HomeMy WebLinkAboutAgenda_GUS_08.14.2015Notice of Meeting for the
Georgetown Utility System Advisory Board
of the City of Georgetown
August 14, 2015 at 1:00 PM
at Georgetown Municipal Complex, 300-1 Industrial Avenue, Georgetown TX
The City of Georgetown is committed to compliance with the Americans with Disabilities Act (ADA).
If you require assistance in participating at a public meeting due to a disability, as defined under the
ADA, reasonable assistance, adaptations, or accommodations will be provided upon request. Please
contact the City at least four (4) days prior to the scheduled meeting date, at (512) 930-3652 or City
Hall at 113 East 8th Street for additional information; TTY users route through Relay Texas at 711.
Regular Session
(This Regular Session may, at any time, be recessed to convene an Executive Session for any purpose
authorized by the Open Meetings Act, Texas Government Code 551.)
A Call to Order
The Board may, at any time, recess the Regular Session to convene in Executive Session at the
request of the Chair, a Board Member, the City Manager, Assistant City Manager, General
Manager of Utilities, City Council Member, or legal counsel for any purpose authorized by the
Open Meetings Act, Texas Government Code Chapter 551, and are subject to action in the
Regular Session that follows.
B Introduction of Visitors
C Discussion regarding the Project Progress Report, timelines including projects and Council
Actions. – Michael Hallmark, Project Manager
D Industry Updates
Legislative Regular Agenda
E Review and possible action to approve the minutes from the regular GUS Board meeting held on
July 10, 2015. - Sheila K. Mitchell, GUS Board Liaison
F Consideration and possible recommendation on a Water Agreement for the Ridge at Cross Creek -
- Wesley Wright, P.E., Engineering Director
G Consideration and possible recommendation on a Water Agreement with Clearwater Ranch --
Wesley Wright, P.E., Engineering Director
H Consideration and possible recommendation on a Water Agreement for the Heights of
Georgetown -- Wesley Wright, P.E., Engineering Director
I Consideration and possible recommendation to allow the proposed Ranchito Subdivision, (aka
12.98 acres in the William Roberts Survey, A-524, Williamson County, Texas) the use of an
onsite sewer system (septic system) in lieu of a public wastewater system according to Section
13.06.030A.4 of the City’s Unified Development Code. -- Jordan Maddox, Acting Planning
Director and David Munk, Utility Engineer
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J Consideration and possible recommendation of an interlocal agreement between the City of Round
Rock and the City of Georgetown for the relocation of a concrete distribution pole and
underground electric circuit near the intersection of Oakmont Drive and University Blvd. – Paul
Elkins, Electric Engineering Manager
K Customer Information System (CIS) Project Update and Presentation (no action required) --
Leticia Zavala, Customer Care Director/Micki Rundell, Chief Financial Officer
Adjournment
CERTIFICATE OF POSTING
I, Jessica Brettle, City Secretary for the City of Georgetown, Texas, do hereby certify that this Notice
of Meeting was posted at City Hall, 113 E. 8th Street, a place readily accessible to the general public
at all times, on the ______ day of __________________, 2015, at __________, and remained so
posted for at least 72 continuous hours preceding the scheduled time of said meeting.
____________________________________
Jessica Brettle, City Secretary
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City of Georgetown, Texas
Utility System Advisory Board
August 14, 2015
SUBJECT:
Call to Order
The Board may, at any time, recess the Regular Session to convene in Executive Session at the
request of the Chair, a Board Member, the City Manager, Assistant City Manager, General
Manager of Utilities, City Council Member, or legal counsel for any purpose authorized by the
Open Meetings Act, Texas Government Code Chapter 551, and are subject to action in the Regular
Session that follows.
ITEM SUMMARY:
FINANCIAL IMPACT:
N/A
SUBMITTED BY:
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City of Georgetown, Texas
Utility System Advisory Board
August 14, 2015
SUBJECT:
Discussion regarding the Project Progress Report, timelines including projects and Council
Actions. – Michael Hallmark, Project Manager
ITEM SUMMARY:
GUS Projects:
2nd St. Street and Waterline Replacement
Berry Creek Wastewater Interceptor
EARZ 2013-14
EARZ 2014-15
Public Training Facility Offsite Wastewater
Rabbit Hill Elevated Water Storage Tank (EST)
Sequoia Spur Elevated Storage Tank (EST)
Shell Road Waterline Improvements
Snead Drive Streets and Wastewater Improvements
Westinghouse Regional Lift Station (LS)
Council Actions
FINANCIAL IMPACT:
N/A
SUBMITTED BY:
Michael Hallmark
ATTACHMENTS:
Description Type
GUS August Project Reports Backup Material
Council Actions Backup Material
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GUS BOARD ITEMS FORWARDED TO COUNCIL
July 28, 2015
J Forwarded from the Georgetown Utility Systems Advisory Board (GUS):
Consideration and possible action for the award of Bid 201543 for Contract Labor Services
for Electric System Overhead Construction and Maintenance to Bird Electric Enterprises,
LLC, of Eastland, Texas, in the estimated amount of $3,000,000.00. – Paul Elkins, Electric
Engineering Manager and Wesley Wright, P.E., Systems Engineering Director
ITEM PASSED
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City of Georgetown, Texas
Utility System Advisory Board
August 14, 2015
SUBJECT:
Review and possible action to approve the minutes from the regular GUS Board meeting held on
July 10, 2015. - Sheila K. Mitchell, GUS Board Liaison
ITEM SUMMARY:
Board to review, revise and/or approve the minutes from the regular meeting held on July 10,
2015.
FINANCIAL IMPACT:
N/A
SUBMITTED BY:
Sheila K. Mitchell/GUS Board Liaison
ATTACHMENTS:
Description Type
GUS July 10 2015 DRAFT Minutes Backup Material
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Minutes of the Meeting of the
Georgetown Utility Systems Advisory Board and the
Governing Body of the City of Georgetown, Texas
July 10, 2015 at 2:00PM
at Georgetown Municipal Complex, 300-1 Industrial Avenue, Georgetown, TX
The City of Georgetown is committed to compliance with the Americans with Disabilities Act (ADA). If
you require assistance in participation at a public meeting due to a disability, as defined under the ADA,
reasonable assistance, adaptations, or accommodations will be provided upon request. Please contact the
City at least four (4) days prior to the scheduled meeting date, at (512)930-3652 or City Hall at 113 East 8th
Street for additional information: TTY users route through Relay Texas at 711.
Board Members Present: Bill Stump – Chair, Ed Pastor – Vice Chair, Mike Cunningham –
Secretary, Robert Kostka, Joyce Mapes, Ty Gibson
Board Members Absent: Steve Fought
Staff Present: Mike Babin, Glenn Dishong, Wesley Wright, Paul Elkins, Michael Hallmark,
Chris Foster, Jana Kern, Jimmy Sikes, Nicole Abrego, Kathy Logue
Others Present: none
Regular Session
(This Regular Session may, at any time, be recessed to convene an Executive Session for any purpose
authorized by the Open Meetings Act, Texas Government Code 551.)
A. Call to Order – Called to order by the Chair at 2:00PM
The Board may, at any time, recess the Regular Session to convene an Executive Session at the
request of the Chair, a Board Member, the City Manager, Assistant City Manager, General Manager
of Utilities, City Council Member, or legal counsel for any purpose authorized by the Open Meetings
Act, Texas Government Code Chapter 551, and are subject to action in the Regular Session that
follows.
B. Introduction of Visitors - None
C. Discussion regarding the Project Progress Report, timelines including projects and Council Actions. –
Michael Hallmark, Project Manager
Discussion: None
D. Industry Updates
Discussion: Brazos River Authority – System rate to go up $1.00. Basins are full. BRA applied
for a system operating permit.
Legislative Regular Agenda
The Board will individually consider and possibly take action on any or all of the following items:
E. Review and possible action to approve the minutes from the Regular GUS Board meeting held on
June 12, 2015. – Sheila K. Mitchell, GUS Board Liaison
Discussion: Stump concerned with the impact fee discussion. Foster/Wright addressed his
concerns. Motion by Pastor second by Kostka to approve minutes as presented. Approved 6-0-1
(Fought absent)
F. Consideration and possible recommendation for the award of Bid 201543 for Contract Labor Services
for Electric System Overhead Construction and Maintenance to Bird Electric Enterprises, LLC., of
Eastland, Texas, in the amount of $3,000,000.00. – Paul Elkins, Electric Engineering Manager
Discussion: Elkins explained to the Board that this is an annual contract with four renewals as
long as both parties are agreeable. Motion by Pastor second by Mapes to approve Bid 201543 to
Bird Electric Enterprises, LLC in the amount of $3,000,000.00. Approved 6-0-1 (Fought absent) Page 17 of 120
Adjournment
Motion by Kostka, seconded by Pastor to adjourn the meeting at 2:24PM. Approved 6-0-1 (Fought
absent)
__________________________ _____________________________
Bill Stump – Board Chair Mike Cunningham – Secretary
_________________________________
Sheila K. Mitchell, GUS Board Liaison
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City of Georgetown, Texas
Utility System Advisory Board
August 14, 2015
SUBJECT:
Consideration and possible recommendation on a Water Agreement for the Ridge at Cross Creek -
- Wesley Wright, P.E., Engineering Director
ITEM SUMMARY:
The Ridge at Cross Creek is a proposed residential development located in the Western District
water service area and just outside the city's extraterritorial jurisdiction. The entire development
consists of just less than 240 acres.
The proposed water agreement provides for service of 140 single family residential units. No
offsite improvements are necessary and the existing water system is capable of serving the
proposed development demand. Standard water agreement terms regarding conservation,
performance, and fees are included in the terms.
STAFF RECOMMENDATION:
Staff recommends approval of the proposed Water Agreement
FINANCIAL IMPACT:
No direct financial impact to the city.
SUBMITTED BY:
Wesley Wright
ATTACHMENTS:
Description Type
Ridge at Cross Creek Water Agreement Backup Material
Ridge at Cross Creek Exhibit A Backup Material
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1
WATER SERVICE AGREEMENT
(THE RIDGE AT CROSS CREEK)
THE STATE OF TEXAS §
§
COUNTY OF WILLIAMSON §
This Water Service Agreement (“Agreement”) is entered into as of the Effective Date, by
and among the City of Georgetown, a Texas Home Rule Municipal Corporation (“City”); and
RAS Level 2 Holdings, at Limited Partnership, of Liberty Hill, Texas (“Developer”). Each
of which are sometimes referred to as a “Party” or collectively as the “Parties.”
RECITALS
A. WHEREAS, City is a political subdivision of the State of Texas and the owner of certain
water facilities that it utilizes to provide retail water services to its customers; and
B. WHEREAS, Developer is the owner of that approximately 238.44 acres of real property
known as The Ridge at Cross Creek (the “Property”), more fully described in Exhibit “A”
attached hereto, that Developer desires for single family residential purposes;
C. WHEREAS, the Property is located outside the City’s extraterritorial jurisdiction and in
the service area of Chisholm Trail Special Utility District’s (“CTSUD”) Certificate of
Convenience and Necessity No. 11590 (“CTSUD’s CCN”);
D. WHEREAS, the City has acquired all of the assets of CTSUD, including all of the assets
necessary to provide retail water service to the Property, is currently operating and managing
CTSUD’s water system pursuant to a contract between the City and CTSUD, and has filed an
application with the Texas Commission on Environmental Quality (TCEQ) which has been
forwarded Public Utility Commission (PUC) requesting approval of the transfer of CTSUD’s
CCN to the City;
E. WHEREAS, Developer desires to obtain retail water service for future residents and
customers within the Property;
F. WHEREAS, this Agreement is authorized by and consistent with state law and the City’s
other ordinances, regulations, and other requirements governing development of subdivisions
and provision of utility services by the City.
NOW, THEREFORE, in consideration of the mutual covenants and agreements hereafter
set forth, the receipt and sufficiency of which is hereby acknowledged, the Parties hereby agree
as follows:
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I.
DEFINITIONS
When used in this Agreement, the following terms will have the meanings set forth
below:
“Agreement” means this Water Service Agreement. 1.1.
“Effective Date” means the last day of execution of this Agreement by all Parties hereto. 1.2.
“Impact Fee” means a fee established and amended from time to time by the Board of 1.3.
Directors of CTSUD in accordance with Chapter 395 of the Texas Local Government Code to
recover the costs of capital improvements required to provide service to new development.
“Interests to be Acquired” means the Internal Facilities, all easements and interests within 1.4.
the Property to be conveyed under the terms set forth in this Agreement.
“Internal Facilities” means the infrastructure, including all water transmission and 1.5.
distribution lines and related facilities, equipment, and appurtenances thereto, to be constructed
by or on behalf of Developer and dedicated to City for purposes of extending water service from
the Water System. The exact physical location, design and specifications of the Internal
Facilities shall be identified in the plans and specifications submitted to City, and shall be subject
to City’s review and approval. Internal Facilities may include infrastructure located outside the
limits of the Property.
“Living Unit Equivalent” or “LUE” means one single-family residential unit, or its 1.6.
equivalent calculated at the rate of 350 gallons of potable water per day, based on a 30-day
average.
“Notice and Opportunity to Cure” means that, before any right of termination or other 1.7.
remedy authorized hereunder may be exercised (i) the Party who intends to exercise such right or
remedy must deliver to the other Party a written notice which specifies the reason(s) for the
intended exercise and the action(s) necessary to avoid it, and (ii) the other Party fails to cure,
within thirty (30) days after receipt of such written notice, the specified problem(s) that would
justify the intended exercise.
“Property” means that certain real property consisting of approximately 238.44 acres 1.8.
known as The Ridge at Cross Creek, and located in Williamson County being more particularly
described on Exhibit “A” attached hereto.
“Service Commitment” means the 140 LUEs of retail water service that City agrees to 1.9.
make available to the Property in accordance with the terms and conditions of this Agreement.
“TCEQ” means the Texas Commission on Environmental Quality or any successor 1.10.
agency.
“Transfer” means the conveyance of the Interests to be Acquired to the City. 1.11.
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“Water Acquisition Fee” means an annual fee determined by City to be paid by or on 1.12.
behalf of Developer for the costs of acquiring water for up to 140 LUEs, to be calculated in
accordance with Section 4.2 of this Agreement.
“Water Acquisition Fee Period” means a period of time beginning upon the execution of 1.13.
this Agreement and ending at the earlier of the following: (i) at such time as there are 70 LUEs
of active connections within the Property, such number of connections being equal to
approximately fifty percent (50%) of the total Service Commitment made available hereunder; or
(ii) upon termination of this Agreement according to its terms, in which event City’s
commitment for water service to the Property shall also terminate.
“Water System” means the water system now owned or to be acquired by City to serve 1.14.
City’s water service territory and the area included within CTSUD’s CCN, and any expansions,
improvements, enlargements, additions and replacements thereto, including the Interests to be
Acquired, subject to the terms of this Agreement.
II.
PROVISION OF WATER SERVICES
Service Commitment. 2.1.
(a) Subject to the terms and conditions of this Agreement, including the payment of
all applicable fees and charges as set forth below, City agrees to provide water service to
customers within the Property in a quantity not to exceed the Service Commitment. The quantity
of water service made available to any connection within the Property will be determined
according to meter size in accordance with the City’s rules, regulations, and policies.
(b) City’s obligation to serve the Property is expressly contingent on Developer’s
compliance with its obligations under this Agreement and with City’s rules, regulations, and
policies.
(c) City shall have no obligation to provide water service to any portion of the
Property until all of the following condition precedents have been satisfied:
(i) the lands to be furnished water service have received final subdivision plat
approval by all governmental entities with jurisdiction, and recorded for
the phase of development within the Property to be furnished water
service; and
(ii) City has received all necessary governmental approvals for the provision
of services to the Property; and
(iii) the Internal Facilities required to provide service the Property have been
completed in accordance with plans and specifications approved by City,
are operational, and have been conveyed to and accepted by City; and
(iv) all easements and other real property interests in Property required to be
conveyed to City under this Agreement have been dedicated to City; and
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(v) all required fees and charges have been paid to City
Service. City shall provide water service to customers in the Property in accordance with 2.2.
its standard rules and policies and the applicable laws and regulations of the State of Texas.
Minimum Pressure. City will deliver potable water to customers within the Property at 2.3.
a minimum pressure of 35 pounds per square inch at each retail customer meter, or as may
otherwise be required by the applicable rules of TCEQ.
Fire Flows. City agrees to make service available to the Property at a flow rate not less 2.4.
than 500 gallons per minute for a minimum flow rate duration of two (2) hours. Neither this
provision, nor any other terms of this Agreement, shall be construed as any guarantee or
representation by City that the water service furnished by City to the Property will be sufficient
to prevent or control any fire, and City expressly disclaims any such responsibility.
Dead Ends. Developer acknowledges and agrees to install at its sole expense automatic 2.5.
flush valves on all dead ends constructed within the Property.
Wastewater, Drainage, and Other Services. City will have no obligation with regard 2.6.
to the construction, ownership, operation, or maintenance of wastewater, drainage, water quality,
or other non-water service facilities, except as may be required by other separate agreements.
Water System Operations. Subject to the terms of this Agreement, City will be 2.7.
responsible for operating and maintaining the Water System in good working order; for making
all needed replacements, additions, and improvements as required for the operation of the
facilities; for reading meters, billing, and collecting from all customers; and for performing all
other usual and customary services and administrative functions associated with retail water
utility systems.
Source of Water Supply. City shall have sole discretion in determining the source of 2.8.
water supply to be used for the provision of retail water service to the Property.
Service Subject to State and Local Approvals. Notwithstanding other provisions in 2.9.
this Agreement, City will not provide water service in the manner described in this Agreement
unless Developer obtains at its sole cost and expense all necessary permits, certificates, and
approvals for the Property from Williamson County, TCEQ, and other applicable local, state, or
federal government bodies to which it is subject.
Water Conservation. 2.10.
(a) City may curtail service to the Property in times of high system demand or
drought, and may be required by City’s Water Conservation Plan or Drought Contingency Plan,
by other regulatory authorities, by entities from whom City purchases water supplies, in the same
manner as such curtailment is imposed on other similar customers of City.
(b) Prior to the sale or conveyance of any lot within the Property, Developer agrees to
record in the Official Property Records of Williamson County, Texas, deed restrictions
prohibiting the re-subdivision of any residential lot into multiple lots and imposing those
restrictions consistent with those water conservation provisions set forth in the City’s Water
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Conservation and Drought Contingency Plans, as applicable, in their current form, or as may be
amended from time to time, which restrictions shall be made applicable to each owner of
property within each such subdivision. The deed restrictions shall specifically provide that they
are enforceable by the City, its successors and assigns or any entity that acquires the Water
System or CCN, and may not be amended without City’s consent.
(c) Both parties acknowledge that certain requirements of the City’s Water
Conservation Plan and Drought Contingency Plan may not be applicable as the Property is
located outside the City’s jurisdictional boundary. Specifically, but not limited to, landscape and
irrigation plans shall not be requisite for a Plumbing Permit or final acceptance. However,
landscape and irrigation plans will be required prior to issuance of an Irrigation Permit.
III.
BUILD-OUT SCHEDULE
Build-out Schedule. 3.1.
