE ON THE RIVER • PYT1iRR ROARWAV PLAN t r (W0912836.21 Exhibit'D' — Page i of i 2020122407 Page 163 of 173 Exhibit O Page 1 of 2 Pages County: Williamson Project: Parkside on the River Job No.: A191301 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 corner of a call 77.902 acne 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 1,595.40 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 comer of said 1,146.591 acre tract, also being the southeasterly comer of a cap 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; 2020128407 Page 164 of 173 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 recoqfiguration of the boundary of the political subdivision for which it was prepared. GBI Partners, LP TBPLS Firm No. 10194150 Ph: 512-296-2675 September 16, 2019 2020129407 Page 165 of 173 Exhibit H Description of the "Land" The "Land" means the two areas described below: Original 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 2020129407 Page 166 of 173 EXHIBrr I ' Y 1 1 r.+ . • 10d z�z.siz ects3s ..x �i '.wr .. »_ rcu.ouYr lug or -_ I�AI 'ti17�L1_i� 1p: IY1 CI! Lt'A �1 �rwn. nurni � rw RECORDERS MEMORANDUM All or parts of the text on this pagewas not clearly legible for satisfactory recordation 2020128407 Page 167 of 173 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 Pagel of2 2020128407 Page 169 of 173 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 BY: Dale Ross, Mayor ATTEST: I'PIV Robyn Densmore, City Secretary APPROVED AS TO FORM: BY: 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 2020128407 Page 169 of 173 THAT PART OF THE JOHN T. CHURCH SURVEY, ABSTRACT140 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 OR 176-2243, LP BY DEED RECORDED IN DOCUMENT No. 2016023178 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 Putsllc Records of Williamson County, Texas; THENCE along the east line of sold 40.00 Acre Tract and the west line of said 44.13 Acre Tract, 821'0717"E a distance of 173.79 feat to a 1/2' Iron rod set at a non -tangent paint of a curvature to ;he right, being also the north corner of a 0.054 Acre Tract of land conveyed to Wiliiarnsvn County, Texas by deed recorded In Document No. 2019019964 of the Official Public Records of Williamson County Texas; THENCE across said 40.60 Acre Tract, sold 49.656 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 819'38'15"W, 625.59 feet to a 1/2' iron rod set at a point of tangency; 2. S38"3T04"W a distance of 88.92 feet to a 112" iron rod set an the south line of said 49.656 Acre Tract and on the north line of a 1.00 Acre Tract of lend conveyed ID Thomas D, Diaz III and wife Dellssa R. Sharpe -Diaz by Document No, 2003019309 of the Official Public Records of Wfillamson County, Texas; THENCE along [tie 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 Docurent No. 2002058098 of the Official Public Records of Williamson County, Texas and along an old fence the following three courses: 869°06'27' W passing the northwest corner of said 1.00 Acre Tract, in all a distance of 565.71 feet to a 1f2" Iron rod with cap labeled RPLS 1847 found; S68047124'W a distance of 669.65 feet to a 1/2' iron rod with cap labeled RPLS 1847 found; S69' 15'47"W a distance of 831.14 feet to a 60-d nall found; THENCE across said 49.556 Acre Tract, N21' 19'19"W a distance of417.25 feet to the common line of said south line of the 40.80 Acre Tract and said north line of the 49.666 Acre Tract; THENCE along said common line, SB9'28'39"W a distance of 232.16 feet to a 318" iron rod found monurnenting the southwest corner of said 40.00 Acre Tract and the southeast comer 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 9093.24 feat to a 1/2" iron rod set on the south Ilne of said R. M. 2243 at the northwest comer of said 40.80 Acre Tract and the northeast comer of said 89,41 Acre Tract; 2779-DESC-62.048ac.rtf Page 1 of 2 2020128407 Page 170 of 173 82,048 Acres EXHIBIT A-1 TO RESOLUTION 10082019-0 THENCE along the south line of sold R. M. 2243 and the north line of said 4,081 Acre Tract the following four courses: 1. N87013111 "E a distance of 821.47 feet to a TxDOT concrete monument found; 2. N87011'351E a distance of 1367.10 fast to a TxDOT concrete monument found at a point on a non -tangent curve to the left; 3. Easlorly along said curve, an arc length of 384.08 feet, said curve having a radius of 2904M feet, a central angle of 07°34'31" and a chord bearing N83°2340"E, 383.50 feet to a TxDOT concrete monument found; 4. N79113927RE a distance of 246.92 feet to the said Point of Beginning. Containing 82.048 acres, more or less, as shown on the sketch attached. This document was prepared under 22TAC 683.21. does not reflectthe results of an on the ground survey, and is not to be used to convey or estebllsh Interesta In real property except those rights and Intorests implied or eslabllshed by the creation or reconfiguration of the boundary of the political subdivision for which It was prepared. R�> OF W Illam L. Johnson 4 : Registered Prefessronal Land Surveyor No. 5425 State of Texas •�I-Dk t... .... s42a �. RJ Surveying & Associates, Inc. 2.900 Jazz Street, Round Rock, Texas 78884 Npg�jt 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 MUD ANNEXATION SURVEY A PORTION Or THE JOHN T: Cj4UNLTf SUWY, u.