HomeMy WebLinkAboutORD 2025-43 - Consent Agreement of Lakeside Estates ETJ MUD, 722 acres west of Lake Georgetown*RDINANCE NO.
AN ORDINANCE OF i OF THE CITY OF
r r i t ► r i i " "' i
ACRES OF r GENERALLY SITUATED WEST OF
GEORGETOWN IN WILLIAMSONCOUNTY,APPROVING
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CONSENTr REPEALING CONFLICTING ORDINANCES
AND RESOLUTIONS; INCLUDING•.; AND
ESTABLISHINGDATE.
WHEREAS, LAKESIDE ESTATES GEORGETOWN, LLC ("Develove ') owns approximately
722.1 acres of land in Williamson County, Texas, more particularly described in that certain Special
Warranty Deed dated July 12, 2021 from EJKK Investments Limited Partnership, a Texas limited
partnership, to Lakeside Estates Georgetown, LLC, a Texas limited liability company, recorded in the
Official Public Records -of• • Document No.1 • i • • i
Document No.2022124883 "Land").
WHEREAS, the Land lies west of Lake Georgetown, is contiguous to the City limits and is entirely
No. •• the territorialboundaries of i No. 4, and the
certificated boundaries of the Pedernales Electric Cooperative's electric CCN.
Nam
district over the Land, and to develop on the Land a subdivision having up to 1,312 single family lots on
4181 acres, a hotel/resorton i• acres, a private amenity center on 1 acres, 43.40 acres of public
parkland, and related rights of public trails, . • open space
Developer • `i an applicationto the TCEQ on or about March 5, 2024for
Land Application Permitr No. •11 16499001 to authorize the disposal of • wastewater a!
application is currently pending at the TCEQ; the City will not provide wastewater service to the Land or
the 1►
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of the Land, and provision of Water Service and Wastewater Service to customers on the Land. The
cftxse
to creation of
"nance No.
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NOW, THEREFORE BE IT ORDAINED BY THE CITY COUNCIL OF THE CITY OF
GEORGETOWN, TEXAS, THAT:
Section 1. The meeting at which this ordinance was approved was in all things
conducted in compliance with the Texas Open Meetings Act, Texas Government Code, Chapter
551.
Section 2 The facts and recitations contained in the preamble of this ordinance are
hereby found and declared to be true and correct and are incorporated by reference herein and
expressly made a part hereof, as if copied verbatim. The City Council hereby finds that this
ordinance complies with the Vision Statement of the City of Georgetown 2030 Comprehensive
Plan.
Section 3. The City Council hereby adopts and approves the Consent Agreement in
substantially the form attached as Exhibit A. Exhibit A is incorporated into this Ordinance for
all purposes by this reference.
Section 4. If any provision of this ordinance or application thereof to any person or
circumstance, shall be held invalid, such invalidity shall not affect the other provisions, or
application thereof, of this ordinance which can be given effect without the invalid provision or
application, and to this end the provisions of this ordinance are hereby declared to be severable.
Section 5. The Mayor is hereby authorized to execute this Ordinance and Consent
Agreement attached as Exhibit A and the City Secretary to attest. The Consent Agreement and
this Ordinance shall become effective in accordance with the provisions of the Charter of the City
of Georgetown.
Attachment:
Exhibit A — Consent Agreement (with attachments) `{ /
PASSED AND PPROVED ON FIRST READING ON THE �a ' ' DAY OF
f�u0p2025.
PA ED AND APPROVED ON SECOND READING ON �W DAY OF
2025.
ATTEST: THE fIT OF GEORGETOWN:
Robyn Den i ore, ity ccretary Jos Schroeder, M
APPROVED AS TO FORM:
Skye Masson, City Attorney
Ordinance No. OZj r 143
Approving Consent Agreement
(Lakeside Estates MUD) Page 2 of 2
THE STATE OF TEXAS
COUNTYOF
CITY OF i' i
e, the undersigned officers and members of the City of Georgetown, Texas (the "City"),
hereby certify as follows:
I . The City Council of the City convened in REGULAR MEETING ON THE 26th
DAY OF AUGUST, 2025, (the "Meeting"), and the roll was called of the duly constituted officers
1'I members of the City, to -wit:
Josh Schroeder, Mayor
Amanda Parr,•, 1`. District I
Hood,Shawn Councilmember
Ben Butler,• i'
Pitts,Ron Garland, Councilmember District 4
Kevin • • " District
Jake French, Councilmember District i>
Ben Stewart, Councilmember
Meeting:and all of the persons were present, except the following absentees.- , thus
constituting a quorum. Whereupon, among other business, the following was transacted at the
Lei 3911i( i i i' i
r r . MUK1100 34011 WAM4.