(a) Developer agrees that on or before the second anniversary of the Effective Date
there will be 14 LUEs of active connections within the Property, such number of connections
being equal to ten percent (10%) of the total Service Commitment made available hereunder. In
the event that there are not the requisite number of LUEs of active connections, Developer agrees
that on or before the second anniversary of the Effective Date, Developer will pay or cause to be
paid to City, on a monthly basis, an amount equivalent to the base rate to be charged by City in
accordance with City’s policies, rates, and regulations then in effect for the difference between
the required number of active connections and the actual number of active connections within
Property.
(b) Developer agrees that after the second anniversary of the Effective Date (730 days
after the Effective Date) there will be an additional 14 LUEs of active connections within
Property each year, such number of connections being equal to approximately ten percent (10%)
of the total Service Commitment made available hereunder, until the number of active
connections is equal to 112 (80%) LUEs of active connections, such number of connections
being equal to approximately eighty percent (80%) of the total Service Commitment made
available hereunder. In the event that there are not the requisite number of LUEs of active
connections as of the anniversary of the Effective Date, Developer will pay or cause to be paid to
City, on a monthly basis, an amount equivalent to the base rate to be charged by City in
accordance with City’s policies, rates, and regulations then in effect for the difference between
the required number of active connections and the actual number of active connections within
Property.
(c) The required build-out schedule is further described in Exhibit “B”, attached
hereto and incorporated herein by reference. Developer acknowledges and agree that its failure to
have completed the requisite number of active connections as of the respective anniversary of the
Effective Date or failure to timely pay in full the appropriate fee equivalent to the base rate for
the difference between the required number of active connections and the actual number of
active connections is a material breach of this Agreement. Without limitation, City may refuse
to provide any additional service within Property until such time as the breach is cured. In the
event of such a breach, City may also exercise all rights and remedies available at law or in
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equity, including termination, in which event, City’s obligation to provide service to any new
connections within Property under this Agreement shall terminate.
IV.
RATES, FEES, CHARGES, AND OTHER PAYMENT OBLIGATIONS
Rates. Except as otherwise provided in this Agreement, all retail water customers within 4.1.
the Property will pay the applicable standard rates, fees, and charges for retail water service, as
established and amended by the governing body of the water certificate of convenience and
necessity holder from time to time.
Water Acquisition Fees. 4.2.
(a) Developer agrees to pay or cause to be paid the Water Acquisition Fee to City
during the Water Acquisition Fee Period. The Water Acquisition Fee is currently equal to $6.00
per LUE per year based on the Service Commitment. The Water Acquisition Fee may be
adjusted from time to time by City.
(b) The first annual Water Acquisition Fee payment shall be made by Developer to
City within thirty days of the Effective Date.
(c) All subsequent payments of the Water Acquisition Fee shall be made in full by
Developer to the City on or before January 1 of each year that this Agreement remains in effect
or until the end of the Water Acquisition Fee Period as defined herein.
(d) Developer acknowledges and agrees that failure by them to timely pay in full the
Water Acquisition Fee is a material breach of this Agreement. Without limitation, City may
refuse to provide any additional service within the Property until such time as the breach is
cured. In the event of such a breach, City may also exercise all rights and remedies available at
law or in equity, including termination, in which event, City’s obligation to provide service to
any new connections within the Property under this Agreement shall terminate.
Impact Fees. 4.3.
(a) If the property is entirely or partially located within a Municipal Utility District
(MUD), then within thirty (30) days after the City approves a final plat for a portion of the
Property which will receive water service under this Agreement, Developer will pay or cause to
be paid the Impact Fee then in effect multiplied by the number of meters for the lots contained
within the final plat. In return for payment of the foregoing sum, City shall credit applicants for
service for such meters with the corresponding amount of the Impact Fees so paid.
(b) If no part of the property is located within the boundary of a MUD, then at the
time that Developer is prepared to set a meter for an active connection within the Property,
Developer will make a plumbing permit application to the City’s Permitting and Inspections
Department. Along with its permit application, Developer agrees that it will pay or cause to be
paid the impact fee then in effect multiplied by the number of meters it requests to be set at that
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time. In return for payment of the foregoing sum, the applicable entity shall credit applicants for
service for such meters with the corresponding amount of the impact fees so paid.
(c) Developer acknowledges and agrees that City will have absolutely no obligation
to provide service to any lots within Property unless and until the Impact Fee for that lot has been
paid.
Irrigation or Second Meter on a Lot. Any applicant for service within the Property that 4.4.
requests service in excess of one LUE (i.e., service in excess of 350 gallons of potable water per
day), for service other than domestic service, or that would result in City providing more
cumulative service within the Property than the Service Commitment, will be required to pay the
standard fees and charges for water service set forth in the applicable rules and policies,
including impact fees, at the time of application for service.
Other Connection Fees and Charges. Except as otherwise provided herein, each 4.5.
applicant for retail service within the Property shall be required to pay to City all applicable
charges, fees, and deposits for water service, as such fees may be amended by the City from time
to time.
Consultant Fees. City acknowledges prior receipt of a utility evaluation request fee 4.6.
from Developer. In the event City’s engineering, legal, or other consulting costs exceed the
amount of the fee previously received, then City shall send a written invoice for payment to the
Developer. Within thirty (30) days after the date of the invoice, and as a condition precedent to
performance by City under this Agreement, Developer agrees to pay the full invoiced sum. If
payment is not timely received by City, City may suspend the provision of additional service to
the Property, terminate this Agreement, or pursue any other remedy available at law or in equity.
V.
INTERNAL FACILITIES
5.1 Internal Facilities. Developer will construct, or cause to be constructed, all Internal
Facilities required to extend retail water services to the Customers within the Property from the
Water System, including all facilities and equipment required to connect the Internal Facilities to
the Water System. The Internal Facilities shall also include permanent flushing assemblies of a
type and at a location approved by City at dead ends. Upon completion of construction of each
phase of the Internal Facilities, Developer will provide City with a certificate of completion from
a licensed professional engineer certifying that the Internal Facilities have been completed in
accordance with the approved plans and specifications. The date upon which the certificate of
completion is provided to City shall be the “Completion Date.” Within thirty days after the
Completion Date, Developer shall transfer and convey, or cause to be transferred and conveyed,
the completed Internal Facilities to City in accordance with the terms of Article VII below.
5.2 Design of the Internal Facilities. All physical facilities to be constructed or acquired as
a part of the Internal Facilities will be designed by a qualified registered professional engineer
selected by or on behalf of Developer. The design will be subject to the approval of City and all
governmental agencies with jurisdiction. The Internal Facilities shall be designed so as to
provide continuous and adequate service within the Property and so as to ensure their
compatibility with City’s existing water system. The Internal Facilities will include any
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equipment necessary for water transmission and distribution, water services through the meter
box, pressure reducing valves, air release valves, flow control/shut-off valves, master meters,
backflow prevention devices, fire hydrants, flushing assemblies, and other equipment as may be
specified by City. Developer further agrees to install, or cause to be installed, meter boxes and a
flow indicator for fire lines, if any. Any variance to the plans or specifications approved by City
or specified in this Agreement must be submitted in writing to City and is subject to City’s sole
discretion and approval. If the Internal Facilities are not in compliance with the agreed
specifications approved by City, then City may pursue any remedy provided in this Agreement,
or may require that Developer replace the facilities.
5.3 Construction of Facilities.
(a) The Internal Facilities will be constructed, and all related easements, equipment,
materials, and supplies will be acquired by Developer, and all construction contracts and other
agreements will contain provisions to the effect that any contractor, materialman, or other party
thereto will look solely to Developer for payment of all sums coming due thereunder and that
City will have no obligation whatsoever to any such party.
(b) The Internal Facilities will be constructed in a good and workmanlike manner and
all material used in such construction will be substantially free from defects and fit for their
intended purpose. City may have an on-site inspector to inspect and approve the construction,
which approval will not be unreasonably withheld or delayed. Developer shall not cover or
allow to be covered any portion of the Internal Facilities until City has the reasonable
opportunity to inspect the facilities. City will notify Developer of any construction defects
coming to its attention as soon as practicable.
(c) Upon completion of construction of each phase of the Internal Facilities,
Developer agrees to furnish City with one reproduction, one blue-line copy, and one set of
computer files in an electronic format specified by City of the as-built or record drawings of each
facility promptly upon completion thereof.
5.4 Warranty. Except as otherwise specified, Developer agrees to repair or cause to be
repaired all defects in materials, equipment, or workmanship for the Internal Facilities appearing
within two (2) years from the Completion Date to comply with the approved plans and
specifications for the Internal Facilities. Upon receipt of written notice from City of the
discovery of any defects, Developer shall promptly and at no cost to the City remedy the defects
and replace any property damaged therefrom. In case of emergency where delay would cause
serious risk of loss or damage to City or its customers, or if Developer, after notice, fails to
proceed promptly toward such remedy within thirty (30) days or within another period of time
which has been agreed to in writing, City may have defects in the Internal Facilities corrected in
compliance with the terms of this warranty and guarantee, and Developer shall be liable for all
actual out-of-pocket costs and expenses incurred by City in so doing.
5.5 Assignment of Warranty Obligations. In addition to Developer’s duty to repair, as set
forth above, Developer expressly assume all warranty obligations required by City under the
approved plans and specifications for specific components, materials, equipment, or
workmanship. Developer may assign, or cause to be assigned, to City, by written instrument in a
Page 27 of 120
9
form approved by counsel for City, a complying warranty from a manufacturer, supplier, or
contractor. Where an assigned warranty is tendered and accepted by City that does not fully
comply with the requirements of the agreed specifications, Developer shall remain liable to City
on all elements of the required warranty that are not provided by the assigned warranty.
5.6 Maintenance Bond. Developer agrees to provide to City a Maintenance Bond in a form
and from a surety acceptable to City for all Internal Facilities. The Maintenance Bond shall
provide for the repair of any defects in materials, equipment, or workmanship for the Internal
Facilities appearing within two years from the Completion Date, and shall be in an amount equal
to twenty five percent (25%) of the total construction costs for the Internal Facilities, as
determined by City. Developer may furnish a proposed form of Maintenance Bond or proposed
surety to City at any time to secure City’s approval to the form thereof and/or approval of the
surety.
5.7 Insurance. Developer shall require that all workers involved with the installation and
construction of the Internal Facilities are covered by workers’ compensation insurance as
required by the laws of the State of Texas. Developer shall also procure and maintain, at its own
cost, or require that its contractors procure and maintain, comprehensive general liability
insurance insuring against the risk of bodily injury, property damage, and personal injury
liability occurring from, or arising out of, construction of the Internal Facilities, with such
insurance in the amount of a combined single limit of liability of at least $1,000,000 and a
general aggregate limit of at least $1,000,000. Such insurance coverage shall be maintained in
force at least until the completion, inspection, and acceptance of the Internal Facilities by City.
City shall be named as an additional insured on all such insurance coverages.
VI.
REAL PROPERTY
6.1 Internal Easements.
(a) All Internal Facilities located within Property shall be constructed within public
rights-of-way or within exclusive perpetual easements dedicated or conveyed as the City may
determine to be reasonably necessary for the ownership, operation, and maintenance of, and
including access to, the Internal Facilities. City shall approve the physical location of water lines
within public rights-of-way or easements relative to other utility infrastructure, when such
facilities are authorized by City to be located therein, to prevent conflicts with other utilities, road
improvements, or drainage improvements.
(b) All easements must have a minimum width of twenty (20) feet, unless otherwise
required by City or specified in this Agreement.
(c) All easements shall be dedicated or conveyed to the City at no cost to the City.
(d) All easements shall be at locations approved by City and in the form approved by
counsel for City.
(e) Executed easements shall be furnished to, and recorded by, City prior to the
Page 28 of 120
10
provision of water service to the Property, but the commencement of water service by City to
Property shall not waive or relinquish Developer’s obligation to provide any and all such
easement(s).
VII.
CONVEYANCE AND TRANSFER
Interests to be Acquired. Subject to the conditions set out in this Agreement, Developer 7.1.
agrees to convey to City the following, which are collectively referred to as the “Interests to be
Acquired”:
(a) the Internal Facilities, or any portions thereof, when they are finally constructed
and accepted by City;
(b) all easements necessary for the operation and maintenance of and access to the
Internal Facilities and any other easements required by City;
(c) all maps, drawings, engineering records, and office records in the possession of
Developer relating to the Internal Facilities (the “Records”); and
(d) all of the contracts, leases, warranties, bonds, permits, franchises, and licenses in
the possession of Developer related to or arising out of the acquisition, construction, and
operation of the Interests to be Acquired (the “Contracts”).
Transfer. 7.2.
(a) Prior to Transfer, Developer shall deliver to the City the following items:
(i) One (1) complete set of construction plans for the Internal Facilities
certified as “as-built” by the designing engineer in the format requested by
the City; and
(ii) Copies of all documents evidencing transfer or assignment of all
contractor, subcontractor, consultant, and manufacturer and all other
contractual rights, warranties, guarantees, assurances of performance, and
maintenance bonds related to the Internal Facilities; and
(iii) Certifications that there are no liens or other encumbrances on the Internal
Facilities, including copies of lien releases in form and substance
acceptable to the City; and
(iv) All easements to be conveyed to the City, including metes and bounds
descriptions and surveys; and
(v) The Contracts (defined above); and
Page 29 of 120
11
(vi) The Records (defined above).
(b) Time and Manner of Transfer. The Internal Facilities shall be transferred to the
City within the time period set forth in Section 5.1 of this Agreement. The Internal Facilities
shall be deemed to be transferred to the City when the City issues a written letter of acceptance
for same evidencing the City’s consent to accept the Internal Facilities for ownership, operation
and maintenance.
VIII.
CONDITIONS, REPRESENTATIONS AND WARRANTIES
Indemnification. TO THE FULLEST EXTENT AUTHORIZED BY LAW, 8.1.
DEVELOPER SHALL INDEMNIFY, DEFEND, AND HOLD HARMLESS CITY, ITS
OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, AND ASSIGNS FROM AND AGAINST
ANY AND ALL CLAIMS, DEMANDS, DEBTS, SUITS, CAUSES OF ACTION, LOSSES,
DAMAGES, JUDGMENTS, FINES, PENALTIES, LIABILITIES, AND COSTS, INCLUDING
REASONABLE ATTORNEY FEES AND DEFENSE COSTS INCURRED BY CITY
ARISING OUT OF OR RELATING TO THE BREACH OF ANY AGREEMENT,
WARRANTY, OR REPRESENTATION OR OTHER OBLIGATION OF DEVELOPER
UNDER THIS AGREEMENT. DEVELOPER FURTHER AGREES TO THE FULLEST
EXTENT PERMITTED BY LAW, TO INDEMNIFY, DEFEND, AND HOLD HARMLESS
CITY, ITS OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, AND ASSIGNS FROM AND
AGAINST ANY AND ALL CLAIMS, DEMANDS, DEBTS, SUITS, CAUSES OF ACTION,
LOSSES, DAMAGES, JUDGMENTS, FINES, PENALTIES, LIABILITIES, AND COSTS,
INCLUDING REASONABLE ATTORNEY FEES AND DEFENSE COSTS ARISING OUT
OF OR RELATING IN ANY WAY TO DEVELOPER’S NONCOMPLIANCE WITH
APPLICABLE LAWS, ORDINANCES, AND REGULATIONS AND/OR FAILURE TO
OBTAIN REQUIRED PERMIT(S) AND APPROVAL(S) GOVERNING DEVELOPMENT OF
THE PROPERTY OR PERTAINING TO THIS AGREEMENT, EXCEPTING ONLY THOSE
DAMAGES, LIABILITIES, OR COSTS ATTRIBUTABLE TO THE SOLE NEGLIGENCE OR
WILLFUL MISCONDUCT OF CITY OR ITS ASSIGNS. This indemnity shall survive the
termination of this Agreement and shall be binding upon and inure to the benefit of the Parties
and their respective successors, representatives, and assigns.
Representations of Developer. Developer acknowledges, represents, and agrees that: 8.2.
(a) It is qualified in all respects to conduct business within the State of Texas;
(b) Except under any financing documents that will be released at the prior to
Transfer, it has not created or permitted any third person to create any liens, leases, options,
claims, encumbrances, or any other adverse rights, claims, or interests with respect to any
Interests to be Acquired that will prevent or hinder its ability to transfer good and warrantable
title in same to City;
(c) It will be the true and lawful owner of the Interests to be Acquired, except as
provided under financing documents that will be released prior to Transfer, no other third person
or entity, public or private, will possess a right or interest, legal or equitable, nor any lien,
encumbrance, or other adverse claim, present or contingent, in or to the Interests to be Acquired;
Page 30 of 120
12
(d) Except as provided under financing documents that will be released prior to
Transfer it has not previously sold, assigned, transferred, leased, pledged, or hypothecated its
ownership interest in or to Interests to be Acquired and, prior to the Transfer contemplated in this
Agreement, will not sell, assign, transfer, lease, pledge, or otherwise hypothecate any interest in
or to the Interests to be Acquired to any third person or entity, except as provided under
financing documents that will be released at the time of Transfer;
(e) It has not entered into any agreement, written or oral, with any third party,
wherein any such third party has agreed to reimburse it for the cost of design or construction of
the Interests to be Acquired or any portion thereof, or wherein any third party has acquired a
right to purchase such facilities;
(f) The contemplated transfer of the Interests to be Acquired constructed by
Developer will not violate any term, condition, or covenant of any agreement to which it is a
party;
(g) Execution of this Agreement and the consummation of the transactions
contemplated hereunder will not constitute an event of default under any contract, covenant, or
agreement binding upon it;
(h) The contemplated transfer of the Interests to be Acquired constructed by
Developer to City will not violate the provisions of the United States Constitution, the Texas
Constitution, or any federal, state, or local law, ordinance, or regulation;
(i) It has not previously granted any right or option to any other person, entity, or
political subdivision to acquire or use the Interests to be Acquired to be constructed by
Developer, and agrees to defend and hold City harmless from all claims or causes of action
asserted by any third person, entity, or political subdivision alleging a right or option to acquire
or use the Interests to be Acquired constructed by Developer, or any portion thereof; and
(j) Except as provided herein, it has not previously entered into any agreement or
caused or otherwise authorized any action that would diminish, eliminate, or adversely affect
City’s contemplated ownership or use of the Interests to be Acquired.
City is executing this Agreement in reliance on each of the warranties and representations
set forth above and each such representation and warranty will survive the execution and
delivery of this Agreement and the consummation of the transactions contemplated by this
Agreement.
Representations of City. City represents and warrants to Developer that: 8.3.
(a) City is a Home Rule Municipal Corporation of the State of Texas and has the
requisite power and authority to take all necessary action to execute and deliver this Agreement
and to perform all obligations hereunder;
(b) The execution, delivery, and performance of this Agreement have been duly
authorized by all necessary action on the part of City and the person executing this Agreement on
behalf of City has been fully authorized and empowered to bind City to the terms and provisions
of this Agreement;
Page 31 of 120
13
(c) This Agreement does not contravene any law or any governmental rule,
regulation, or order applicable to City; and
(d) The execution and delivery of this Agreement and the performance by City of its
obligations hereunder do not contravene the provisions of, or constitute a default under, the terms
of any contract, resolution, or other instrument to which City is a party or by which City is
bound.