� •.n'w„mlwro halo own.m woavl ARSIPACT NO, IIQ WLLIAMSON COUNTY, TEXAS -.l•'.Iw AW QI-r..9mlhK el EXHIBIT A-2 TO RESOLUTION 10082019-0 . rxa.., LIIYYL orS . wlrt not W.n .vx..w Rft KK�wOON M. NI ac . eraN0.\sl wlr.l c,,.r, w,� :n�`o w�u.iw wryAIR M ap wl.fn R - oi-n- ,9,, Ry4j ..�.' mow• I .. . rt QOY AOIQ ---- v__--...___ H111n� I �.��. 9YETON TD AamwANr LCSYwom nmc+w. w,.Q nl.ornp 2020128407 Page 171 of 173 r NY Frr�•�—..Nr, rl� .nlw v .nu Q.a...vr Iwn W_ ------ RECORDERS MEMORANDUM All or parts of the text on this page was not clearly legible for satisfactory recordation 2020128407 Page 172 of 173 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 S T Developer Interest S Bond Discount Administrative and Organization (including creation costs and operating advances) Bond Application, Market Study, S and other bond issuance costs TCEQ Bond Issuance Fee Application, Review and Inspection Fees Site Costs $ Off -Site Costs Total Deductions: S NET ELIGIBLE MUD BOND ISSUE AMOUNT MASTER DEVELOPMENT FEE PERCENTAGE: MASTER DEVELOPMENT FEE AMOUNT: X 10% T. « 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 2020120407 Page 173 of 173 ELECTRONICALLY RECORDED OFFICIAL PUBLIC RECORDS 2020128407 Pages: 173 Fee: $741.00 10/19/2020 03:45 PM Nancy E. Rister,County Clerk Williamson County,Texas Rt _ r'Corjifjy 0k3VeeMtn+ Ymi55;10 � 5i pckAure, pokV on DoCumB#1f #- 20Z108to19_3 STATE OF TEXAS COUNTY OF WILLIAMSON CITY OF GEORGETOWN 2021086193 AMEN Total Pages: 38 hJ § 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 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 1 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 thy 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.Q2. 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. 5ection 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](l). 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 assigzunent 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. Srctisaii_13.0402 . 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. Recnrdin . 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 [Sr gyture Pages to Folloul 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 OtOAGETOWN, TEXAS 0 ATTEST: By: 1 Robyn Densmore, City Secretary APPROVED AS TO FORM: 6y: Skye Masson, City Attorney STATE OF TEXAS g COUNTY OF WILLIAMSON § Mayor Josh Schroeder This instrument was acknowledged before me the 6 day of 2021, by Josh Schroeder, Mayor of the City of Georgetown, Texas, a It ie-rule city, on behalf of the City. (seal) KAREN FROST Notary ID # 1053608-4 Notary Public State of Texas 9* My Commission Expires o 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 Sy. Blake J. Magee, President STATE OF TEXAS § COUNTY OF TRAVIS § s instrument was acknowledged before me the Y4 day of J iJ 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 Notary Public, State of Texas :sW. .-V Comm. Expires 05-29-2024 fr�i y„ ,�' �Notary ID 132499027 ry 6� ' Notary Ptibl c State 4f 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, General Partner By: Blake J. Magee, President STATE OF TEXAS § § COUNTY OF TRAVIS § This instrument was acknowledged before me the &4— day of UNti . 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) HOLLY H. FULLEKON S :�Notary Public, State of Texas "^= Comm. Expires 05-29-2024 Notary ID 132499027 Notary Public State of 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. i3lake . Magee, President STATE OF TEXAS § COUNTY OF TRAVIS § This instrument was acknowledged before me the �� day of UN4,- 2021, by Blake J. Magee, President of HM PARKSIDE DEVELOPMENT, INC., a Texas corporation, on behalf of said corporation. (seal) HOLLY H. FULLERTON _r;�• ;nSNotary Public, State of Texas Comm. Expires 05-29-2024 . yf•...••b}tip ''�.;�;,;.•�' Notary ID 132499027 J� 06 4 Notary Publ c State of 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 corporation, General Partner By: Blake J. Magee, resident STATE OF TEXAS § COUNTY OF TRAVIS § This instrument was acknowledged before me the '3t� day of j Uh f— , 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) .