i iAlm 1 1 i' i ''
i i''FAL CREATIOR OF + A L UTILITY DISTRICT
EXTRATERRITORIALTHE CITY'S r iAPPROXIMATELY
722.1 ACRES OF 1 GENERALLY SITUATED WEST OF
GEORGETOWN IN WILLIAMSON
r . i
CONSENTREPEALING CONFLICTING'r 1
RESOLUTIONS; IN1 1
DATE.ESTABLISHING AN EFFECTIVE
was duly introduced for the consideration of the City Council, and the aforesaid Ordinance
included approval of the Service and Assessment Plan (the "SAP") as Exhibit A thereto. It was
then duly moved and seconded that the Ordinance, including the SAP, be passed on second
reading; and, after due discussion, said motion carrying with it the passage of the Ordinance,
including the SAP, prevailed and carried by the following vote:
Certificate;this
that the Ordinance been duly recorded in the City Council'sminutes of e
Meeting; that the above and foregoing paragraph is a true, full and correct excerpt from the City
of i f . '• of officers an, —A •" i'
was duly and sufficiently notified officially and personally, in advance, of the time, place and
purpose of aforesaid + and that the Ordinance i f be introduced and considered for
Governmentpassage at the Meeting, and each of the officers and members consented, in advance, to the holding
of the Meeting for such purpose; that the Meeting was open to the public and public notice of the
time, place and purpose of the Meeting was given, all as required by Chapter 551, Texas
•damended.
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Georgetown Lakeside Estates MUD: Ordinance Cert
2025070120 Total Pages: 183
1111 w1'41?1jo:I Ie"1 k1i61'I1X'W'l
CONSENT AGREEMENT
BY AND BETWEEN:
THE CITY OF GEORGETOWN, TEXAS
AND
LAKESIDE ESTATES GEORGETOWN, LLC, a Texas limited liability company
AND
LAKESIDE ESTATES MUNICIPAL UTILITY DISTRICT
(for the Lakeside Estates Subdivision)
DATE: , 2025
TABLE OF CONTENTS
Contents
ARTICLE 1. INTRODUCTION AND DEFINITIONS ............................................. 2
ARTICLE 2. CONSENT TO CREATION; REQUIRED CONDITIONS ............... 31
ARTICLE 3. ISSUANCE OF BONDS BY DISTRICT .............................................. 35
ARTICLE 4. TAXES, FEES AND CHARGES.......................................................... 40
ARTICLE 5. SERVICES TO THE DISTRICT........................................................... 43
ARTICLE 6. ANNEXATION BY CITY, STRATEGIC PARTNERSHIP
AGREEMENT; POST -ANNEXATION SURCHARGE ............................................. 44
ARTICLE 7. DISTRICT REPORTING...................................................................... 46
ARTICLE S. LAND DEVELOPMENT..................................................................... 47
ARTICLE 9. TRANSPORTATION IMPROVEMENTS .......................................... 53
ARTICLE 10. PUBLIC PARKLAND, TRAILS, AND OPEN SPACE ................... 58
ARTICLE 11. WASTEWATER SERVICE................................................................. 63
ARTICLE 12. PUBLIC WATER SERVICE............................................................... 66
ARTICLE 13. CONVEYANCES................................................................................ 70
ARTICLE 14. TERM, ASSIGNMENT; REMEDIES ................................................. 72
ARTICLE 15. MISCELLANEOUS PROVISIONS ................................................... 76
CONSENT AGREEMENT
THE STATE OF TEXAS §
THE CITY OF GEORGETOWN § LAKESIDE ESTATES MUNICIPAL
§ UTILITY DISTRICT
COUNTY OF WILLIAMSON §
This Consent Agreement ("Agreement") is between the City of Georgetown, Texas (the
"City"), a home -rule city located in Williamson County, Texas, and Lakeside Estates
Georgetown, LLC, a Texas limited liability company ("Developer"). Upon final creation
of Lakeside Estates Municipal Utility District, a municipal utility district to be created
pursuant to this Agreement, Article XVI, Section 59 of the Texas Constitution, and
Chapters 49 and 54 of the Texas Water Code (the "District"), the District shall join in this
Agreement and be bound by its provisions.