Developer is executing this Agreement in reliance on each of the warranties and
representations set forth above and each such representation and warranty of City will survive
the execution and delivery of this Agreement and the consummation of each of the transactions
contemplated by this Agreement.
Survival of Covenants. The covenants contained in this Article will survive the 8.4.
conveyance, transfer, and assignment of the Interests to be Acquired after Transfer and will
continue to bind City and Developer as provided herein.
IX.
REMEDIES
City Remedies. 9.1.
(a) If Developer fails or refuses to timely comply with any of their obligations
hereunder, or if Developer’s representations, warranties, or covenants contained herein are not
true or have been breached, City will have the right to enforce this Agreement by any remedy at
law or in equity or under this Agreement to which it may be entitled; to terminate this
Agreement; or to waive the applicable objection or condition and to proceed in accordance with
the remaining terms.
(b) If City determines that any of Developer’s representations, warranties, or
covenants are not true, then City may avail itself of any remedy at law or in equity or under this
Agreement to which it may be entitled.
Developer Remedies. 9.2.
(a) If City fails or refuses to timely comply with their respective obligations
hereunder, or if, prior to Transfer, City’s representations or warranties contained herein are not
true in any material respect or its covenants have been breached, Developer will have the option,
after providing Notice and Opportunity to Cure, to enforce this Agreement by any remedy in
equity to which it may be entitled; or to waive prior to Transfer, as applicable, the applicable
default, objection, or condition and proceed to close the transaction in accordance with the
remaining terms.
(b) If, after Transfer, Developer determines that any of City’s representations,
warranties, or covenants which applied to the Transfer are not true in any material respect, then
the Developer may avail itself of any remedy in equity to which it may be entitled.
(c) Notwithstanding any provision herein to the contrary, Developer waives all
present and future claims for special and consequential damages against City arising from or
Page 32 of 120
14
related to this Agreement. Such waiver shall survive any termination or expiration of this
Agreement.
Default in Payments. 9.3.
(a) All amounts due and owing by Developer to City shall, if not paid when due, bear
interest at the Texas post-judgment interest rate as set out in Texas Civil Practice & Remedies
Code, or any successor statute, from the date when due until paid, provided that such rate shall
never be usurious or exceed the maximum rate as permitted by law. If any amount due and
owing by Developer to City is placed with an attorney for collection, and the City prevails in any
litigation or arbitration involving the collection, Developer shall bay the City’s costs and
attorneys’ fees, and such payments shall be in addition to all other payments provided for by this
Agreement, including interest.
(b) In the event of any failure to provide a required payment hereunder by Developer,
Developer agrees that City may, in its sole discretion, decline to sign any additional final plats
for subdivisions within the Property until payment in full is made to City.
Disputed Payment. If Developer at any time disputes the amount to be paid by it to 9.4.
City, Developer shall nevertheless promptly make or cause to be made the disputed payment or
payments, but Developer shall thereafter have the right to seek a determination whether the
amount charged by City is in accordance with the terms of this Agreement.
Default. Unless otherwise provided in this Agreement, if either Party (referred to herein 9.5.
as the “Defaulting Party”) fails to comply with its obligations under this Agreement or is
otherwise in breach or default under this Agreement (collectively, a “Default”) other than
Default for non-payment of money, then the other Party (referred to herein as the “Non-
Defaulting Party”) may not invoke any rights or remedies with respect to the Default until and
unless the Non-Defaulting Party delivers to the Defaulting Party a Notice and Opportunity to
Cure and the Defaulting Party fails to cure as required.
X.
NOTICES
Addresses. All notices hereunder from Developer to City will be sufficient if sent by 10.1.
certified mail, addressed to City to the attention of City Manager, City of Georgetown, P.O. Box
409, Georgetown, Texas 78627. All notices hereunder to Developer will be sufficiently given if
sent by certified mail or facsimile transmission with confirmation of delivery to Developer c/o
RAS Level 2 Holdings, LP., P.O. Box 519, Liberty Hill, Texas 78642. The address for delivery
of notice may be changed by any Party by providing not less than five (5) days prior written
notice thereof to the other Parties.
XI.
TERM AND TERMINATION
Term. This Agreement shall be effective for a period of ten (10) years from the Effective 11.1.
Date unless otherwise terminated according to its terms. Any outstanding payment obligation of
either Party shall survive termination.
Page 33 of 120
15
Effect of Termination. Notwithstanding any termination of this Agreement on terms 11.2.
provided herein, City’s obligation(s) to furnish water services to all retail water customers
residing within the Property to which City is providing Service at the time of termination
survives the termination of this Agreement.
XII.
MISCELLANEOUS
Execution. This Agreement may be simultaneously executed in any number of 12.1.
counterparts, each of which will serve as an original and will constitute one and the same
instrument.
Costs and Expenses. Except as otherwise expressly provided herein, each Party will be 12.2.
responsible for all costs and expenses and attorney’s fees incurred by such Party in connection
with the transaction contemplated by this Agreement.
Governing Law. This Agreement will be governed by the Constitution and laws of the 12.3.
State of Texas, except as to matters exclusively controlled by the Constitution and Statutes of the
United States of America.
Successors and Assigns. 12.4.
(a) Developer shall not assign its rights or obligations hereunder without the prior
written consent of City.
(b) City has the right to assign its rights or obligations hereunder without the prior
written consent of the Developer.
(c) This Agreement shall be binding upon the permitted successors and assigns of
Developer and City, and shall inure to the benefit of the successors and assigns of Developer and
City.
Headings. The captions and headings appearing in this Agreement are inserted merely to 12.5.
facilitate reference and will have no bearing upon its interpretation.
Partial Invalidity. If any of the terms, covenants or conditions of this Agreement, or the 12.6.
application of any term, covenant, or condition, is held invalid as to any person or circumstance
by any court with jurisdiction, the remainder of this Agreement, and the application of its terms,
covenants, or conditions to other persons or circumstances, will not be affected.
Waiver. Any waiver by any Party of its rights with respect to a default or requirement 12.7.
under this Agreement will not be deemed a waiver of any subsequent default or other matter.
Amendments. This Agreement may be amended or modified only by written agreement 12.8.
duly authorized by the governing body of City and Developer, and executed by the duly
authorized representatives of all Parties.
Page 34 of 120
16
Cooperation. Each Party agrees to execute and deliver all such other and further 12.9.
instruments and undertake such actions as are or may become necessary or convenient to
effectuate the purposes and intent of this Agreement.
Venue. All obligations of the Parties are performable in Williamson County, Texas and 12.10.
venue for any action arising hereunder will be in Williamson County.
Third Party Beneficiaries. Except as otherwise expressly provided herein and except 12.11.
with respect to any contracts assumed by City, nothing in this Agreement, express or implied, is
intended to confer upon any person, other than the Parties, any rights, benefits, or remedies under
or by reason of this Agreement.
Representations. Unless otherwise expressly provided, the representations, warranties, 12.12.
covenants, indemnities, and other agreements will be deemed to be material and continuing, and
will not be merged.
Exhibits. All exhibits attached to this Agreement are hereby incorporated in this 12.13.
Agreement as if the same were set forth in full in the body of this Agreement.
Entire Agreement. This Agreement, including the attached exhibits, contains the entire 12.14.
agreement between the Parties with respect to the Interests to be Acquired and supersedes all
previous communications, representations, or agreements, either verbal or written, between the
Parties with respect to such matters.
Approvals. All approvals of any party hereunder shall be in writing. 12.15.
CTSUD’s CCN. The parties understand and acknowledge that the Property is currently 12.16.
located within the water certificate and convenience service area of CTSUD’s CCN. However,
by contract, City owns and operates the water system that will serve the Property. Until the
CTSUD water certificate and convenience and necessity is transferred to the City or the City
otherwise acquires a water certificate of convenience and necessity that includes the Property,
retail customers on the Property will be considered retail water customers of CTSUD. The
Developer hereby agrees to support and not directly or indirectly oppose any efforts by City to
acquire or seek transfer of a water certificate of convenience and necessity that would include the
Property.
IN WITNESS WHEREOF, the Parties hereto have caused this instrument to be signed,
sealed and attested in duplicate by their duly authorized officers, as of the Effective Date.
[SIGNATURE PAGES FOLLOW]
Page 35 of 120
17
CITY OF GEORGETOWN
By:
Dale Ross, Mayor
Approved as to Form:
_____________________________
Bridget Chapman, City Attorney
THE STATE OF TEXAS §
§
COUNTY OF WILLIAMSON §
This instrument was acknowledged before me on the _____ day of ________________,
20__, by Dale Ross, Mayor of the City of Georgetown, on behalf of the City.
_______________________________________
Notary Public, State of Texas
CHISHOLM TRAIL SPECIAL UTILITY
DISTRICT CONSENT
By:
Delton Robinson, President
THE STATE OF TEXAS §
§
COUNTY OF WILLIAMSON §
This instrument was acknowledged before me on the _____ day of ________________,
20__, by Delton Robinson, President of Chisholm Trail Special Utility District, a conservation
and reclamation district created and functioning under the laws of the State of Texas, on behalf
of said conservation and reclamation district.
_______________________________________
Notary Public, State of Texas
Page 36 of 120
18
DEVELOPER:
By: RAS Level 2 Holdings, LP
By:
Name:
Title:
THE STATE OF TEXAS §
§
COUNTY OF WILLIAMSON §
This instrument was acknowledged before me on the _____ day of ________________, 20____,
by _____________________________, _______________ of RAS Level 2 Holdings, LP.
Notary Public, State of Texas
Page 37 of 120
19
Exhibit “A”
Description of Property
Page 38 of 120
20
Exhibit “B”
Build-out Schedule
Number of Years after Effective Date Required Active Connections in LUEs
2 14
3 28
4 42
5 56
6 70
7 84
8 98
9 112
10 N/A
Page 39 of 120
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Phone: (512) 299-6617
Liberty Hill, Texas 78642
P.O. Box 519
RAS Level 2 Holdings, LP
Phone: (512) 299-6617
Fax: (512) 259-8016
Phone: (512) 259-3882
Leander, Texas 78646-1220
P.O Box 1220
Jay Engineering Co., Inc.
ENGINEER:
Liberty Hill, Texas 78642
P.O. Box 519
Clear Rock, LLC
DEVELOPER:
OWNER:
G & R Surveying, LLC
1805 Ouida Drive
Austin, Texas 78728
Phone: (512) 267-7430
Fax: (512) 836-8385
Philip L. McLaughlin, RPLS
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Page 40 of 120
Page 41 of 120
City of Georgetown, Texas
Utility System Advisory Board
August 14, 2015
SUBJECT:
Consideration and possible recommendation on a Water Agreement with Clearwater Ranch --
Wesley Wright, P.E., Engineering Director
ITEM SUMMARY:
Clearwater Ranch is an existing residential development located north of Hwy 29 on County Road
200 in the far west side of the Western District. The existing development is proposed to expand to
include almost 600 additional acres and is seeking a water agreement for 360 single family
residential units.
The existing infrastructure is sufficient to serve the proposed development. Much of the existing
infrastructure was actually constructed by the developer with the original phase. There are no
additional offsite improvements required. The proposed Water Agreement includes standard terms
pertaining to conservation, performance, and fees.
STAFF RECOMMENDATION:
Staff recommends approval of the proposed Water Agreement.
FINANCIAL IMPACT:
No direct financial impact to the city.
SUBMITTED BY:
Wesley Wright
ATTACHMENTS:
Description Type
Clearwater Ranch Water Agreement Backup Material
Clearwater Ranch Ex A (layout) Backup Material
Clearwater Ranch Ex A (metes and bounds) Backup Material
Page 42 of 120
1
WATER SERVICE AGREEMENT
(CLEARWATER RANCH)
THE STATE OF TEXAS §
§
COUNTY OF WILLIAMSON §
This Water Service Agreement (“Agreement”) is entered into as of the Effective Date, by
and among the City of Georgetown, a Texas Home Rule Municipal Corporation (“City”); and
Lookout Partners, L.P., (“Developer”).Each of which are sometimes referred to as a “Party” or
collectively as the “Parties.”
RECITALS
A. WHEREAS, City is a political subdivision of the State of Texas and the owner of certain
water facilities that it utilizes to provide retail water services to its customers; and
B. WHEREAS, Developer is the owner of that approximately 599.78 acres of real property
known as Clearwater Ranch(the “Property”), more fully described in Exhibit “A” attached
hereto, that Developer desires for single family residential purposes;
C. WHEREAS, the Property is located outside the City’s extraterritorial jurisdiction and in
the service area of Chisholm Trail Special Utility District’s (“CTSUD”) Certificate of
Convenience and Necessity No. 11590 (“CTSUD’s CCN”);
D. WHEREAS, the City has acquired all of the assets of CTSUD, including all of the assets
necessary to provide retail water service to the Property, is currently operating and managing
CTSUD’s water system pursuant to a contract between the City and CTSUD, and has filed an
application with the Texas Commission on Environmental Quality (TCEQ) which has been
forwarded Public Utility Commission (PUC) requesting approval of the transfer of CTSUD’s
CCN to the City;
E. WHEREAS, Developer desires to obtain retail water service for future residents and
customers within the Property;
F. WHEREAS, this Agreement is authorized by and consistent with state law and the City’s
other ordinances, regulations, and other requirements governing development of subdivisions
and provision of utility services by the City.
NOW, THEREFORE, in consideration of the mutual covenants and agreements hereafter
set forth, the receipt and sufficiency of which is hereby acknowledged, the Parties hereby agree
as follows:
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I.
DEFINITIONS
When used in this Agreement, the following terms will have the meanings set forth
below:
1.1. “Agreement” means this Water Service Agreement.
1.2. “Effective Date” means the last day of execution of this Agreement by all Parties hereto.
1.3. “Impact Fee” means a fee established and amended from time to time by the Board of
Directors of CTSUD in accordance with Chapter 395 of the Texas Local Government Code to
recover the costs of capital improvements required to provide service to new development.
1.4. “Interests to be Acquired” means the Internal Facilities, all easements and interests within
the Property to be conveyed under the terms set forth in this Agreement.
1.5. “Internal Facilities” means the infrastructure, including all water transmission and
distribution lines and related facilities, equipment, and appurtenances thereto, to be constructed
by or on behalf of Developer and dedicated to City for purposes of extending water service from
the Water System. The exact physical location, design and specifications of the Internal
Facilities shall be identified in the plans and specifications submitted to City, and shall be subject
to City’s review and approval. Internal Facilities may include infrastructure located outside the
limits of the Property.
1.6. “Living Unit Equivalent” or “LUE” means one single-family residential unit, or its
equivalent calculated at the rate of 350 gallons of potable water per day, based on a 30-day
average.
1.7. “Notice and Opportunity to Cure” means that, before any right of termination or other
remedy authorized hereunder may be exercised (i) the Party who intends to exercise such right or
remedy must deliver to the other Party a written notice which specifies the reason(s) for the
intended exercise and the action(s) necessary to avoid it, and (ii) the other Party fails to cure,
within thirty (30) days after receipt of such written notice, the specified problem(s) that would
justify the intended exercise.
1.8. “Property” means that certain real property consisting of approximately 599.78 acres
known as Clearwater Ranch, and located in Williamson County being more particularly
described on Exhibit “A” attached hereto.
1.9. “Service Commitment” means the 360 LUEs of retail water service that City agrees to
make available to the Property in accordance with the terms and conditions of this Agreement.
1.10. “TCEQ” means the Texas Commission on Environmental Quality or any successor
agency.
1.11. “Transfer” means the conveyance of the Interests to be Acquired to the City.
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1.12. “Water Acquisition Fee” means an annual fee determined by City to be paid by or on
behalf of Developer for the costs of acquiring water for up to 360 LUEs, to be calculated in
accordance with Section 4.2 of this Agreement.
1.13. “Water Acquisition Fee Period” means a period of time beginning upon the execution of
this Agreement and ending at the earlier of the following: (i) at such time as there are 175 LUEs
of active connections within the Property, such number of connections being equal to
approximately fifty percent (50%) of the total Service Commitment made available hereunder; or
(ii) upon termination of this Agreement according to its terms, in which event City’s
commitment for water service to the Property shall also terminate.
1.14. “Water System” means the water system now owned or to be acquired by City to serve
City’s water service territory and the area included within CTSUD’s CCN, and any expansions,
improvements, enlargements, additions and replacements thereto, including the Interests to be
Acquired, subject to the terms of this Agreement.
II.
PROVISION OF WATER SERVICES
2.1. Service Commitment.
(a) Subject to the terms and conditions of this Agreement, including the payment of
all applicable fees and charges as set forth below, City agrees to provide water service to
customers within the Property in a quantity not to exceed the Service Commitment. The quantity
of water service made available to any connection within the Property will be determined
according to meter size in accordance with the City’s rules, regulations, and policies.
(b) City’s obligation to serve the Property is expressly contingent on Developer’s
compliance with its obligations under this Agreement and with City’s rules, regulations, and
policies.
(c) City shall have no obligation to provide water service to any portion of the
Property until all of the following condition precedents have been satisfied:
(i) the lands to be furnished water service have received final subdivision plat
approval by all governmental entities with jurisdiction, and recorded for
the phase of development within the Property to be furnished water
service; and
(ii) City has received all necessary governmental approvals for the provision
of services to the Property; and
(iii) the Internal Facilities required to provide service the Property have been
completed in accordance with plans and specifications approved by City,
are operational, and have been conveyed to and accepted by City; and
(iv) all easements and other real property interests in Property required to be
conveyed to City under this Agreement have been dedicated to City; and
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(v) all required fees and charges have been paid to City
2.2. Service. City shall provide water service to customers in the Property in accordance with
its standard rules and policies and the applicable laws and regulations of the State of Texas.
2.3. Minimum Pressure. City will deliver potable water to customers within the Property at
a minimum pressure of 35 pounds per square inch at each retail customer meter, or as may
otherwise be required by the applicable rules of TCEQ.
2.4. Fire Flows. City agrees to make service available to the Property at a flow rate not less
than 1,000gallons per minute for a minimum flow rate duration of two (2) hours. Neither this
provision, nor any other terms of this Agreement, shall be construed as any guarantee or
representation by City that the water service furnished by City to the Property will be sufficient
to prevent or control any fire, and City expressly disclaims any such responsibility.
2.5. Dead Ends. Developer acknowledges and agrees to install at its sole expense automatic
flush valves on all dead ends constructed within the Property.
2.6. Wastewater, Drainage, and Other Services. City will have no obligation with regard
to the construction, ownership, operation, or maintenance of wastewater, drainage, water quality,
or other non-water service facilities, except as may be required by other separate agreements.
2.7. Water System Operations. Subject to the terms of this Agreement, City will be
responsible for operating and maintaining the Water System in good working order; for making
all needed replacements, additions, and improvements as required for the operation of the
facilities; for reading meters, billing, and collecting from all customers; and for performing all
other usual and customary services and administrative functions associated with retail water
utility systems.
2.8. Source of Water Supply. City shall have sole discretion in determining the source of
water supply to be used for the provision of retail water service to the Property.