•'"rr''�•,' HOLLY H, FULLERTON ?r; ;,A Notary Public, State of Texas Comm. Expires 05-29-2024 %•;,°;,;� Notary ID 132499027 Notary Public State I 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 WILLIAMSON COUNTY MUNICIPAL UTILITY DISTRICT NO. 25 B• P �wdm,--=m=� t} Title: f % ATTEST: By: Name: Title: S ecru STATE OF TEXAS § COUNTY OF V4111 � (O%So ►' l § This instrument was acknowledged before me on the )L�day of July, 2021, by C nS c P1 f`l G..Y6C) , President of Williamson County Municipal Utility District No. 25, a municipal utility district operating under Chapters 49 and 54 of the Texas Water Code. •�'""'`'+ APRIL JOY RWAR (Seal) ' °� aw Notary Public, State of Texas 's's �= Comm. Expires 08-10-2024 Notary ID 132614571 Nota4 PublicWtc of Texas First Amendment to Second Amended and Restated Consent Agreement Page 18 of 17 Water Oak Subdivision and Parkside on the River Subdivision (exhibits attached) Williamson County MUD No. 25; Parkside on the River MUDS PARKSIDE ON THE RIVER MUNICIPAL UTILITY DISTRICT NO.1 8y: Printed Name: 6 vc Title: {e 3 = ae ."�- ATTEST: STATE OF TEXAS § COUNTY OF § 'Phis instrument was acknowledged before me on the 3 day of-ty, 2021, by [S�yPk�L1cs 2rJ President of Parkside on the River Municipal Utility District No. 1, a municipal utility district'operating under Chapters 49 and 54 of the Texas Water Code. (seal)A '' �xMAUREEN RATEL haY �G& 'i%= Notary Public, State of Texas Comm. Expires 01-16-2022 ''•�i: ;,�i •` N o I a ry ID 13141 1685 Notary Public State of Texas First Amendment to Second Amended and Restated Consent Agreement Page 19 of 17 Water Oak Subdivision and Parkside on the River Subdivision (exhibits attached) Williamson County MUD No. 25; Parkside on the River NV1UDs 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: 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 2. :,kssumption. 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. Itetained 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: Assignor and A_ ssi nee: 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 7870 t Attn.: Ann Engles Vanderburg 5. Defined 'Perms. 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. l.xcoution. 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. Rec rdation' Copy 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. 2 1 P a u e 2021073238 Page 3 of 5 ASSIGNOR: HM PARKSIDE, LP, a Texas limited partnership By: Hanna/Magee GP #1, Inc., a Texas corporation, General Partner By - Blake J. Magee, President ASSIGNEE: HM PARKSIDE DEVELOPMENT, INC., a Texas corporation By: Bl a agee, Prest ent STATE OF TEXAS COUNTY OF TRAVIS This instrument was acknowledged before me the /114&y 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) HOLLY H. FULLERTON k'� '' -S 1Notary Public, State of Texas N tary PubAic Statj of Texas Comm. Expires 05-29-2024 +lY.P pyT� �sa��, �►�\ Notary ID 132499027 31Pa,,- 2021073238 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 Downtown Georgetown Bypass Parkside on the River RVPARKSIDE ON THE RIVER - AREA MAP 0 AWl 15, 2021 N A N N A/ M AG rL LL.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 M[JDs 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 5.29 f tit - -2 LEGEND PROPOSED DESCRIPTION PROPOSED SITE _ — 1 PARKSIDE ON THE RIVER LOCATION MAP MUNICIPAL UTILITY DISTRICT NO.1 L PROJECT No.: RECORDERS MEMORANDUM All or parts of the text on thls page was not clearly legible for satisfactory recordation. Page 1 of 2 e �r a .� A w. p a u F7g`�F T!f - P3i - 4i q a Jq ;ill-sax.8: si %R1� 114 i AA fit ! [ism 8 i��► r �{ _ � ; - �7 � � � g xF9XS: se _t� s7�5 $ �� �� �� { a 55 5� Cj N t FIRST AMENDMENT TO SECOND AMENDED AND RESTATED CONSENT AGREEMENT Water Oak Subdivision and Parkside on the River Subdivision Williamson County MUD No. 25; F arkside 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 comer 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; 1. 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 of322.60 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. GBl Partners, LP TBPLS Firm No. 10194150 4 F Ph: 512-296-2675 r + 1 June 11, 2020 _ A :_ 4 ma's p 5768 r CIF.~e..;e 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 SCHEDULE4 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 comer 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; I. 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.; S. 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 are 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 35.10 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 comer 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; 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 arc 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 241.10 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 C� d0 CJY 64Ace '0 FILED AND RECORDED OFFICIAL PUBLIC RECORDS 2021086193 AMEN ee: $177.00 06/10/2p21 08:34 AM OSALINAS Nancy E. ster County Clerk Williamson County, Texas