RECITALS
WHEREAS, Developer owns approximately 722.1 acres of land in Williamson
County, Texas, more particularly described in that certain Special Warranty Deed dated
July 12, 2021 from EJKK Investments Limited Partnership, a Texas limited partnership,
to Lakeside Estates Georgetown, LLC, a Texas limited liability company, recorded in the
Official Public Records of Williamson County, Texas, as Document No. 2021111746, and
as corrected by Document No. 2022124883, and also described by metes and bounds and
surveyor's sketch on the attached Exhibit A (the "Land").
WHEREAS, the Land lies west of Lake Georgetown, is contiguous to the City
limits and is entirely within the City's ETJ, the City's water CCN No.12369, the territorial
boundaries of ESD No. 4, and the certificated boundaries of the Pedernales Electric
Cooperative's electric CCN.
WHEREAS, Developer submitted an application to the TCEQ on or about March
5, 2024 for Texas Land Application Permit ("TLAP") No. WQ0016499001 to authorize the
disposal of treated wastewater at a volume not to exceed a daily average flow of 380,000
gallons per day via surface spray irrigation on initially 101 acres of public access
residential green space within the boundaries of the Land and which may be relocated
(e.g., the Relocated Effluent Disposal Area), to be located approximately 1.7 miles
northeast of the intersection of Cross Creek Road and Lightning Ranch Road, in
Williamson County, Texas 78628, consisting of a new activated sludge process plant
using the conventional mode (bar screen, an aeration basins, a final clarifier, a sludge
digester, and a chlorine contact chamber) and six (6) storage ponds having a total surface
area of 21.2 acres and a total capacity of 154.2 acre-feet for storage of treated effluent prior
to irrigation (the "WWTP"). It is the intent of the Parties that Wastewater Service to the
Land will be provided via the WWTP and the Internal Wastewater Facilities, and it is
expressly agreed that the City will not provide any wastewater collection or treatment
services whatsoever to Developer, the District, a Lot, or any End Buyer within the Land.
WHEREAS, on November 1, 2023, Developer filed a Creation Petition with the
City Secretary's office requesting the City's consent to create one (1) municipal utility
district over the Land, and to develop on the Land a subdivision having up to 1,312 single
family lots on 408.80 acres, a hotel/resort on 14.06 acres, a private amenity center on 2.70
acres, 43.40 acres of public parkland, and related rights of way, public trails, and open
space areas.
WHEREAS, Section 42.042 of the Texas Local Government Code and Section
54.016 of the Texas Water Code require the City's written consent to create a municipal
utility district within a city's ETJ.
WHEREAS, this Agreement requires, among other things, execution of the Related
Agreements.
WHEREAS, the purpose of this Agreement and the Related Agreements is to set
out the mutually agreeable terms and conditions relating to the creation and operation of
the District, development of the Land, and provision of certain utility and other services
to customers on the Land. This Agreement and the Related Agreements are essential
elements of the granting of the City's consent to creation of the District.
AGREEMENT
NOW THEREFORE, for and in consideration of the mutual agreements,
covenants, and conditions hereinafter set forth, the Parties contract as follows.
ARTICLE 1. INTRODUCTION AND DEFINITIONS
1.01 Effect of Recitals. The Parties agree that the foregoing recitals are true and
correct and they are incorporated into this Section by this reference.
Consent Agreement
Lakeside Estates MUD
(Lakeside Estates Subdivision)
Page 2 of 85
1.02 Definitions. In addition to the terms defined elsewhere in this Agreement,
when capitalized, the following terms and phrases used in this Agreement shall have the
meanings set out below:
1445 Agreement: means the Interlocal Agreement between the City and the County
addressing responsibility for subdivision regulation in the ETJ under Texas Local
Government Code Ch. 242, as the same may be amended from time to time during the
term of this Agreement.