2.9. Service Subject to State and Local Approvals. Notwithstanding other provisions in
this Agreement, City will not provide water service in the manner described in this Agreement
unless Developer obtains at its sole cost and expense all necessary permits, certificates, and
approvals for the Property from Williamson County, TCEQ, and other applicable local, state, or
federal government bodies to which it is subject.
2.10. Water Conservation.
(a) City may curtail service to the Property in times of high system demand or
drought, or as may be required by City’s Water Conservation Plan or Drought Contingency Plan,
by other regulatory authorities, by entities from whom City purchases water supplies, in the same
manner as such curtailment is imposed on other similar customers of City.
(b) Prior to the sale or conveyance of any lot within the Property, Developer agrees to
record in the Official Property Records of Williamson County, Texas, deed restrictions
prohibiting the re-subdivision of any residential lot into multiple lots, prohibiting private water
wells for domestic and drinking water purposes, and imposing those restrictions consistent with
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those water conservation provisions set forth in the City’s Water Conservation and Drought
Contingency Plans in their current form, or as may be amended from time to time, which
restrictions shall be made applicable to each owner of property within each such subdivision.
The deed restrictions shall specifically provide that they are enforceable by the City, its
successors and assigns or any entity that acquires the Water System or CCN, and may not be
amended without City’s consent.
III.
BUILD-OUT SCHEDULE
3.1. Build-out Schedule.
(a) Developer agrees that on or before the second anniversary of the Effective Date
there will be 36 LUEs of active connections within the Property, such number of connections
being equal to ten percent (10%) of the total Service Commitment made available hereunder. In
the event that there are not the requisite number of LUEs of active connections, Developer agrees
that on or before the second anniversary of the Effective Date, Developer will pay or cause to be
paid to City, on a monthly basis, an amount equivalent to the base rate to be charged by City in
accordance with City’s policies, rates, and regulations then in effect for the difference between
the required number of active connections and the actual number of active connections within
Property.
(b) Developer agrees that after the second anniversary of the Effective Date (730 days
after the Effective Date) there will be an additional 36 LUEs of active connections within
Property each year, such number of connections being equal to approximately ten percent (10%)
of the total Service Commitment made available hereunder, until the number of active
connections is equal to 288 LUEs of active connections, such number of connections being equal
to approximately eighty percent (80%) of the total Service Commitment made available
hereunder. In the event that there are not the requisite number of LUEs of active connections as
of the anniversary of the Effective Date, Developer will pay or cause to be paid to City, on a
monthly basis, an amount equivalent to the base rate to be charged by City in accordance with
City’s policies, rates, and regulations then in effect for the difference between the required
number of active connections and the actual number of active connections within Property.
(c) The required build-out schedule is further described in Exhibit “B”, attached
hereto and incorporated herein by reference. Developer acknowledges and agree that its failure
to have completed the requisite number of active connections as of the respective anniversary of
the Effective Date or failure to timely pay in full the appropriate fee equivalent to the base rate
for the difference between the required number of active connections and the actual number of
active connections is a material breach of this Agreement. Without limitation, City may refuse
to provide any additional service within Property until such time as the breach is cured. In the
event of such a breach, City may also exercise all rights and remedies available at law or in
equity, including termination, in which event, City’s obligation to provide service to any new
connections within Property under this Agreement shall terminate.
IV.
RATES, FEES, CHARGES, AND OTHER PAYMENT OBLIGATIONS
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4.1. Rates. Except as otherwise provided in this Agreement, all retail water customers within
the Property will pay the applicable standard rates, fees, and charges for retail water service, as
established and amended by the governing body of the water certificate of convenience and
necessity holder from time to time.
4.2. Water Acquisition Fees.
(a) Developer agrees to pay or cause to be paid the Water Acquisition Fee to City
during the Water Acquisition Fee Period. The Water Acquisition Fee is currently equal to $6.00
per LUE per year based on the Service Commitment. The Water Acquisition Fee may be
adjusted from time to time by City.
(b) The first annual Water Acquisition Fee payment shall be made by Developer to
City within thirty days of the Effective Date.
(c) All subsequent payments of the Water Acquisition Fee shall be made in full by
Developer to the City on or before January 1 of each year that this Agreement remains in effect
or until the end of the Water Acquisition Fee Period as defined herein.
(d) Developer acknowledges and agrees that failure by them to timely pay in full the
Water Acquisition Fee is a material breach of this Agreement. Without limitation, City may
refuse to provide any additional service within the Property until such time as the breach is
cured. In the event of such a breach, City may also exercise all rights and remedies available at
law or in equity, including termination, in which event, City’s obligation to provide service to
any new connections within the Property under this Agreement shall terminate.
4.3. Impact Fees.
(a) If the property is entirely or partially located within a Municipal Utility District
(MUD), then within thirty (30) days after the City approves a final plat for a portion of the
Property which will receive water service under this Agreement, Developer will pay or cause to
be paid the Impact Fee then in effect multiplied by the number of meters for the lots contained
within the final plat. In return for payment of the foregoing sum, City shall credit applicants for
service for such meters with the corresponding amount of the Impact Fees so paid.
(b) If no part of the property is located within the boundary of a MUD, then at the
time that Developer is prepared to set a meter for an active connection within the Property,
Developer will make a plumbing permit application to the City’s Permitting and Inspections
Department. Along with its permit application, Developer agrees that it will pay or cause to be
paid the impact fee then in effect multiplied by the number of meters it requests to be set at that
time. In return for payment of the foregoing sum, the applicable entity shall credit applicants for
service for such meters with the corresponding amount of the impact fees so paid.
(c) Developer acknowledges and agrees that City will have absolutely no obligation
to provide service to any lots within Property unless and until the Impact Fee for that lot has been
paid.
4.4. Irrigation or Second Meter on a Lot. Any applicant for service within the Property that
requests service in excess of one LUE (i.e., service in excess of 350 gallons of potable water per
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day), for service other than domestic service, or that would result in City providing more
cumulative service within the Property than the Service Commitment, will be required to pay the
standard fees and charges for water service set forth in the applicable rules and policies,
including impact fees, at the time of application for service.
4.5. Other Connection Fees and Charges. Except as otherwise provided herein, each
applicant for retail service within the Property shall be required to pay to City all applicable
charges, fees, and deposits for water service, as such fees may be amended by the City from time
to time.
4.6. Consultant Fees. City acknowledges prior receipt of a utility evaluation request fee
from Developer. In the event City’s engineering, legal, or other consulting costs exceed the
amount of the fee previously received, then City shall send a written invoice for payment to the
Developer. Within thirty (30) days after the date of the invoice, and as a condition precedent to
performance by City under this Agreement, Developer agrees to pay the full invoiced sum. If
payment is not timely received by City, City may suspend the provision of additional service to
the Property, terminate this Agreement, or pursue any other remedy available at law or in equity.
V.
INTERNAL FACILITIES
5.1 Internal Facilities. Developer will construct, or cause to be constructed, all Internal
Facilities required to extend retail water services to the Customers within the Property from the
Water System, including all facilities and equipment required to connect the Internal Facilities to
the Water System. The Internal Facilities shall also include permanent flushing assemblies of a
type and at a location approved by City at dead ends. Upon completion of construction of each
phase of the Internal Facilities, Developer will provide City with a certificate of completion from
a licensed professional engineer certifying that the Internal Facilities have been completed in
accordance with the approved plans and specifications. The date upon which the certificate of
completion is provided to City shall be the “Completion Date.” Within thirty days after the
Completion Date, Developer shall transfer and convey, or cause to be transferred and conveyed,
the completed Internal Facilities to City in accordance with the terms of Article VII below.
5.2 Design of the Internal Facilities. All physical facilities to be constructed or acquired as
a part of the Internal Facilities will be designed by a qualified registered professional engineer
selected by or on behalf of Developer. The design will be subject to the approval of City and all
governmental agencies with jurisdiction. The Internal Facilities shall be designed so as to
provide continuous and adequate service within the Property and so as to ensure their
compatibility with City’s existing water system. The Internal Facilities will include any
equipment necessary for water transmission and distribution, water services through the meter
box, pressure reducing valves, air release valves, flow control/shut-off valves, master meters,
backflow prevention devices, fire hydrants, flushing assemblies, and other equipment as may be
specified by City. Developer further agrees to install, or cause to be installed, meter boxes and a
flow indicator for fire lines, if any. Any variance to the plans or specifications approved by City
or specified in this Agreement must be submitted in writing to City and is subject to City’s sole
discretion and approval. If the Internal Facilities are not in compliance with the agreed
specifications approved by City, then City may pursue any remedy provided in this Agreement,
or may require that Developer replace the facilities.
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5.3 Construction of Facilities.
(a) The Internal Facilities will be constructed, and all related easements, equipment,
materials, and supplies will be acquired by Developer, and all construction contracts and other
agreements will contain provisions to the effect that any contractor, materialman, or other party
thereto will look solely to Developer for payment of all sums coming due thereunder and that
City will have no obligation whatsoever to any such party.
(b) The Internal Facilities will be constructed in a good and workmanlike manner and
all material used in such construction will be substantially free from defects and fit for their
intended purpose. City may have an on-site inspector to inspect and approve the construction,
which approval will not be unreasonably withheld or delayed. Developer shall not cover or
allow to be covered any portion of the Internal Facilities until City has the reasonable
opportunity to inspect the facilities. City will notify Developer of any construction defects
coming to its attention as soon as practicable. Developer shall pay City for inspections in
accordance with City ordinances.
(c) Upon completion of construction of each phase of the Internal Facilities,
Developer agrees to furnish City with one reproduction, one blue-line copy, and one set of
computer files in an electronic format specified by City of the as-built or record drawings of each
facility promptly upon completion thereof.
(d) Developer shall also pay all applicable City application, engineering, and
inspection fees related to the Internal Facilities as set forth in the applicable City ordinances,
regulations or policies.
5.4 Warranty. Except as otherwise specified, Developer agrees to repair or cause to be
repaired all defects in materials, equipment, or workmanship for the Internal Facilities appearing
within two (2) years from the Completion Date to comply with the approved plans and
specifications for the Internal Facilities. Upon receipt of written notice from City of the
discovery of any defects, Developer shall promptly and at no cost to the City remedy the defects
and replace any property damaged therefrom. In case of emergency where delay would cause
serious risk of loss or damage to City or its customers, or if Developer, after notice, fails to
proceed promptly toward such remedy within thirty (30) days or within another period of time
which has been agreed to in writing, City may have defects in the Internal Facilities corrected in
compliance with the terms of this warranty and guarantee, and Developer shall be liable for all
actual out-of-pocket costs and expenses incurred by City in so doing.
5.5 Assignment of Warranty Obligations. In addition to Developer’s duty to repair, as set
forth above, Developer expressly assume all warranty obligations required by City under the
approved plans and specifications for specific components, materials, equipment, or
workmanship. Developer may assign, or cause to be assigned, to City, by written instrument in a
form approved by counsel for City, a complying warranty from a manufacturer, supplier, or
contractor. Where an assigned warranty is tendered and accepted by City that does not fully
comply with the requirements of the agreed specifications, Developer shall remain liable to City
on all elements of the required warranty that are not provided by the assigned warranty.
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5.6 Maintenance Bond. Developer agrees to provide to City a Maintenance Bond in a form
and from a surety acceptable to City for all Internal Facilities. The Maintenance Bond shall
provide for the repair of any defects in materials, equipment, or workmanship for the Internal
Facilities appearing within two years from the Completion Date, and shall be in an amount equal
to twenty five percent (25%) of the total construction costs for the Internal Facilities, as
determined by City. Developer may furnish a proposed form of Maintenance Bond or proposed
surety to City at any time to secure City’s approval to the form thereof and/or approval of the
surety.
5.7 Insurance. Developer shall require that all workers involved with the installation and
construction of the Internal Facilities are covered by workers’ compensation insurance as
required by the laws of the State of Texas. Developer shall also procure and maintain, at its own
cost, or require that its contractors procure and maintain, comprehensive general liability
insurance insuring against the risk of bodily injury, property damage, and personal injury
liability occurring from, or arising out of, construction of the Internal Facilities, with such
insurance in the amount of a combined single limit of liability of at least $1,000,000 and a
general aggregate limit of at least $1,000,000. Such insurance coverage shall be maintained in
force at least until the completion, inspection, and acceptance of the Internal Facilities by City.
City shall be named as an additional insured on all such insurance coverages.
VI.
REAL PROPERTY
6.1 Internal Easements.
(a) All Internal Facilities located within Property shall be constructed within public
rights-of-way or within exclusive perpetual easements dedicated or conveyed as the City may
determine to be reasonably necessary for the ownership, operation, and maintenance of, and
including access to, the Internal Facilities. City shall approve the physical location of water lines
within public rights-of-way or easements relative to other utility infrastructure, when such
facilities are authorized by City to be located therein, to prevent conflicts with other utilities, road
improvements, or drainage improvements.
(b) All easements must have a minimum width of twenty (20) feet, unless otherwise
required by City or specified in this Agreement.
(c) All easements shall be dedicated or conveyed to the City at no cost to the City.
(d) All easements shall be at locations approved by City and in the form approved by
counsel for City.
(e) Executed easements shall be furnished to, and recorded by, City prior to the
provision of water service to the Property, but the commencement of water service by City to
Property shall not waive or relinquish Developer’s obligation to provide any and all such
easement(s).
VII.
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CONVEYANCE AND TRANSFER
7.1. Interests to be Acquired. Subject to the conditions set out in this Agreement, Developer
agrees to convey to City the following, which are collectively referred to as the “Interests to be
Acquired”:
(a) the Internal Facilities, or any portions thereof, when they are finally constructed
and accepted by City;
(b) all easements necessary for the operation and maintenance of and access to the
Internal Facilities and any other easements required by City;
(c) all maps, drawings, engineering records, and office records in the possession of
Developer relating to the Internal Facilities (the “Records”); and
(d) all of the contracts, leases, warranties, bonds, permits, franchises, and licenses in
the possession of Developer related to or arising out of the acquisition, construction, and
operation of the Interests to be Acquired (the “Contracts”).
7.2. Transfer.
(a) Prior to Transfer, Developer shall deliver to the City the following items:
(i) One (1) complete set of construction plans for the Internal Facilities
certified as “as-built” by the designing engineer in the format requested by
the City; and
(ii) Copies of all documents evidencing transfer or assignment of all
contractor, subcontractor, consultant, and manufacturer and all other
contractual rights, warranties, guarantees, assurances of performance, and
maintenance bonds related to the Internal Facilities; and
(iii) Certifications that there are no liens or other encumbrances on the Internal
Facilities, including copies of lien releases in form and substance
acceptable to the City; and
(iv) All easements to be conveyed to the City, including metes and bounds
descriptions and surveys; and
(v) The Contracts (defined above); and
(vi) The Records (defined above).
(b) Time and Manner of Transfer. The Internal Facilities shall be transferred to the
City within the time period set forth in Section 5.1 of this Agreement. The Internal Facilities
shall be deemed to be transferred to the City when the City issues a written letter of acceptance
for same evidencing the City’s consent to accept the Internal Facilities for ownership, operation
and maintenance.
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VIII.
CONDITIONS, REPRESENTATIONS AND WARRANTIES
8.1. Indemnification. TO THE FULLEST EXTENT AUTHORIZED BY LAW,
DEVELOPER SHALL INDEMNIFY, DEFEND, AND HOLD HARMLESS CITY, ITS
OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, AND ASSIGNS FROM AND AGAINST
ANY AND ALL CLAIMS, DEMANDS, DEBTS, SUITS, CAUSES OF ACTION, LOSSES,
DAMAGES, JUDGMENTS, FINES, PENALTIES, LIABILITIES, AND COSTS, INCLUDING
REASONABLE ATTORNEY FEES AND DEFENSE COSTS INCURRED BY CITY
ARISING OUT OF OR RELATING TO THE BREACH OF ANY AGREEMENT,
WARRANTY, OR REPRESENTATION OR OTHER OBLIGATION OF
DEVELOPERUNDER THIS AGREEMENT. DEVELOPERFURTHER AGREES TO THE
FULLEST EXTENT PERMITTED BY LAW, TO INDEMNIFY, DEFEND, AND HOLD
HARMLESS CITY, ITS OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, AND ASSIGNS
FROM AND AGAINST ANY AND ALL CLAIMS, DEMANDS, DEBTS, SUITS, CAUSES
OF ACTION, LOSSES, DAMAGES, JUDGMENTS, FINES, PENALTIES, LIABILITIES,
AND COSTS, INCLUDING REASONABLE ATTORNEY FEES AND DEFENSE COSTS
ARISING OUT OF OR RELATING IN ANY WAY TO DEVELOPER’S NONCOMPLIANCE
WITH APPLICABLE LAWS, ORDINANCES, AND REGULATIONS AND/OR FAILURE TO
OBTAIN REQUIRED PERMIT(S) AND APPROVAL(S) GOVERNING DEVELOPMENT OF
THE PROPERTY OR PERTAINING TO THIS AGREEMENT, EXCEPTING ONLY THOSE
DAMAGES, LIABILITIES, OR COSTS ATTRIBUTABLE TO THE SOLE NEGLIGENCE OR
WILLFUL MISCONDUCT OF CITY OR ITS ASSIGNS. This indemnity shall survive the
termination of this Agreement and shall be binding upon and inure to the benefit of the Parties
and their respective successors, representatives, and assigns.
8.2. Representations of Developer. Developer acknowledges, represents, and agrees that:
(a) It is qualified in all respects to conduct business within the State of Texas;
(b) Except under any financing documents that will be released at the prior to
Transfer, it has not created or permitted any third person to create any liens, leases, options,
claims, encumbrances, or any other adverse rights, claims, or interests with respect to any
Interests to be Acquired that will prevent or hinder its ability to transfer good and warrantable
title in same to City;
(c) It will be the true and lawful owner of the Interests to be Acquired, except as
provided under financing documents that will be released prior to Transfer, no other third person
or entity, public or private, will possess a right or interest, legal or equitable, nor any lien,
encumbrance, or other adverse claim, present or contingent, in or to the Interests to be Acquired;
(d) Except as provided under financing documents that will be released prior to
Transfer it has not previously sold, assigned, transferred, leased, pledged, or hypothecated its
ownership interest in or to Interests to be Acquired and, prior to the Transfer contemplated in this
Agreement, will not sell, assign, transfer, lease, pledge, or otherwise hypothecate any interest in
or to the Interests to be Acquired to any third person or entity, except as provided under
financing documents that will be released at the time of Transfer;
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(e) It has not entered into any agreement, written or oral, with any third party,
wherein any such third party has agreed to reimburse it for the cost of design or construction of
the Interests to be Acquired or any portion thereof, or wherein any third party has acquired a
right to purchase such facilities;
(f) The contemplated transfer of the Interests to be Acquired constructed by
Developer will not violate any term, condition, or covenant of any agreement to which it is a
party;
(g) Execution of this Agreement and the consummation of the transactions
contemplated hereunder will not constitute an event of default under any contract, covenant, or
agreement binding upon it;
(h) The contemplated transfer of the Interests to be Acquired constructed by
Developer to City will not violate the provisions of the United States Constitution, the Texas
Constitution, or any federal, state, or local law, ordinance, or regulation;
(i) It has not previously granted any right or option to any other person, entity, or
political subdivision to acquire or use the Interests to be Acquired to be constructed by
Developer, and agrees to defend and hold City harmless from all claims or causes of action
asserted by any third person, entity, or political subdivision alleging a right or option to acquire
or use the Interests to be Acquired constructed by Developer, or any portion thereof; and
(j) Except as provided herein, it has not previously entered into any agreement or
caused or otherwise authorized any action that would diminish, eliminate, or adversely affect
City’s contemplated ownership or use of the Interests to be Acquired.
City is executing this Agreement in reliance on each of the warranties and representations
set forth above and each such representation and warranty will survive the execution and
delivery of this Agreement and the consummation of the transactions contemplated by this
Agreement.
8.3. Representations of City. City represents and warrants to Developer that:
(a) City is a Home Rule Municipal Corporation of the State of Texas and has the
requisite power and authority to take all necessary action to execute and deliver this Agreement
and to perform all obligations hereunder;
(b) The execution, delivery, and performance of this Agreement have been duly
authorized by all necessary action on the part of City and the person executing this Agreement on
behalf of City has been fully authorized and empowered to bind City to the terms and provisions
of this Agreement;
(c) This Agreement does not contravene any law or any governmental rule,
regulation, or order applicable to City; and
(d) The execution and delivery of this Agreement and the performance by City of its
obligations hereunder do not contravene the provisions of, or constitute a default under, the terms
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of any contract, resolution, or other instrument to which City is a party or by which City is
bound.
Developer is executing this Agreement in reliance on each of the warranties and
representations set forth above and each such representation and warranty of City will survive
the execution and delivery of this Agreement and the consummation of each of the transactions
contemplated by this Agreement.
8.4. Survival of Covenants. The covenants contained in this Article will survive the
conveyance, transfer, and assignment of the Interests to be Acquired after Transfer and will
continue to bind City and Developer as provided herein.
IX.
REMEDIES
9.1. City Remedies.
(a) If Developer fails or refuses to timely comply with any of their obligations
hereunder, or if Developer’s representations, warranties, or covenants contained herein are not
true or have been breached, City will have the right to enforce this Agreement by any remedy at
law or in equity or under this Agreement to which it may be entitled; to terminate this
Agreement; or to waive the applicable objection or condition and to proceed in accordance with
the remaining terms.
(b) If City determines that any of Developer’s representations, warranties, or
covenants are not true, then City may avail itself of any remedy at law or in equity or under this
Agreement to which it may be entitled.
9.2. Developer Remedies.
(a) If City fails or refuses to timely comply with their respective obligations
hereunder, or if, prior to Transfer, City’s representations or warranties contained herein are not
true in any material respect or its covenants have been breached, Developer will have the option,
after providing Notice and Opportunity to Cure, to enforce this Agreement by any remedy in
equity to which it may be entitled; or to waive prior to Transfer, as applicable, the applicable
default, objection, or condition and proceed to close the transaction in accordance with the
remaining terms.
(b) If, after Transfer, Developer determines that any of City’s representations,
warranties, or covenants which applied to the Transfer are not true in any material respect, then
the Developer may avail itself of any remedy in equity to which it may be entitled.
(c) Notwithstanding any provision herein to the contrary, Developer waives all
present and future claims for special and consequential damages against City arising from or
related to this Agreement. Such waiver shall survive any termination or expiration of this
Agreement.
9.3. Default in Payments.
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(a) All amounts due and owing by Developer to City shall, if not paid when due, bear
interest at the Texas post-judgment interest rate as set out in Texas Civil Practice & Remedies
Code, or any successor statute, from the date when due until paid, provided that such rate shall
never be usurious or exceed the maximum rate as permitted by law. If any amount due and
owing by Developer to City is placed with an attorney for collection, and the City prevails in any
litigation or arbitration involving the collection, Developer shall bay the City’s costs and
attorneys’ fees, and such payments shall be in addition to all other payments provided for by this
Agreement, including interest.
(b) In the event of any failure to provide a required payment hereunder by Developer,
Developer agrees that City may, in its sole discretion, decline to sign any additional final plats
for subdivisions within the Property until payment in full is made to City.
9.4. Disputed Payment. If Developer at any time disputes the amount to be paid by it to
City, Developer shall nevertheless promptly make or cause to be made the disputed payment or
payments, but Developer shall thereafter have the right to seek a determination whether the
amount charged by City is in accordance with the terms of this Agreement.
9.5. Default. Unless otherwise provided in this Agreement, if either Party (referred to herein
as the “Defaulting Party”) fails to comply with its obligations under this Agreement or is
otherwise in breach or default under this Agreement (collectively, a “Default”) other than
Default for non-payment of money, then the other Party (referred to herein as the “Non-
Defaulting Party”) may not invoke any rights or remedies with respect to the Default until and
unless the Non-Defaulting Party delivers to the Defaulting Party a Notice and Opportunity to
Cure and the Defaulting Party fails to cure as required.
X.
NOTICES
10.1. Addresses. All notices hereunder from Developer to City will be sufficient if sent by
certified mail, addressed to City to the attention of City Manager, City of Georgetown, P.O. Box
409, Georgetown, Texas, 78627. All notices hereunder to Developer will be sufficiently given if
sent by certified mail or facsimile transmission with confirmation of delivery to Developer c/o
1001 Crystal Falls Parkway, Leander, Texas, 78641. The address for delivery of notice may be
changed by any Party by providing not less than five (5) days prior written notice thereof to the
other Parties.
XI.
TERM AND TERMINATION
11.1. Term. This Agreement shall be effective for a period of ten (10) years from the Effective
Date unless otherwise terminated according to its terms. Any outstanding payment obligation of
either Party shall survive termination.
11.2. Effect of Termination. Notwithstanding any termination of this Agreement on terms
provided herein, City’s obligation(s) to furnish water services to all retail water customers
residing within the Property to which City is providing Service at the time of termination
survives the termination of this Agreement.
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XII.
MISCELLANEOUS
12.1. Execution. This Agreement may be simultaneously executed in any number of
counterparts, each of which will serve as an original and will constitute one and the same
instrument.
12.2. Costs and Expenses. Except as otherwise expressly provided herein, each Party will be
responsible for all costs and expenses and attorney’s fees incurred by such Party in connection
with the transaction contemplated by this Agreement.
12.3. Governing Law. This Agreement will be governed by the Constitution and laws of the
State of Texas, except as to matters exclusively controlled by the Constitution and Statutes of the
United States of America.
12.4. Successors and Assigns.
(a) Developer shall not assign its rights or obligations hereunder without the prior
written consent of City.
(b) City has the right to assign its rights or obligations hereunder without the prior
written consent of the Developer.
(c) This Agreement shall be binding upon the permitted successors and assigns of
Developer and City, and shall inure to the benefit of the successors and assigns of Developer and
City.
12.5. Headings. The captions and headings appearing in this Agreement are inserted merely to
facilitate reference and will have no bearing upon its interpretation.
12.6. Partial Invalidity. If any of the terms, covenants or conditions of this Agreement, or the
application of any term, covenant, or condition, is held invalid as to any person or circumstance
by any court with jurisdiction, the remainder of this Agreement, and the application of its terms,
covenants, or conditions to other persons or circumstances, will not be affected.
12.7. Waiver. Any waiver by any Party of its rights with respect to a default or requirement
under this Agreement will not be deemed a waiver of any subsequent default or other matter.
12.8. Amendments. This Agreement may be amended or modified only by written agreement
duly authorized by the governing body of City and Developer, and executed by the duly
authorized representatives of all Parties.
12.9. Cooperation. Each Party agrees to execute and deliver all such other and further
instruments and undertake such actions as are or may become necessary or convenient to
effectuate the purposes and intent of this Agreement.
12.10. Venue. All obligations of the Parties are performable in Williamson County, Texas and
venue for any action arising hereunder will be in Williamson County.
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12.11. Third Party Beneficiaries. Except as otherwise expressly provided herein and except
with respect to any contracts assumed by City, nothing in this Agreement, express or implied, is
intended to confer upon any person, other than the Parties, any rights, benefits, or remedies under
or by reason of this Agreement.
12.12. Representations. Unless otherwise expressly provided, the representations, warranties,
covenants, indemnities, and other agreements will be deemed to be material and continuing, and
will not be merged.
12.13. Exhibits. All exhibits attached to this Agreement are hereby incorporated in this
Agreement as if the same were set forth in full in the body of this Agreement.
12.14. Entire Agreement. This Agreement, including the attached exhibits, contains the entire
agreement between the Parties with respect to the Interests to be Acquired and supersedes all
previous communications, representations, or agreements, either verbal or written, between the
Parties with respect to such matters.
12.15. Approvals. All approvals of any party hereunder shall be in writing.
12.16. CTSUD’s CCN. The parties understand and acknowledge that the Property is currently
located within the water certificate and convenience service area of CTSUD’s CCN. However,
by contract, City owns and operates the water system that will serve the Property. Until the
CTSUD water certificate and convenience and necessity is transferred to the City or the City
otherwise acquires a water certificate of convenience and necessity that includes the Property,
retail customers on the Property will be considered retail water customers of CTSUD. The
Developer hereby agrees to support and not directly or indirectly oppose any efforts by City to
acquire or seek transfer of a water certificate of convenience and necessity that would include the
Property.
IN WITNESS WHEREOF, the Parties hereto have caused this instrument to be signed,
sealed and attested in duplicate by their duly authorized officers, as of the Effective Date.
[SIGNATURE PAGES FOLLOW]
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CITY OF GEORGETOWN
By:
Dale Ross, Mayor
Approved as to Form:
_____________________________
Bridget Chapman, City Attorney
THE STATE OF TEXAS §
§
COUNTY OF WILLIAMSON §
This instrument was acknowledged before me on the _____ day of ________________,
20__, by Dale Ross, Mayor of the City of Georgetown, on behalf of the City.
_______________________________________
Notary Public, State of Texas
CHISHOLM TRAIL SPECIAL UTILITY
DISTRICT CONSENT
By:
Delton Robinson, President
THE STATE OF TEXAS §
§
COUNTY OF WILLIAMSON §
This instrument was acknowledged before me on the _____ day of ________________,
20__, by Delton Robinson, President of Chisholm Trail Special Utility District, a conservation
and reclamation district created and functioning under the laws of the State of Texas, on behalf
of said conservation and reclamation district.
_______________________________________
Notary Public, State of Texas
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DEVELOPER:
By: Lookout Partners, L.P.
By: its General Partner Morningside Land and
Cattle Company
By:__________________________________
William R. Hinckley, Manager
THE STATE OF TEXAS §
§
COUNTY OF WILLIAMSON §
This instrument was acknowledged before me on the _____ day of ________________, 20____,
by William R. Hinckley, Manager of Morningside Land and Cattle Company, General Partner of
Lookout Partners, L.P.
Notary Public, State of Texas
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Exhibit “A” Description of Property
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20
Exhibit “B”
Build-out Schedule
Number of Years after Effective Date Required Active Connections in LUEs
2 36
3 72
4 108
5 144
6 180
7 216
8 252
9 288
10 N/A
Page 62 of 120
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Page 68 of 120
City of Georgetown, Texas
Utility System Advisory Board
August 14, 2015
SUBJECT:
Consideration and possible recommendation on a Water Agreement for the Heights of
Georgetown -- Wesley Wright, P.E., Engineering Director
ITEM SUMMARY:
The Heights of Georgetown is just under 19 acres located south of FM 3405 at the end of the
Georgetown's extraterritorial jurisdiction. The proposed development consists of 17 single family
residential units.
The existing water system is adequate to serve the proposed development and no offsite
improvements are required. The proposed Water Agreement includes standard terms pertaining to
conservation, performance, and fees.
STAFF RECOMMENDATION:
Staff recommends approval of the proposed Water Agreement.
FINANCIAL IMPACT:
No direct financial impact to the city.
SUBMITTED BY:
Wesley Wright
ATTACHMENTS:
Description Type
Heights of Georgetown Water Agreement Backup Material
Heights of Georgetown Ex A Backup Material
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1
WATER SERVICE AGREEMENT
(HEIGHTS OF GEORGETOWN)
THE STATE OF TEXAS §
§
COUNTY OF WILLIAMSON §
This Water Service Agreement (“Agreement”) is entered into as of the Effective Date, by
and among the City of Georgetown, a Texas Home Rule Municipal Corporation (“City”); and
The Heights of Georgetown, LLC (“Developer”). Each of which are sometimes referred to as
a “Party” or collectively as the “Parties.”
RECITALS
A. WHEREAS, City is a political subdivision of the State of Texas and the owner of certain
water facilities that it utilizes to provide retail water services to its customers; and
B. WHEREAS, Developer is the owner of that approximately 18.87 acres of real property
known as Heights of Georgetown (the “Property”), more fully described in Exhibit “A” attached
hereto, that Developer desires for single family residential purposes;
C. WHEREAS, the Property is located inside the City’s extraterritorial jurisdiction and in
the service area of Chisholm Trail Special Utility District’s (“CTSUD”) Certificate of
Convenience and Necessity No. 11590 (“CTSUD’s CCN”);
D. WHEREAS, the City has acquired all of the assets of CTSUD, including all of the assets
necessary to provide retail water service to the Property, is currently operating and managing
CTSUD’s water system pursuant to a contract between the City and CTSUD, and has filed an
application with the Texas Commission on Environmental Quality (TCEQ) which has been
forwarded Public Utility Commission (PUC) requesting approval of the transfer of CTSUD’s
CCN to the City;
E. WHEREAS, Developer desires to obtain retail water service for future residents and
customers within the Property;
F. WHEREAS, this Agreement is authorized by and consistent with state law and the City’s
other ordinances, regulations, and other requirements governing development of subdivisions
and provision of utility services by the City.
NOW, THEREFORE, in consideration of the mutual covenants and agreements hereafter
set forth, the receipt and sufficiency of which is hereby acknowledged, the Parties hereby agree
as follows:
I.
DEFINITIONS
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When used in this Agreement, the following terms will have the meanings set forth
below:
“Agreement” means this Water Service Agreement. 1.1.
“Effective Date” means the last day of execution of this Agreement by all Parties hereto. 1.2.
“Impact Fee” means a fee established and amended from time to time by the Board of 1.3.
Directors of CTSUD in accordance with Chapter 395 of the Texas Local Government Code to
recover the costs of capital improvements required to provide service to new development.
“Interests to be Acquired” means the Internal Facilities, all easements and interests within 1.4.
the Property to be conveyed under the terms set forth in this Agreement.
“Internal Facilities” means the infrastructure, including all water transmission and 1.5.
distribution lines and related facilities, equipment, and appurtenances thereto, to be constructed
by or on behalf of Developer and dedicated to City for purposes of extending water service from
the Water System. The exact physical location, design and specifications of the Internal
Facilities shall be identified in the plans and specifications submitted to City, and shall be subject
to City’s review and approval. Internal Facilities may include infrastructure located outside the
limits of the Property.
“Living Unit Equivalent” or “LUE” means one single-family residential unit, or its 1.6.
equivalent calculated at the rate of 350 gallons of potable water per day, based on a 30-day
average.
“Notice and Opportunity to Cure” means that, before any right of termination or other 1.7.
remedy authorized hereunder may be exercised (i) the Party who intends to exercise such right or
remedy must deliver to the other Party a written notice which specifies the reason(s) for the
intended exercise and the action(s) necessary to avoid it, and (ii) the other Party fails to cure,
within thirty (30) days after receipt of such written notice, the specified problem(s) that would
justify the intended exercise.
“Property” means that certain real property consisting of approximately 18.87 acres 1.8.
known as Heights of Georgetown, and located in Williamson County being more particularly
described on Exhibit “A” attached hereto.
“Service Commitment” means the 17 LUEs of retail water service that City agrees to 1.9.
make available to the Property in accordance with the terms and conditions of this Agreement.
“TCEQ” means the Texas Commission on Environmental Quality or any successor 1.10.
agency.
“Transfer” means the conveyance of the Interests to be Acquired to the City. 1.11.
“Water Acquisition Fee” means an annual fee determined by City to be paid by or on 1.12.
behalf of Developer for the costs of acquiring water for up to 17 LUEs, to be calculated in
accordance with Section 4.2 of this Agreement.
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“Water Acquisition Fee Period” means a period of time beginning upon the execution of 1.13.
this Agreement and ending at the earlier of the following: (i) at such time as there are 8 LUEs of
active connections within the Property, such number of connections being equal to
approximately fifty percent (50%) of the total Service Commitment made available hereunder; or
(ii) upon termination of this Agreement according to its terms, in which event City’s
commitment for water service to the Property shall also terminate.
“Water System” means the water system now owned or to be acquired by City to serve 1.14.
City’s water service territory and the area included within CTSUD’s CCN, and any expansions,
improvements, enlargements, additions and replacements thereto, including the Interests to be
Acquired, subject to the terms of this Agreement.
II.
PROVISION OF WATER SERVICES
Service Commitment. 2.1.
(a) Subject to the terms and conditions of this Agreement, including the payment of
all applicable fees and charges as set forth below, City agrees to provide water service to
customers within the Property in a quantity not to exceed the Service Commitment. The quantity
of water service made available to any connection within the Property will be determined
according to meter size in accordance with the City’s rules, regulations, and policies.
(b) City’s obligation to serve the Property is expressly contingent on Developer’s
compliance with its obligations under this Agreement and with City’s rules, regulations, and
policies.
(c) City shall have no obligation to provide water service to any portion of the
Property until all of the following condition precedents have been satisfied:
(i) the lands to be furnished water service have received final subdivision plat
approval by all governmental entities with jurisdiction, and recorded for
the phase of development within the Property to be furnished water
service; and
(ii) City has received all necessary governmental approvals for the provision
of services to the Property; and
(iii) the Internal Facilities required to provide service the Property have been
completed in accordance with plans and specifications approved by City,
are operational, and have been conveyed to and accepted by City; and
(iv) all easements and other real property interests in Property required to be
conveyed to City under this Agreement have been dedicated to City; and
(v) all required fees and charges have been paid to City
Service. City shall provide water service to customers in the Property in accordance with 2.2.
its standard rules and policies and the applicable laws and regulations of the State of Texas.
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Minimum Pressure. City will deliver potable water to customers within the Property at 2.3.
a minimum pressure of 35 pounds per square inch at each retail customer meter, or as may
otherwise be required by the applicable rules of TCEQ.
Fire Flows. City agrees to make service available to the Property at a flow rate not less 2.4.
than 1,000 gallons per minute for a minimum flow rate duration of two (2) hours. Neither this
provision, nor any other terms of this Agreement, shall be construed as any guarantee or
representation by City that the water service furnished by City to the Property will be sufficient
to prevent or control any fire, and City expressly disclaims any such responsibility.
Dead Ends. Developer acknowledges and agrees to install at its sole expense automatic 2.5.
flush valves on all dead ends constructed within the Property.
Wastewater, Drainage, and Other Services. City will have no obligation with regard 2.6.
to the construction, ownership, operation, or maintenance of wastewater, drainage, water quality,
or other non-water service facilities, except as may be required by other separate agreements.
Water System Operations. Subject to the terms of this Agreement, City will be 2.7.
responsible for operating and maintaining the Water System in good working order; for making
all needed replacements, additions, and improvements as required for the operation of the
facilities; for reading meters, billing, and collecting from all customers; and for performing all
other usual and customary services and administrative functions associated with retail water
utility systems.