Access Easements: means one (1) or more temporary or permanent easements in
favor of the City in Approved Form, located within or outside of the boundaries of the
Land, being at least twenty feet (20') wide, and providing access to the AMI Monopole
Site, the Master Plan Water Line Easement, and the Major Water Line Easement via an
Access Road, until such time, if any, as public roads providing access to same are
Complete.
Access Road: means a paved road meeting the City's specifications and standards
to be constructed by Developer, at no cost to the City, within an Access Easement.
Acquisition Documentation: means written documentation of Developer's and/or
the District's (as applicable) efforts to acquire, via good faith negotiations, the Cross
Creek Road South Segment ROW, and/or the Cross Creek Road North Segment ROW,
and/or the Master Plan Water Line Easement, and must include the following
information: legal descriptions and surveys prepared by a licensed surveyor registered
to perform land surveys in the State of Texas describing the ROW or easement areas that
are to be acquired; a sworn statement by a duly authorized representative, that Developer
and/or the District has made good faith efforts to secure the ROW or easement; copies of
all information relating to acquisition of the ROW or easement, including but not limited
to all appraisal reports (whether prepared by or for Developer, the District, the County,
or an affected landowner), all valuation determinations or estimates (whether prepared
by or for Developer, the District, the County, or an affected landowner), all
communications between Developer, the District, and/or the County and the affected
landowner(s) regarding the ROW or easement acquisition, including but not limited to
written offers, counteroffers, responses, and all other communications and information
relevant to the positions of the above -described persons or entities.
Additional Land Development Standards: means the standards applicable to the
Development of the Land that are set forth in the attached Exhibit B.
Consent Agreement
Lakeside Estates MUD
(Lakeside Estates Subdivision)
Page 3 of 85
Additional Land Development Standard Checklists: means the checklists attached as
Exhibit C.
Agreement: means this Consent Agreement between the City, Developer, and,
upon its creation, the District, pertaining to the creation and operation of the District,
development of the Land (including transportation burdens), and the provision of Water
Service, Wastewater Service, other services to customers on the Land.
AMI Monopole Site: means a 50' foot x 50' foot tract within the boundaries of the
Land to be transferred by Developer to the City, at no cost to the City, via a deed in
Approved Form in the location generally shown on the Land Plans, upon which the City
can erect a monopole equipped with Advanced Metering Infrastructure and related
equipment. The term includes Access Easements to the AMI Monopole Site.
AMI Monopole Site Deed: means a deed in Approved Form conveying the AMI
Monopole Site to the City, at no cost to the City.
Approved Form: means, as to a City Utility Easement, or License Agreement,
documents in the form posted by the City on the City's website at
htti2s:Hgeorgetowntexas.gov/development services/planning/real estate/index.php (or
its replacement webpage, as the City's website may be updated, redesigned, or revised
from time to time in the City's sole discretion), which may be modified only with prior
City Attorney approval, as indicated by the City Attorney's signature thereon, but not
otherwise. As to the Master Plan Water Line Easement, the Major Water Line Easement,
the Replacement Raw Water Line Easement, Replacement Potable Water Line Easement,
an Access Easement, the AMI Monopole Site Deed, and the Cross Creek Road South
Segment Fiscal Security, the term "Approved Form" shall mean a document in the form
pre -approved by the City Attorney and consistent with this Agreement, as indicated by
the City Attorney's signature thereon indicating "Approved as to Form." As to the
Master Plan Water Line Easement, the Major Water Line Easement, the Replacement Raw
Water Line Easement, Replacement Potable Water Line Easement, an Access Easement,
such easements shall be exclusive to the City.