Source of Water Supply. City shall have sole discretion in determining the source of 2.8.
water supply to be used for the provision of retail water service to the Property.
Service Subject to State and Local Approvals. Notwithstanding other provisions in 2.9.
this Agreement, City will not provide water service in the manner described in this Agreement
unless Developer obtains at its sole cost and expense all necessary permits, certificates, and
approvals for the Property from Williamson County, TCEQ, and other applicable local, state, or
federal government bodies to which it is subject.
Water Conservation. 2.10.
(a) City may curtail service to the Property in times of high system demand or
drought, or as may be required by City’s Water Conservation Plan or Drought Contingency Plan,
by other regulatory authorities, by entities from whom City purchases water supplies, in the same
manner as such curtailment is imposed on other similar customers of City.
(b) Prior to the sale or conveyance of any lot within the Property, Developer agrees to
record in the Official Property Records of Williamson County, Texas, deed restrictions
prohibiting the re-subdivision of any residential lot into multiple lots, prohibiting private water
wells for domestic and drinking water purposes, and imposing those restrictions consistent with
those water conservation provisions set forth in the City’s Water Conservation and Drought
Contingency Plans in their current form, or as may be amended from time to time, which
restrictions shall be made applicable to each owner of property within each such subdivision.
The deed restrictions shall specifically provide that they are enforceable by the City, its
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successors and assigns or any entity that acquires the Water System or CCN, and may not be
amended without City’s consent.
III.
BUILD-OUT SCHEDULE
Build-out Schedule. 3.1.
(a) Developer agrees that on or before the second anniversary of the Effective Date
there will be 2 LUEs of active connections within the Property, such number of connections
being equal to ten percent (10%) of the total Service Commitment made available hereunder. In
the event that there are not the requisite number of LUEs of active connections, Developer agrees
that on or before the second anniversary of the Effective Date, Developer will pay or cause to be
paid to City, on a monthly basis, an amount equivalent to the base rate to be charged by City in
accordance with City’s policies, rates, and regulations then in effect for the difference between
the required number of active connections and the actual number of active connections within
Property.
(b) Developer agrees that after the second anniversary of the Effective Date (730 days
after the Effective Date) there will be an additional 2 LUEs of active connections within Property
each year, such number of connections being equal to approximately ten percent (10%) of the
total Service Commitment made available hereunder, until the number of active connections is
equal to 14 LUEs of active connections, such number of connections being equal to
approximately eighty percent (80%) of the total Service Commitment made available hereunder.
In the event that there are not the requisite number of LUEs of active connections as of the
anniversary of the Effective Date, Developer will pay or cause to be paid to City, on a monthly
basis, an amount equivalent to the base rate to be charged by City in accordance with City’s
policies, rates, and regulations then in effect for the difference between the required number of
active connections and the actual number of active connections within Property.
(c) The required build-out schedule is further described in Exhibit “B”, attached
hereto and incorporated herein by reference. Developer acknowledges and agree that its failure to
have completed the requisite number of active connections as of the respective anniversary of the
Effective Date or failure to timely pay in full the appropriate fee equivalent to the base rate for
the difference between the required number of active connections and the actual number of
active connections is a material breach of this Agreement. Without limitation, City may refuse
to provide any additional service within Property until such time as the breach is cured. In the
event of such a breach, City may also exercise all rights and remedies available at law or in
equity, including termination, in which event, City’s obligation to provide service to any new
connections within Property under this Agreement shall terminate.
IV.
RATES, FEES, CHARGES, AND OTHER PAYMENT OBLIGATIONS
Rates. Except as otherwise provided in this Agreement, all retail water customers within 4.1.
the Property will pay the applicable standard rates, fees, and charges for retail water service, as
established and amended by the governing body of the water certificate of convenience and
necessity holder from time to time.
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Water Acquisition Fees. 4.2.
(a) Developer agrees to pay or cause to be paid the Water Acquisition Fee to City
during the Water Acquisition Fee Period. The Water Acquisition Fee is currently equal to $6.00
per LUE per year based on the Service Commitment. The Water Acquisition Fee may be
adjusted from time to time by City.
(b) The first annual Water Acquisition Fee payment shall be made by Developer to
City within thirty days of the Effective Date.
(c) All subsequent payments of the Water Acquisition Fee shall be made in full by
Developer to the City on or before January 1 of each year that this Agreement remains in effect
or until the end of the Water Acquisition Fee Period as defined herein.
(d) Developer acknowledges and agrees that failure by them to timely pay in full the
Water Acquisition Fee is a material breach of this Agreement. Without limitation, City may
refuse to provide any additional service within the Property until such time as the breach is
cured. In the event of such a breach, City may also exercise all rights and remedies available at
law or in equity, including termination, in which event, City’s obligation to provide service to
any new connections within the Property under this Agreement shall terminate.
Impact Fees. 4.3.
(a) If the property is entirely or partially located within a Municipal Utility District
(MUD), then within thirty (30) days after the City approves a final plat for a portion of the
Property which will receive water service under this Agreement, Developer will pay or cause to
be paid the Impact Fee then in effect multiplied by the number of meters for the lots contained
within the final plat. In return for payment of the foregoing sum, City shall credit applicants for
service for such meters with the corresponding amount of the Impact Fees so paid.
(b) If no part of the property is located within the boundary of a MUD, then at the
time that Developer is prepared to set a meter for an active connection within the Property,
Developer will make a plumbing permit application to the City’s Permitting and Inspections
Department. Along with its permit application, Developer agrees that it will pay or cause to be
paid the impact fee then in effect multiplied by the number of meters it requests to be set at that
time. In return for payment of the foregoing sum, the applicable entity shall credit applicants for
service for such meters with the corresponding amount of the impact fees so paid.
(c) Developer acknowledges and agrees that City will have absolutely no obligation
to provide service to any lots within Property unless and until the Impact Fee for that lot has been
paid.
Irrigation or Second Meter on a Lot. Any applicant for service within the Property that 4.4.
requests service in excess of one LUE (i.e., service in excess of 350 gallons of potable water per
day), for service other than domestic service, or that would result in City providing more
cumulative service within the Property than the Service Commitment, will be required to pay the
standard fees and charges for water service set forth in the applicable rules and policies,
including impact fees, at the time of application for service.
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Other Connection Fees and Charges. Except as otherwise provided herein, each 4.5.
applicant for retail service within the Property shall be required to pay to City all applicable
charges, fees, and deposits for water service, as such fees may be amended by the City from time
to time.
Consultant Fees. City acknowledges prior receipt of a utility evaluation request fee 4.6.
from Developer. In the event City’s engineering, legal, or other consulting costs exceed the
amount of the fee previously received, then City shall send a written invoice for payment to the
Developer. Within thirty (30) days after the date of the invoice, and as a condition precedent to
performance by City under this Agreement, Developer agrees to pay the full invoiced sum. If
payment is not timely received by City, City may suspend the provision of additional service to
the Property, terminate this Agreement, or pursue any other remedy available at law or in equity.
V.
INTERNAL FACILITIES
5.1 Internal Facilities. Developer will construct, or cause to be constructed, all Internal
Facilities required to extend retail water services to the Customers within the Property from the
Water System, including all facilities and equipment required to connect the Internal Facilities to
the Water System. The Internal Facilities shall also include permanent flushing assemblies of a
type and at a location approved by City at dead ends. Upon completion of construction of each
phase of the Internal Facilities, Developer will provide City with a certificate of completion from
a licensed professional engineer certifying that the Internal Facilities have been completed in
accordance with the approved plans and specifications. The date upon which the certificate of
completion is provided to City shall be the “Completion Date.” Within thirty days after the
Completion Date, Developer shall transfer and convey, or cause to be transferred and conveyed,
the completed Internal Facilities to City in accordance with the terms of Article VII below.
5.2 Design of the Internal Facilities. All physical facilities to be constructed or acquired as
a part of the Internal Facilities will be designed by a qualified registered professional engineer
selected by or on behalf of Developer. The design will be subject to the approval of City and all
governmental agencies with jurisdiction. The Internal Facilities shall be designed so as to
provide continuous and adequate service within the Property and so as to ensure their
compatibility with City’s existing water system. The Internal Facilities will include any
equipment necessary for water transmission and distribution, water services through the meter
box, pressure reducing valves, air release valves, flow control/shut-off valves, master meters,
backflow prevention devices, fire hydrants, flushing assemblies, and other equipment as may be
specified by City. Developer further agrees to install, or cause to be installed, meter boxes and a
flow indicator for fire lines, if any. Any variance to the plans or specifications approved by City
or specified in this Agreement must be submitted in writing to City and is subject to City’s sole
discretion and approval. If the Internal Facilities are not in compliance with the agreed
specifications approved by City, then City may pursue any remedy provided in this Agreement,
or may require that Developer replace the facilities.
5.3 Construction of Facilities.
(a) The Internal Facilities will be constructed, and all related easements, equipment,
materials, and supplies will be acquired by Developer, and all construction contracts and other
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agreements will contain provisions to the effect that any contractor, materialman, or other party
thereto will look solely to Developer for payment of all sums coming due thereunder and that
City will have no obligation whatsoever to any such party.
(b) The Internal Facilities will be constructed in a good and workmanlike manner and
all material used in such construction will be substantially free from defects and fit for their
intended purpose. City may have an on-site inspector to inspect and approve the construction,
which approval will not be unreasonably withheld or delayed. Developer shall not cover or
allow to be covered any portion of the Internal Facilities until City has the reasonable
opportunity to inspect the facilities. City will notify Developer of any construction defects
coming to its attention as soon as practicable. Developer shall pay City for inspections in
accordance with City ordinances.
(c) Upon completion of construction of each phase of the Internal Facilities,
Developer agrees to furnish City with one reproduction, one blue-line copy, and one set of
computer files in an electronic format specified by City of the as-built or record drawings of each
facility promptly upon completion thereof.
(d) Developer shall also pay all applicable City application, engineering, and
inspection fees related to the Internal Facilities as set forth in the applicable City ordinances,
regulations or policies.
5.4 Warranty. Except as otherwise specified, Developer agrees to repair or cause to be
repaired all defects in materials, equipment, or workmanship for the Internal Facilities appearing
within two (2) years from the Completion Date to comply with the approved plans and
specifications for the Internal Facilities. Upon receipt of written notice from City of the
discovery of any defects, Developer shall promptly and at no cost to the City remedy the defects
and replace any property damaged therefrom. In case of emergency where delay would cause
serious risk of loss or damage to City or its customers, or if Developer, after notice, fails to
proceed promptly toward such remedy within thirty (30) days or within another period of time
which has been agreed to in writing, City may have defects in the Internal Facilities corrected in
compliance with the terms of this warranty and guarantee, and Developer shall be liable for all
actual out-of-pocket costs and expenses incurred by City in so doing.
5.5 Assignment of Warranty Obligations. In addition to Developer’s duty to repair, as set
forth above, Developer expressly assume all warranty obligations required by City under the
approved plans and specifications for specific components, materials, equipment, or
workmanship. Developer may assign, or cause to be assigned, to City, by written instrument in a
form approved by counsel for City, a complying warranty from a manufacturer, supplier, or
contractor. Where an assigned warranty is tendered and accepted by City that does not fully
comply with the requirements of the agreed specifications, Developer shall remain liable to City
on all elements of the required warranty that are not provided by the assigned warranty.
5.6 Maintenance Bond. Developer agrees to provide to City a Maintenance Bond in a form
and from a surety acceptable to City for all Internal Facilities. The Maintenance Bond shall
provide for the repair of any defects in materials, equipment, or workmanship for the Internal
Facilities appearing within two years from the Completion Date, and shall be in an amount equal
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to twenty five percent (25%) of the total construction costs for the Internal Facilities, as
determined by City. Developer may furnish a proposed form of Maintenance Bond or proposed
surety to City at any time to secure City’s approval to the form thereof and/or approval of the
surety.
5.7 Insurance. Developer shall require that all workers involved with the installation and
construction of the Internal Facilities are covered by workers’ compensation insurance as
required by the laws of the State of Texas. Developer shall also procure and maintain, at its own
cost, or require that its contractors procure and maintain, comprehensive general liability
insurance insuring against the risk of bodily injury, property damage, and personal injury
liability occurring from, or arising out of, construction of the Internal Facilities, with such
insurance in the amount of a combined single limit of liability of at least $1,000,000 and a
general aggregate limit of at least $1,000,000. Such insurance coverage shall be maintained in
force at least until the completion, inspection, and acceptance of the Internal Facilities by City.
City shall be named as an additional insured on all such insurance coverages.
VI.
REAL PROPERTY
6.1 Internal Easements.
(a) All Internal Facilities located within Property shall be constructed within public
rights-of-way or within exclusive perpetual easements dedicated or conveyed as the City may
determine to be reasonably necessary for the ownership, operation, and maintenance of, and
including access to, the Internal Facilities. City shall approve the physical location of water lines
within public rights-of-way or easements relative to other utility infrastructure, when such
facilities are authorized by City to be located therein, to prevent conflicts with other utilities, road
improvements, or drainage improvements.
(b) All easements must have a minimum width of twenty (20) feet, unless otherwise
required by City or specified in this Agreement.
(c) All easements shall be dedicated or conveyed to the City at no cost to the City.
(d) All easements shall be at locations approved by City and in the form approved by
counsel for City.
(e) Executed easements shall be furnished to, and recorded by, City prior to the
provision of water service to the Property, but the commencement of water service by City to
Property shall not waive or relinquish Developer’s obligation to provide any and all such
easement(s).
VII.
CONVEYANCE AND TRANSFER
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Interests to be Acquired. Subject to the conditions set out in this Agreement, Developer 7.1.
agrees to convey to City the following, which are collectively referred to as the “Interests to be
Acquired”:
(a) the Internal Facilities, or any portions thereof, when they are finally constructed
and accepted by City;
(b) all easements necessary for the operation and maintenance of and access to the
Internal Facilities and any other easements required by City;
(c) all maps, drawings, engineering records, and office records in the possession of
Developer relating to the Internal Facilities (the “Records”); and
(d) all of the contracts, leases, warranties, bonds, permits, franchises, and licenses in
the possession of Developer related to or arising out of the acquisition, construction, and
operation of the Interests to be Acquired (the “Contracts”).
Transfer. 7.2.
(a) Prior to Transfer, Developer shall deliver to the City the following items:
(i) One (1) complete set of construction plans for the Internal Facilities
certified as “as-built” by the designing engineer in the format requested by
the City; and
(ii) Copies of all documents evidencing transfer or assignment of all
contractor, subcontractor, consultant, and manufacturer and all other
contractual rights, warranties, guarantees, assurances of performance, and
maintenance bonds related to the Internal Facilities; and
(iii) Certifications that there are no liens or other encumbrances on the Internal
Facilities, including copies of lien releases in form and substance
acceptable to the City; and
(iv) All easements to be conveyed to the City, including metes and bounds
descriptions and surveys; and
(v) The Contracts (defined above); and
(vi) The Records (defined above).
(b) Time and Manner of Transfer. The Internal Facilities shall be transferred to the
City within the time period set forth in Section 5.1 of this Agreement. The Internal Facilities
shall be deemed to be transferred to the City when the City issues a written letter of acceptance
for same evidencing the City’s consent to accept the Internal Facilities for ownership, operation
and maintenance.
VIII.
CONDITIONS, REPRESENTATIONS AND WARRANTIES
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Indemnification. TO THE FULLEST EXTENT AUTHORIZED BY LAW, 8.1.
DEVELOPER SHALL INDEMNIFY, DEFEND, AND HOLD HARMLESS CITY, ITS
OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, AND ASSIGNS FROM AND AGAINST
ANY AND ALL CLAIMS, DEMANDS, DEBTS, SUITS, CAUSES OF ACTION, LOSSES,
DAMAGES, JUDGMENTS, FINES, PENALTIES, LIABILITIES, AND COSTS, INCLUDING
REASONABLE ATTORNEY FEES AND DEFENSE COSTS INCURRED BY CITY
ARISING OUT OF OR RELATING TO THE BREACH OF ANY AGREEMENT,
WARRANTY, OR REPRESENTATION OR OTHER OBLIGATION OF DEVELOPER
UNDER THIS AGREEMENT. DEVELOPER FURTHER AGREES TO THE FULLEST
EXTENT PERMITTED BY LAW, TO INDEMNIFY, DEFEND, AND HOLD HARMLESS
CITY, ITS OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, AND ASSIGNS FROM AND
AGAINST ANY AND ALL CLAIMS, DEMANDS, DEBTS, SUITS, CAUSES OF ACTION,
LOSSES, DAMAGES, JUDGMENTS, FINES, PENALTIES, LIABILITIES, AND COSTS,
INCLUDING REASONABLE ATTORNEY FEES AND DEFENSE COSTS ARISING OUT
OF OR RELATING IN ANY WAY TO DEVELOPER’S NONCOMPLIANCE WITH
APPLICABLE LAWS, ORDINANCES, AND REGULATIONS AND/OR FAILURE TO
OBTAIN REQUIRED PERMIT(S) AND APPROVAL(S) GOVERNING DEVELOPMENT OF
THE PROPERTY OR PERTAINING TO THIS AGREEMENT, EXCEPTING ONLY THOSE
DAMAGES, LIABILITIES, OR COSTS ATTRIBUTABLE TO THE SOLE NEGLIGENCE OR
WILLFUL MISCONDUCT OF CITY OR ITS ASSIGNS. This indemnity shall survive the
termination of this Agreement and shall be binding upon and inure to the benefit of the Parties
and their respective successors, representatives, and assigns.
Representations of Developer. Developer acknowledges, represents, and agrees that: 8.2.
(a) It is qualified in all respects to conduct business within the State of Texas;
(b) Except under any financing documents that will be released at the prior to
Transfer, it has not created or permitted any third person to create any liens, leases, options,
claims, encumbrances, or any other adverse rights, claims, or interests with respect to any
Interests to be Acquired that will prevent or hinder its ability to transfer good and warrantable
title in same to City;
(c) It will be the true and lawful owner of the Interests to be Acquired, except as
provided under financing documents that will be released prior to Transfer, no other third person
or entity, public or private, will possess a right or interest, legal or equitable, nor any lien,
encumbrance, or other adverse claim, present or contingent, in or to the Interests to be Acquired;
(d) Except as provided under financing documents that will be released prior to
Transfer it has not previously sold, assigned, transferred, leased, pledged, or hypothecated its
ownership interest in or to Interests to be Acquired and, prior to the Transfer contemplated in this
Agreement, will not sell, assign, transfer, lease, pledge, or otherwise hypothecate any interest in
or to the Interests to be Acquired to any third person or entity, except as provided under
financing documents that will be released at the time of Transfer;
(e) It has not entered into any agreement, written or oral, with any third party,
wherein any such third party has agreed to reimburse it for the cost of design or construction of
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12
the Interests to be Acquired or any portion thereof, or wherein any third party has acquired a
right to purchase such facilities;
(f) The contemplated transfer of the Interests to be Acquired constructed by
Developer will not violate any term, condition, or covenant of any agreement to which it is a
party;
(g) Execution of this Agreement and the consummation of the transactions
contemplated hereunder will not constitute an event of default under any contract, covenant, or
agreement binding upon it;
(h) The contemplated transfer of the Interests to be Acquired constructed by
Developer to City will not violate the provisions of the United States Constitution, the Texas
Constitution, or any federal, state, or local law, ordinance, or regulation;
(i) It has not previously granted any right or option to any other person, entity, or
political subdivision to acquire or use the Interests to be Acquired to be constructed by
Developer, and agrees to defend and hold City harmless from all claims or causes of action
asserted by any third person, entity, or political subdivision alleging a right or option to acquire
or use the Interests to be Acquired constructed by Developer, or any portion thereof; and
(j) Except as provided herein, it has not previously entered into any agreement or
caused or otherwise authorized any action that would diminish, eliminate, or adversely affect
City’s contemplated ownership or use of the Interests to be Acquired.
City is executing this Agreement in reliance on each of the warranties and representations
set forth above and each such representation and warranty will survive the execution and
delivery of this Agreement and the consummation of the transactions contemplated by this
Agreement.
Representations of City. City represents and warrants to Developer that: 8.3.
(a) City is a Home Rule Municipal Corporation of the State of Texas and has the
requisite power and authority to take all necessary action to execute and deliver this Agreement
and to perform all obligations hereunder;
(b) The execution, delivery, and performance of this Agreement have been duly
authorized by all necessary action on the part of City and the person executing this Agreement on
behalf of City has been fully authorized and empowered to bind City to the terms and provisions
of this Agreement;
(c) This Agreement does not contravene any law or any governmental rule,
regulation, or order applicable to City; and
(d) The execution and delivery of this Agreement and the performance by City of its
obligations hereunder do not contravene the provisions of, or constitute a default under, the terms
of any contract, resolution, or other instrument to which City is a party or by which City is
bound.
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Developer is executing this Agreement in reliance on each of the warranties and
representations set forth above and each such representation and warranty of City will survive
the execution and delivery of this Agreement and the consummation of each of the transactions
contemplated by this Agreement.
Survival of Covenants. The covenants contained in this Article will survive the 8.4.
conveyance, transfer, and assignment of the Interests to be Acquired after Transfer and will
continue to bind City and Developer as provided herein.
IX.
REMEDIES
City Remedies. 9.1.
(a) If Developer fails or refuses to timely comply with any of their obligations
hereunder, or if Developer’s representations, warranties, or covenants contained herein are not
true or have been breached, City will have the right to enforce this Agreement by any remedy at
law or in equity or under this Agreement to which it may be entitled; to terminate this
Agreement; or to waive the applicable objection or condition and to proceed in accordance with
the remaining terms.
(b) If City determines that any of Developer’s representations, warranties, or
covenants are not true, then City may avail itself of any remedy at law or in equity or under this
Agreement to which it may be entitled.
Developer Remedies. 9.2.
(a) If City fails or refuses to timely comply with their respective obligations
hereunder, or if, prior to Transfer, City’s representations or warranties contained herein are not
true in any material respect or its covenants have been breached, Developer will have the option,
after providing Notice and Opportunity to Cure, to enforce this Agreement by any remedy in
equity to which it may be entitled; or to waive prior to Transfer, as applicable, the applicable
default, objection, or condition and proceed to close the transaction in accordance with the
remaining terms.
(b) If, after Transfer, Developer determines that any of City’s representations,
warranties, or covenants which applied to the Transfer are not true in any material respect, then
the Developer may avail itself of any remedy in equity to which it may be entitled.
(c) Notwithstanding any provision herein to the contrary, Developer waives all
present and future claims for special and consequential damages against City arising from or
related to this Agreement. Such waiver shall survive any termination or expiration of this
Agreement.
Default in Payments. 9.3.
(a) All amounts due and owing by Developer to City shall, if not paid when due, bear
interest at the Texas post-judgment interest rate as set out in Texas Civil Practice & Remedies
Code, or any successor statute, from the date when due until paid, provided that such rate shall
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never be usurious or exceed the maximum rate as permitted by law. If any amount due and
owing by Developer to City is placed with an attorney for collection, and the City prevails in any
litigation or arbitration involving the collection, Developer shall bay the City’s costs and
attorneys’ fees, and such payments shall be in addition to all other payments provided for by this
Agreement, including interest.
(b) In the event of any failure to provide a required payment hereunder by Developer,
Developer agrees that City may, in its sole discretion, decline to sign any additional final plats
for subdivisions within the Property until payment in full is made to City.
Disputed Payment. If Developer at any time disputes the amount to be paid by it to 9.4.
City, Developer shall nevertheless promptly make or cause to be made the disputed payment or
payments, but Developer shall thereafter have the right to seek a determination whether the
amount charged by City is in accordance with the terms of this Agreement.
Default. Unless otherwise provided in this Agreement, if either Party (referred to herein 9.5.
as the “Defaulting Party”) fails to comply with its obligations under this Agreement or is
otherwise in breach or default under this Agreement (collectively, a “Default”) other than
Default for non-payment of money, then the other Party (referred to herein as the “Non-
Defaulting Party”) may not invoke any rights or remedies with respect to the Default until and
unless the Non-Defaulting Party delivers to the Defaulting Party a Notice and Opportunity to
Cure and the Defaulting Party fails to cure as required.
X.
NOTICES
Addresses. All notices hereunder from Developer to City will be sufficient if sent by 10.1.
certified mail, addressed to City to the attention of City Manager, City of Georgetown, P.O. Box
409, Georgetown, Texas, 78627. All notices hereunder to Developer will be sufficiently given if
sent by certified mail or facsimile transmission with confirmation of delivery to Developer c/o
The Heights of Georgetown, LLC, 4749 Williams Drive, Suite 304, Georgetown, Texas, 78633.
The address for delivery of notice may be changed by any Party by providing not less than five
(5) days prior written notice thereof to the other Parties.
XI.
TERM AND TERMINATION
Term. This Agreement shall be effective for a period of ten (10) years from the Effective 11.1.
Date unless otherwise terminated according to its terms. Any outstanding payment obligation of
either Party shall survive termination.
Effect of Termination. Notwithstanding any termination of this Agreement on terms 11.2.
provided herein, City’s obligation(s) to furnish water services to all retail water customers
residing within the Property to which City is providing Service at the time of termination
survives the termination of this Agreement.
XII.
MISCELLANEOUS
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Execution. This Agreement may be simultaneously executed in any number of 12.1.
counterparts, each of which will serve as an original and will constitute one and the same
instrument.
Costs and Expenses. Except as otherwise expressly provided herein, each Party will be 12.2.
responsible for all costs and expenses and attorney’s fees incurred by such Party in connection
with the transaction contemplated by this Agreement.
Governing Law. This Agreement will be governed by the Constitution and laws of the 12.3.
State of Texas, except as to matters exclusively controlled by the Constitution and Statutes of the
United States of America.
Successors and Assigns. 12.4.
(a) Developer shall not assign its rights or obligations hereunder without the prior
written consent of City.
(b) City has the right to assign its rights or obligations hereunder without the prior
written consent of the Developer.
(c) This Agreement shall be binding upon the permitted successors and assigns of
Developer and City, and shall inure to the benefit of the successors and assigns of Developer and
City.
Headings. The captions and headings appearing in this Agreement are inserted merely to 12.5.
facilitate reference and will have no bearing upon its interpretation.
Partial Invalidity. If any of the terms, covenants or conditions of this Agreement, or the 12.6.
application of any term, covenant, or condition, is held invalid as to any person or circumstance
by any court with jurisdiction, the remainder of this Agreement, and the application of its terms,
covenants, or conditions to other persons or circumstances, will not be affected.
Waiver. Any waiver by any Party of its rights with respect to a default or requirement 12.7.
under this Agreement will not be deemed a waiver of any subsequent default or other matter.
Amendments. This Agreement may be amended or modified only by written agreement 12.8.
duly authorized by the governing body of City and Developer, and executed by the duly
authorized representatives of all Parties.
Cooperation. Each Party agrees to execute and deliver all such other and further 12.9.
instruments and undertake such actions as are or may become necessary or convenient to
effectuate the purposes and intent of this Agreement.
Venue. All obligations of the Parties are performable in Williamson County, Texas and 12.10.
venue for any action arising hereunder will be in Williamson County.
Third Party Beneficiaries. Except as otherwise expressly provided herein and except 12.11.
with respect to any contracts assumed by City, nothing in this Agreement, express or implied, is
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intended to confer upon any person, other than the Parties, any rights, benefits, or remedies under
or by reason of this Agreement.
Representations. Unless otherwise expressly provided, the representations, warranties, 12.12.
covenants, indemnities, and other agreements will be deemed to be material and continuing, and
will not be merged.
Exhibits. All exhibits attached to this Agreement are hereby incorporated in this 12.13.
Agreement as if the same were set forth in full in the body of this Agreement.
Entire Agreement. This Agreement, including the attached exhibits, contains the entire 12.14.
agreement between the Parties with respect to the Interests to be Acquired and supersedes all
previous communications, representations, or agreements, either verbal or written, between the
Parties with respect to such matters.
Approvals. All approvals of any party hereunder shall be in writing. 12.15.
CTSUD’s CCN. The parties understand and acknowledge that the Property is currently 12.16.
located within the water certificate and convenience service area of CTSUD’s CCN. However,
by contract, City owns and operates the water system that will serve the Property. Until the
CTSUD water certificate and convenience and necessity is transferred to the City or the City
otherwise acquires a water certificate of convenience and necessity that includes the Property,
retail customers on the Property will be considered retail water customers of CTSUD. The
Developer hereby agrees to support and not directly or indirectly oppose any efforts by City to
acquire or seek transfer of a water certificate of convenience and necessity that would include the
Property.
IN WITNESS WHEREOF, the Parties hereto have caused this instrument to be signed,
sealed and attested in duplicate by their duly authorized officers, as of the Effective Date.
[SIGNATURE PAGES FOLLOW]
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CITY OF GEORGETOWN
By:
Dale Ross, Mayor
Approved as to Form:
_____________________________
Bridget Chapman, City Attorney
THE STATE OF TEXAS §
§
COUNTY OF WILLIAMSON §
This instrument was acknowledged before me on the _____ day of ________________,
20__, by Dale Ross, Mayor of the City of Georgetown, on behalf of the City.
_______________________________________
Notary Public, State of Texas
CHISHOLM TRAIL SPECIAL UTILITY
DISTRICT CONSENT
By:
Delton Robinson, President
THE STATE OF TEXAS §
§
COUNTY OF WILLIAMSON §
This instrument was acknowledged before me on the _____ day of ________________,
20__, by Delton Robinson, President of Chisholm Trail Special Utility District, a conservation
and reclamation district created and functioning under the laws of the State of Texas, on behalf
of said conservation and reclamation district.
_______________________________________
Notary Public, State of Texas
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DEVELOPER:
By: The Heights of Georgetown, LLC
By:
Norm Ashby, President
THE STATE OF TEXAS §
§
COUNTY OF WILLIAMSON §
This instrument was acknowledged before me on the _____ day of ________________, 20____,
by Norm Ashby, President of The Heights of Georgetown, LLC.
Notary Public, State of Texas
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19
Exhibit “A”
Description of Property
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20
Exhibit “B”
Build-out Schedule
Number of Years after Effective Date Required Active Connections in LUEs
2 2
3 4
4 6
5 8
6 10
7 12
8 14
9 N/A
10 N/A
Page 89 of 120
Page 90 of 120
Page 91 of 120
City of Georgetown, Texas
Utility System Advisory Board
August 14, 2015
SUBJECT:
Consideration and possible recommendation to allow the proposed Ranchito Subdivision, (aka
12.98 acres in the William Roberts Survey, A-524, Williamson County, Texas) the use of an onsite
sewer system (septic system) in lieu of a public wastewater system according to Section
13.06.030A.4 of the City’s Unified Development Code. -- Jordan Maddox, Acting Planning
Director and David Munk, Utility Engineer
ITEM SUMMARY:
The Ranchito Subdivision is a proposed 5 lot 12.98 acre commercial use subdivision located in the
City’s Extra Territorial Jurisdiction (ETJ) along the west side of Shell Road approximately 4000
feet south of the intersection of Shell Road and State Highway 195.
The City’s Unified Development Code (UDC) requires that a subdivider extend a public
wastewater collection system to the subdivision property if existing wastewater lines are within ½
mile from the subdivision boundary or if a proposed City Capital Improvements Plan (CIP)
wastewater line is scheduled to be completed within ½ mile from the subdivision property within
five years from the date of the subdivision approval. The UDC also allows a subdivider to request
the use of an onsite sewer system (septic system) if a public wastewater collection system
extension is, on a cost-benefit basis, prohibitive as compared to an onsite sewer system. An 8 inch
gravity wastewater extension to the Ranchito Subdivision would extend south along the west side
of Shell Road approximately 2160 feet from the Ranchito Subdivision to the City’s CIP Berry
Creek wastewater line at an estimated cost of $206,250. Each commercial septic system is
estimated to be $20,000 (100,000 total). The City’s UDC would also allow a private lift station
and force main to push wastewater approximately 2500 feet to the existing wastewater mains in
the Berry Creek Subdivision, but the 8 inch gravity line solution would provide service to the area.
The City’s proposed CIP Berry Creek wastewater line and 16 inch water line along Shell Road
will provide utilities to a developing commercial area along Shell Road. Due to the forthcoming
utility infrastructure, the City may be interested in annexing this area to provide quality
development adjacent to existing residential areas and along the Shell Road and SH195 major
thoroughfares. This area has been developing without fire flow or wastewater service and has not
met normal City of Georgetown development standards concerning health and safety, parking,
landscaping and building construction. Given that this is a 5 lot commercial subdivision, staff does
not support the applicants request to allow the Subdivision without the extension of the public
wastewater system. In recent annexations, the City has borne the cost to extend wastewater to
commercial developments when we annex them. With the required extension of wastewater
infrastructure by the subdivider, the City will not be obligated to extend wastewater to this
commercial subdivision, when annexed, and the aquifer would have the necessary protections
from septic systems. Also, with the extension by the subdivider, the City’s CIP wastewater
infrastructure intended to serve this area, would not be stranded because the subject subdivision
will connect to and utilize the infrastructure.
STAFF RECOMMENDATIONS:
Staff recommends denial of the use of an onsite sewer system (septic system) in lieu of a public
wastewater system for the Ranchito Subdivision.
FINANCIAL IMPACT:
Page 92 of 120
No financial impact to the City.
SUBMITTED BY:
David Munk, Utility Engineer
ATTACHMENTS:
Description Type
Wastewater extension report Cover Memo
Ranchito Development Exemption Letter Cover Memo
Page 93 of 120
REPORT
Section 13.06.030 of the City’s Unified Development Code (UDC) requires that a subdivider of property
extend a public wastewater collection system to the subdivision property when the existing wastewater
lines are within ½ mile from the subdivision boundary. Section 13.06.030 also requires that a subdivider
extend public wastewater to a subdivision if a planned City Capital Improvements Plan (CIP)
Wastewater Line is to be completed to within ½ mile of the subdivision property within five years from
the date of subdivision approval. This allows the City to minimize onsite septic systems in our City and
Extra Territorial Jurisdiction to protect the environment, lakes, aquifer, and streams and it maximizes
the use of existing wastewater infrastructure. Also, extension of wastewater lines during platting
creates a logical system of wastewater lines to create continuity of improvements for the development
of adjacent properties and allows a developer to maximize the use of property because septic cannot
provide the capacity for all developments. Section 13.06.030.A.4 states that the City may allow a
subdivider to attempt to demonstrate that the installation of a public wastewater collection system is,
on per unit cost-benefit basis, not technically feasible and cost prohibitive as compared to an onsite
sewer system (septic system). The UDC also states that the Georgetown Utility System Advisory Board
shall consider the subdivider’s analysis and make a recommendation with regard to being cost
prohibitive with final determination by City Council.
In this case the proposed Ranchito Subdivision is within ½ mile from existing wastewater lines in the
Berry Creek Subdivision and is within ½ mile from a planned City CIP wastewater line along Berry Creek.
The closest, most economical, extension possible is Option 2 according to the attached report from
Matkin-Hoover Engineering and consists of 2160 feet of 8 inch wastewater line along Shell Road to the
planned City CIP wastewater line along Berry Creek at an estimated cost of $206,250. Option 2 meets all
requirements of the City’s UDC and will best serve the area.
Also, in this case we do not agree with the $697,250 Option 1, shown by Matkin-Hoover Engineering,
because the City’s UDC would allow a private lift station and force main to push wastewater
approximately 2500 feet to the existing wastewater mains in the Berry Creek Subdivision at a much less
cost than the long extension shown in Option 1. The cost of onsite septic is $20,000 per lot
(5LX$20,000=$100,000). However, there is an existing septic system on the overall tract to be
subdivided, according to the developer, and if this proves to be adequate to serve one of the lots, the
development would only require 4 septic systems.
The City allows subdividers to build or bond public improvements such as the 2160 feet of 8 inch
wastewater line Option 2 project. In this case, the Ranchito Subdivider has the option of building Option
2 ahead of the City CIP line or bonding it and building it when the City line is completed. The City would
also allow the subdivider to use temporary septic systems for the early lots of the Ranchito Subdivision
to not hold up the development until the City Line is installed in Berry Creek. Also, if allowed by the
Williamson County Health Department, the City would allow the subdivider to use one septic system to
serve multiple lots to save costs, since the septic system (or systems) would be a temporary solution.
Page 94 of 120
June 18, 2015
Georgetown Utility Systems
Attn: David Munk
300 Industrial Avenue
Georgetown, TX 78626
Re: Ranchito’s Development, Offsite Sewer Extension
Georgetown, TX
To whom it may concern:
Our office is submitting this letter and it attachments on behalf of the developer of the Ranchito’s
development. The proposed development is an approximate 12.9 acre tract located in the Extraterritorial
Jurisdiction of the City of Georgetown with frontage on Shell Road. The proposed development will consist
of a 5 lot commercial subdivision with a proposed public roadway. The existing property is located
approximately 2,200 linear feet north of Berry Creek on the west side of Shell Road. The property currently
has domestic water service through the City of Georgetown, but no sanitary sewer service is available in the
area.
This letter and it attachments serve as a formal exemption request to the requirement to extend an
offsite public sanitary sewer collection main to the property. Below are excerpts from Chapter 13 of the City
of Georgetown Unified Development Code which identify when a subdivider is required to extend an off-site
sanitary sewer collection main to the development:
Section 13.06.030 A.1 states
Section 13.06.030 A.2 states
Based on discussion with the City of Georgetown staff related to this project, it is understood that a
future sanitary sewer main project is proposed within the next five years which will extend sanitary sewer
along Berry Creek up to Shell Rd. The exact location and timeline of the future sanitary sewer collection
main are unknown, but the project will extend sewer within ½ mile of this development. Based on the UDC
section above, this may require the installation of a public wastewater collection system to service the
proposed subdivision.