Approved Plans: means, as to the Master Plan Water Line, the Major Water Line,
and the Water Facilities, the final City engineer -approved, Engineer -prepared,
construction plan(s) for same, plus recordable easements necessary for or related to same,
including temporary construction easements, Access Easements, and City Utility
Easements, unless other provisions in this Agreement allow for or require recordable
easements to be submitted to the City at a different time. This term shall also encompass
Consent Agreement
Lakeside Estates MUD
(Lakeside Estates Subdivision)
Page 4 of 85
all applicable provisions of the Governing Regulations pertaining to the Master Plan
Water Line, the Major Water Line, and the Water Facilities. As to any other
improvements, the term means the final construction plans approved in writing by a duly
authorized representative of the Governmental Authority having jurisdiction over the
design and construction of the improvement.
Arterial Roads: has the meanings given in the FMP to Major Arterial and/or Minor
Arterial.
Assignee: means, as to Developer, a successor to Developer as permitted under
Section 14.03(c)(ii) of this Agreement.
Bond Limit Amount: means TWO HUNDRED SIXTY ONE MILLION FIVE
THOUSAND DOLLARS ($261,005,000).
Bond: means (1) any instrument, including a bond, note, certificate of participation,
or other instrument evidencing a proportionate interest in payments, due to be paid by
the District, or (2) any other type of obligation that (a) is issued or incurred by the District
under the District's borrowing power, without regard to whether it is subject to annual
appropriations, and (b) is represented by an instrument issued in bearer or registered
form or is not represented by an instrument but the transfer of which is registered on
books maintained for that purpose by or on behalf of the District. The term shall include
obligations issued to refund outstanding Bonds but shall not include reimbursement
agreements entered into between the District and Developer or bond anticipation notes.
Buffer Area: means, collectively, the areas of varying width depending on location,
within which Developer is required to install the landscape improvements described in
Section 10.09.
CCN: means a certificate of convenience and necessity issued by order of the PUC.
City: means the City of Georgetown, Texas, a home rule city located in Williamson
County, Texas.
City Attorney: means the City Attorney for the City.
City Council: means the City Council of the City.
City Manager: means the City Manager of the City.
Consent Agreement
Lakeside Estates MUD
(Lakeside Estates Subdivision)
Page 5 of 85
City Objection: means an objection by the City to a Bond issue as defined in Section
3.07 of this Agreement.
City Secretary: means the City Secretary of the City.
City Utility Easements: means, collectively, one (1) or more easements inside or
outside the boundaries of the Land in favor of the City for any Water Facilities necessary
for the City to provide retail water service, distribution and treatment services to
customers within the Land where such facilities are not, with prior written consent from
the City and the County, within a ROW. The term does not include the Replacement Raw
Water Line Easement, the Replacement Potable Water Line Easement, the Master Plan
Water Line Easement, or the Major Water Line Easement, which are separately defined.
City's Chief Financial Officer: means the Chief Financial Officer of the City.
City's Director of Parks and Recreation: means the Director of Parks and Recreation
for the City.
Completion Documentation: means (a) the Maintenance Security for a Completed
improvement; (b) a set of construction plans for a Completed improvement certified as
"as -built" by the Engineer responsible for preparing the Approved Plans for same; (c) all
final, recordable City Utility Easements, the Master Plan Water Line Easement, and the
Major Water Line Easement (as applicable, (to the extent said easements were not
delivered with the application for approval of the construction plans for the Completed
improvement and approved by the City with the Approved Plans)); and (d) all third party
warranties and guarantees associated with the improvement.
Completion or Complete: means or is deemed to have occurred on the date all of the
following events have occurred:
• as to all engineered improvements, the Engineer responsible for preparing the
Approved Plan has certified in writing to the Governmental Authority, District, or
HOA accepting same that the improvement is substantially complete such that, as
applicable, all pipes, lines, appurtenances, facilities, structures, and equipment
have been installed in accordance with the Governing Regulations and are capable
of being fully operational following acceptance of the improvement for use by the
HOA, District, or the Governmental Authority, whichever of them is accepting
same; and
Consent Agreement
Lakeside Estates MUD
(Lakeside Estates Subdivision)
Page 6 of 85
• all testing and inspections by the Governmental Authority, District, or HOA
accepting the applicable improvement have been successfully conducted, all final
approvals required for use, operation and maintenance from the Governmental
Authority or HOA have been obtained, and the Governmental Authority, District,
or HOA has accepted the improvement for use, operation and maintenance; and
• as to the Master Plan Water Line, the Major Water Line, and the Water Facilities,
the City has received and approved all Completion Documentation and
Dedication Documentation associated with the improvement, and the City has, in
writing, accepted the Master Plan Water Line, the Major Water Line, or the Water
Facility, as appropriate, for ownership, operation, and maintenance.