CIVIL ENGINEERS • SURVEYORS • LAND PLANNERS • CONSTRUCTION MANAGERS • CONSULTANTS
MATKIN HOOVER ENGINEERING & SURVEYING – 8 SPENCER ROAD, SUITE 100 - BOERNE, TEXAS 78006 – OFFICE (830) 249-0600 – FAX (830) 249-0099 – www.matkinhoover.com
Page 95 of 120
CIVIL ENGINEERS • SURVEYORS • LAND PLANNERS • CONSTRUCTION MANAGERS • CONSULTANTS
MATKIN HOOVER ENGINEERING & SURVEYING – 8 SPENCER ROAD, SUITE 100 - BOERNE, TEXAS 78006 – OFFICE (830) 249-0600 – FAX (830) 249-0099 – www.matkinhoover.com
Furthermore, Chapter 13 Section 13.06.030 A.4 states
Based on the attached calculations, our office contends the extension of a wastewater collection system to
this property would be cost prohibitive to the development. The below discussion provides further
explanation of our findings.
Option 1 – Extension to an existing connection point
As shown in ‘Exhibit A’ attached, the closest existing sanitary sewer manhole with a feasible
connection route to the subject tract is located approximately 8,030 linear feet away along Berry Creek. This
location was determined based on the provided Utility GIS map provided by the City and is to be confirmed.
All other potential manhole connection points are located on the opposite side of Berry Creek and it is
unknown at this time if there is sufficient vertical relief. Extension of sanitary sewer along this route would
cost an estimated $697,250. In comparison, the installation of commercial grade onsite septic systems is an
estimated to cost $80,000. See attached cost estimate for this option on ‘Exhibit B’.
Option 2 – Extension to a future connection point
Per Section A.2 above, and discussion with the City of Georgetown, the future connection point will
exist where Shell Rd. intersects Berry Creek, approximately 2,160 linear feet from the proposed site as
shown on Exhibit C. In addition to the extension, the subdivider would incur the cost of installing temporary
sanitary sewer collection in the interim. Therefore, the resultant cost of this option would total approximately
$286,250. See attached cost estimate on ‘Exhibit D’
Based on the assessment above, we have demonstrated that the extension of a sanitary sewer
collection main to this property would be cost prohibitive to this project. Per Section A.2, when the cost of a
sanitary sewer collection system is cost prohibitive, the utilization of individual on-site septic system can be
used. With the above evidence, we request this exemption be approved.
We thank you for your considerations and should your office have any further questions feel free to
contact our office at (830) 249-0600.
Sincerely,
Matkin-Hoover Engineering & Surveying
TBPE Firm Registration #F-4512
Garrett Keller, P.E.
Vice-President
Attachments:
Exhibit A- Offsite Sewer Extension, Opt 1
Exhibit B- Cost Estimate , Opt 1
Exhibit C- Offsite Sewer Extension, Opt 2
Exhibit D- Cost Estimate, Option 2
City of Georgetown GIS Utility Map
Page 96 of 120
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Page 97 of 120
MH Proj No.:2682.00
Submitted:5/22/2015
Revision:
Public Gravity Sanitary Sewer Main
Engineer's Estimate
Item Unit
No. Description Unit Qty. Price Amount
1. Mobilization LS 1 $3,000.00 $3,000
2. Clearing AC 4.20 $1,500.00 $6,300
3. 8" PVC SDR-26 Include Fittings, & Trenching LF 8,030 $65.00 $521,950
4. Standard Watertight Manhole with cover EA 20 $4,300.00 $86,000
5. Permitting / Design (TCEQ & Georgetown)LS 1 $30,000.00 $30,000
6. Easement Acquisition / Coordinaition LS 1 $50,000.00 $50,000
Total Sanitary Sewer Improvements:$697,250
Commercial Grade Septic System
Engineer's Estimate
Item Unit
No. Description Unit Qty. Price Amount
1. Commercial Grade Septic System EA 4.00 $20,000 $80,000
Total On-site Septic Improvements:$80,000
Notes:
1. Unit prices included within this estimate are based on recent bid tabulations.
Public Sanitary Sewer Main vs. On-site Septic
2. This estimate only includes those items specifically indicated.
Ranchitos Development
Williamson County, TX
Engineers Cost Comparison
Conection to Existing 18" Sewer Main in Berry Creek
EXHIBIT BPage 98 of 120
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Page 99 of 120
MH Proj No.:2682.00
Submitted:5/22/2015
Revision:
Public Gravity Sanitary Sewer Main
Engineer's Estimate
Item Unit
No. Description Unit Qty. Price Amount
1. Mobilization LS 1 $3,000.00 $3,000
2. Clearing AC 0.50 $1,500.00 $750
3. 8" PVC SDR-26 Include Fittings, & Trenching LF 2,160 $65.00 $140,400
4. Standard Watertight Manhole with cover EA 7 $4,300.00 $30,100
5. Permitting / Design (TCEQ & Georgetown)LS 1 $20,000.00 $20,000
6. Easement Acquisition / Coordinaition LS 1 $12,000.00 $12,000
7. Temporary Commercial Grade Septic System EA 4 $20,000.00 $80,000
Total Sanitary Sewer Improvements:$286,250
Commercial Grade Septic System
Engineer's Estimate
Item Unit
No. Description Unit Qty. Price Amount
1. Commercial Grade Septic System EA 4.00 $20,000 $80,000
Total On-site Septic Improvements:$80,000
Notes:
1. Unit prices included within this estimate are based on recent bid tabulations.
Ranchitos Development
Williamson County, TX
Engineers Cost Comparison
Public Sanitary Sewer Main vs. On-site Septic
2. This estimate only includes those items specifically indicated.
Extension to Berry Creek at Shell Road (no connection)
EXHIBIT DPage 100 of 120
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Page 101 of 120
City of Georgetown, Texas
Utility System Advisory Board
August 14, 2015
SUBJECT:
Consideration and possible recommendation of an interlocal agreement between the City of Round
Rock and the City of Georgetown for the relocation of a concrete distribution pole and
underground electric circuit near the intersection of Oakmont Drive and University Blvd. – Paul
Elkins, Electric Engineering Manager
ITEM SUMMARY:
The Agreement provides for the specific actions and terms for the 100% reimbursement expenses
associated with relocation of overhead and underground electric facilities in conjunction with a
City of Round Rock road project. Specifically, the Agreement provides for:
1) Upon fully executed document Georgetown will invoice Round Rock the initial cost.
2) Initial payment of 75% of the total estimated cost of $ 210,000 prior to beginning the project.
3) Materials will be ordered and work scheduled with contractors to perform at earliest
opportunity.
4) Final invoice to be the remaining expenses associated with the relocation.
STAFF RECOMMENDATION:
Staff recommends approval of the Interlocal Agreement for the relocation of Electric Distribution
Facilities.
FINANCIAL IMPACT:
Relocation costs are estimated to be $210,000 and initial invoice will be for 75% of the cost with
true-up following completion and receipt of all construction invoices. 100% of the relocation cost
and project engineering cost will be recouped from the City of Round Rock
SUBMITTED BY:
Paul Elkins, Electric Engineering Manager
ATTACHMENTS:
Description Type
Interlocal Agreement RR 072415 Backup Material
Page 102 of 120
Interlocal Agreement – Georgetown and Round Rock
Relocation of Concrete Power Pole
THE STATE OF TEXAS §
§
COUNTY OF WILLIAMSON §
INTERLOCAL AGREEMENT BETWEEN CITY OF ROUND ROCK AND CITY OF
GEORGETOWN REGARDING RELOCATION OF CONCRETE POWER POLE
This Interlocal Agreement (“Agreement”) is made and entered into by and between the
CITY OF ROUND ROCK, TEXAS (‘Round Rock”), a home rule municipal corporation of
the State of Texas and the CITY OF GEORGETOWN (“Georgetown”), a home rule
municipal corporation of the State of Texas. Round Rock and Georgetown are
sometimes individually referred to herein as a “Party” and collectively as “the Parties”.
WHEREAS, the Texas Interlocal Corporation Act allows local governments to
contract with one another to perform governmental functions and services; and
WHEREAS, Round Rock and Georgetown mutually desire to be subject to the
provisions of the Texas Government Code, Chapter 791, the Interlocal Cooperation Act,
specifically Sections 791.011 and 791.028 regarding cont racts to perform governmental
functions and services; and
WHEREAS, the Parties each desire to cooperate in the relocation of a concrete
power pole and related overhead and underground electric lines belonging to
Georgetown located at the intersection of University Blvd. and Oakmont Blvd.
NOW, THEREFORE, in consideration of the mutual covenants and
agreements contained herein, the Parties agree as follows:
1. Power Pole Location. Round Rock is in the process of widening University
Avenue, which will require the relocation of a concrete power pole and related
overhead and underground electric lines owned by Georgetown. The current
location and proposed relocation of said pole and related overhead and
underground electric lines are shown on Exhibit “A”, attached hereto and
incorporated herein. The existing concrete power pole will be removed to a point
not to exceed 12” below current grade line.
2. Georgetown Reimbursement. Round Rock agrees to remit to Georgetown as
invoiced an initial payment of $157,500, 75% of the total estimated job amount of
$210,000 within 30 days after the approval of this Agreement. This initial
Page 103 of 120
2
remittance is to pay Georgetown all cost related to the relocation for the
engineering, procurement of materials and labor installments for the relocation of
the power pole and related overhead and underground electric lines to the
location shown on Exhibit “A”. Georgetown will send a supplemental invoice to
Round Rock for the remaining actual charges within 60 days of the completion of
all relocation work. Remittance of the final supplemental invoice is expected
within 30 days of receipt.
3. Georgetown Obligation. Georgetown agrees to commence the re-location of the
concrete power pole and related overhead and underground electric lines as
soon as feasible after receipt of the initial remittance. Georgetown will coordinate
with the Round Rock prior to commencing said re-location. If the re-location costs
are less than the initial invoiced amount of $157,500 , Georgetown agrees to
remit to Round Rock the remaining sum after completion of the re-location.
4. No Other Relationship. No term or provision in this Agreement is intended to
create a partnership, joint venture, or agency arrangement between the Parties.
5. No Waiver of Defenses. No Party to this Agreement waives or relinquishes any
immunity or defense on behalf of itself, its officers, employees, and agents as a
result of the execution of this Agreement and the performance of the covenants
contained within.
6. Amendment. This Agreement may be amended only by the mutual written
consent of the Parties.
7. Governing Law and Venue. This Agreement shall be governed by the laws of the
State of Texas. Venue for an action arising under this Agreement shall lie
exclusively in Williamson County.
8. Notices. All notices, demands and requests, including invoices which may be
given or which are required to be given by either Party to the other, and any
exercise of a right of termination provided by this Agreement, shall be in writing
and shall be deemed effective when: (i) personally delivered to the intended
recipient; (ii) three (3) days after being sent, by certified or registered mail, return
receipt requested, addressed to the intended recipient at the address specified
below; (iii) delivered in person to the address set forth below for the Party to
whom the notice was given; (iv) deposited into the custody of a recognized
overnight delivery service such as Federal Express Corporation, Emery, or Lone
Star Overnight, addressed to such Party at the address specified below; or (v)
Page 104 of 120
3
sent by facsimile, telegram or telex, provided that receipt for such facsimile,
telegram or telex is verified by the sender and followed by a notice sent in
accordance with one of the other provisions set forth above. For purposes of this
Section, the addresses of the Parties for all notices are as follows (unless
changed by similar notice in writing given by the particular person whose address
is to be changed):
City of Round Rock City of Georgetown
Attn: City Manager Attn: City Manager
221 East Main Street P.O. Box 409 or 113 E. 8th Street
Round Rock, Texas 78664 Georgetown, Texas 78627-0409
Phone: (512) 218-5565 Phone: (512) 930-3723
Fax: (512) 218-7041 Fax: (512) 930-3622
9. Force Majeure. Notwithstanding any other provisions of this Agreement to the
contrary, no failure, delay or default in performance of any obligation hereunder
shall constitute an event or default or a breach of this Agreement to the extent
that such failure to perform, delay or default arises out of causes beyond control
and without the fault or negligence of the party otherwise chargeable with failure,
delay or default, including but not limited to Acts of God, acts of public enemy,
civil war, insurrection, riots, fires, floods, explosions, theft, earthquakes, natural
disasters or other casualties, strikes or other labor troubles, which in any way
restrict the performance under this Agreement by the Parties.
10. Entire Agreement. This Agreement constitutes the entire agreement of the
Parties regarding the subject matter contained herein. The Parties may not
modify or amend this Agreement, except by written agreement approved by the
governing bodies of each Party and duly executed by both Parties.
11. Approval. This Agreement has been duly and properly approved by each Party’s
governing body and constitutes a binding obligation on each Party.
12. Assignment. Except as otherwise provided in this Agreement, a Party may not
assign this Agreement or subcontract the performance of ser vices without first
obtaining the written consent of the other Party.
13. Non-Appropriation and Fiscal Funding. The obligation of the Parties under this
Agreement do not constitute a general obligation or indebtedness of either Party
for which subject Party is obligated to levy, pledge, or collect any form of taxation
and such obligations may be terminated at the end of the Party’s fiscal year if the
Page 105 of 120
4
governing body of such Party does not appropriate sufficient funds to continue
the projects provided under this Agreement.
14. Paragraph Headings. The various paragraph headings are inserted for
convenience of reference only, and shall not affect the meaning or interpretation
of this Agreement or any section thereof.
15. Dispute Resolution. If a dispute arises under this Agreement, the Parties agree
to first try and resolve the dispute by referring same to the City Managers of
Round Rock and Georgetown. Round Rock and Georgetown hereby expressly
agree that no claims or disputes between the Parties arising out of or relating to
this Agreement or a breach thereof shall be decided by any arbitration
proceeding.
16. Severability. The Parties agree that in the event any provision of this Agreement
is declared invalid by a court or competent jurisdiction that part of the Agreement
is severable and the decree shall not affect the remainder of the Agreement. The
reminder of the Agreement shall be in full force and effect.
17. Open Meetings. The Parties hereby represent and affirm that this Agreement
was adopted in an open meeting held in compliance with the Texas Open
Meetings Act (Tex. Gov. Code, Ch. 551).
18. Counterparts. This Agreement may be executed in multiple counterparts, which
taken together shall be considered one original.
19. Effective Date. This Agreement is made to be effective on the latest date
accompanying the signature lines below.
Page 106 of 120
5
APPROVED by the City Council for the City of Round Rock, Texas, in its meeting held
on _____ day of the month of _____________, 2015 and executed by its authorized
representative.
CITY OF ROUND ROCK, TEXAS
By: __________________________
Alan McGraw, Mayor
Round Rock, Texas
ATTEST:
__________________________________
Sara L. White, City Secretary
APPROVED AS TO FORM:
___________________________________
Stephan L. Sheets, Sheets & Crossfield, P.C.
City Attorney for City of Round Rock
APPROVED by the City Council for the City of Georgetown, Texas, in its meeting held
on ______ day of ______________ month, 2015 and executed by its authorized representative.
CITY OF GEORGETOWN, TEXAS
By: __________________________
Dale Ross, Mayor
Georgetown, Texas
ATTEST:
_______________________________
Jessica Brettle, City Secretary
APPROVED AS TO FORM:
________________________________
Bridget Chapman
City Attorney for City of Georgetown
Page 107 of 120
City of Georgetown, Texas
Utility System Advisory Board
August 14, 2015
SUBJECT:
Customer Information System (CIS) Project Update and Presentation (no action required) --
Leticia Zavala, Customer Care Director/Micki Rundell, Chief Financial Officer
ITEM SUMMARY:
An overview of the CIS project will be presented and discussed. Focus will be on project
background and scope, along with an overview of activities and anticipated next steps.
NO ACTION REQUIRED
FINANCIAL IMPACT:
Update only at this time
SUBMITTED BY:
Leticia Zavala, Customer Care Director
ATTACHMENTS:
Description Type
Presentation Presentation
Page 108 of 120
Customer Information System (CIS)
Project Update
GUS Board
August 14, 2015 Page 109 of 120
Agenda
•Background
•Project Scope
•Project Overview
–Completed
–In Process
•Next Steps
City of Georgetown Page 110 of 120
Background
•Existing CIS System – Purchased 1994
–Tyler Technologies product - INCODE
–Proprietary (COBOL based) system
•Access to system data is limited
•Difficult to integrate with other software systems
•Current Accounts
–26,000 Electric
–33,000 Water
– 40,000 Overall Accounts
City of Georgetown Page 111 of 120
Background
•Issues - current software system
–Limited configuration flexibility
–Requires customization to interface with other
systems
–Requires high level of manual activities
–Costly to maintain
•Drivers - new software system
–Rate & Billing Options
•Allowing for time of use (TOU) pricing
City of Georgetown Page 112 of 120
Background
•Drivers – Cont’d
•Better manage non-utility service billings
–Customer Relations
•Capture customer interaction information
•Offer campaign management programs -
(Conservation)
–Efficiencies
•Integration of all work orders with INFOR (EAM)
•Integration of CIS with telephone IVR capabilities
•Syncing up current manual processes/work arounds
•Improved field crew automation (route optimization/
real time updates) City of Georgetown Page 113 of 120
GUS Project Overview
Advanced Metering
Infrastructure & Meter
Data management
Replacement Project
2009 - 2013
Enterprise Asset
Management Project
(Asset, Work, &
Inventory management
2013 - 2014
Customer
Information
System
2015 - 2018
Integration of
Water Utility
District
2014 - 2015
•Customer
point of
contact
•Customer
work
initiated via
CIS
•Integrated
8,000+
accounts
(WD)
Page 114 of 120
Project Scope
•Replacement of Incode CIS
–18 to 24 month implementation
•Estimated Budget
–$3M to $3.5M or $87.50 per customer
•Estimated life of new system
–7 to 10 years useful life
•Annual costs – to be determined
–Included with vendor pricing evaluation
City of Georgetown Page 115 of 120
Project Overview
•Request for Proposal – Consulting Services
–Released – Sept 2014
–Responses due – Oct 2014
•Recommended Westin Engineering
–GUS Board Approval – Dec 2014
–Council Approval – Jan 2015
•Project Began
–Feb 2015
City of Georgetown Page 116 of 120
Project Overview
•Consulting Contract – Westin Engineering
–Phase I - Completed
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Project Strategy:
Vision
Objective
Approach
Timeline
Project Needs:
Define based
on 2500 line
functionality
matrix
RFP Document:
Development of
RFP based on
requirements
matrix and
procurement
rules.
Released:
6/17/15
Industry Overview:
Provide overview of
vendors in current
market
•Tier 1
•Oracle
•SAP
•Tier 2
•Harris
Brands
•Itineris
Page 117 of 120
Project Overview
•Westin Engineering – Consulting Contract
–Phase II
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Post RFP assistance:
Addressing vendor
questions
Conducting Pre-
Proposal workshop
Addendum
assistance
Vendor Evaluations:
Proposal evaluations
Reference Checks
Demonstration scripts
Short list coordination
Site visit assistance
Final Selection
Contract Negotiations:
Technical Scope of
Work
Contract
assistance
Page 118 of 120
Next Steps:
•Vendor Evaluations
–Demonstration Workshops - Sept 2015
–Site Visits - Sept/Oct 2015
•Authorization to negotiate contract
–GUS Board & Council – Oct/Nov 2015
•Software Contract Approval
–GUS Board & Council – Jan/Feb 2016
•CIS Software Project Implementation
–Begin - Feb/Mar 2016
City of Georgetown Page 119 of 120
Questions ?
City of Georgetown Page 120 of 120