Conceptual Parks and Open Space Plan: means the diagram attached as Exhibit D
showing the locations of the Private Amenity Center Site, the Public Parkland, the Private
Drainage Facilities, the Open Space Areas, the Effluent Disposal Area, the Spring Buffer
Areas, the Sidewalks, and the Trails; however, the Conceptual Parks and Open Space
Plan is not based on field or title work and modifications to location may be necessary
due to topography, terrain, floodplains and floodways, alignment with connections to
adjoining portions of roadways, trails, or utilities on adjacent properties, and similar
situations.
Conceptual Transportation Plan: means the diagram attached as Exhibit E showing
the Cross Creek Road North Segment Right Turn Deceleration Lane, the Cross Creek
Road South Segment ROW, Lakeside Estates Boulevard (both the on -site and off -site
segments), the Major Collector Roads, the Neighborhood Collector Roads, the
Intersections, and, if available, the Internal Roads; however, the Conceptual
Transportation Plan is not based on field or title work and modifications to location may
be necessary due to topography, terrain, floodplains and floodways, alignment with
connections to adjoining portions of roadways, trails, or utilities on adjacent properties,
and similar situations.
Conceptual Wall and Fencing Plan: means the diagrams attached as Exhibit F
showing the locations of the Walls and Fencing; however, the Conceptual Wall and
Fencing Plan is not based on field or title work and modifications to location may be
necessary due to topography, terrain, floodplains and floodways, alignment with
connections to adjoining portions of roadways, trails, or utilities on adjacent properties,
and similar situations.
Consent Agreement
Lakeside Estates MUD
(Lakeside Estates Subdivision)
Page 7 of 85
Conceptual Wastewater Plan: means the diagram attached as Exhibit G showing the
locations of the WWTP and the Effluent Disposal Area.
Conceptual Water Plan: means the diagram attached as Exhibit H showing the
approximate location of the Master Plan Water Line and the Major Water Line; however,
the Conceptual Water Plan is not based on field or title work and modifications to location
may be necessary due to topography, terrain, floodplains and floodways, alignment with
connections to adjoining portions of roadways, trails, or utilities on adjacent properties,
and similar situations.
Consent Ordinance: means the ordinance of the City adopting this Consent
Agreement (including all Exhibits) and consenting, per its terms, to the creation of the
District on the Land.
County ROW Right of Entry Authorization: means all easements, licenses, and other
agreements granting the District and/or the HOA access to the ROW for the purpose of
perpetually maintaining and repairing the District Areas/Improvements and granting
Developer access to the ROW for the Completion of the Intersections (if needed per the
Approved Plans).
County: means Williamson County, Texas.
Creation Petition: means the petition submitted by Developer to the City Secretary
requesting the City's consent to the creation of the District.
Cross Creek Road North Segment Right Turn Deceleration Lane: means the 11-foot
wide turn lane with 2-foot wide shoulder to be constructed by Developer and transferred
to the County, at no cost to the City, together with one (1) ten -foot (10') wide Sidewalk
on the east side of the Cross Creek Road North Segment ROW within the boundaries of
the Land, commencing at the northern most connection of Lakeside Estates Boulevard
and continuing southward for a distance of approximately 450 linear feet, as generally
shown on the Conceptual Transportation Plan.
Cross Creek Road North Segment Right Turn Deceleration Lane Completion Deadline:
means a date before, and not later than, the date that the Public Infrastructure within the
area designated as "Phase 3" on the Overall Phasing Plan is conveyed to the applicable
Governmental Authority(ies), but in any event prior to the commencement of Vertical
Development on any Lot located in the area designated as "Phase 3" on the Overall
Phasing Plan.
Consent Agreement
Lakeside Estates MUD
(Lakeside Estates Subdivision)
Page 8 of 85
Cross Creek Road North Segment ROW. means the 67.5-foot wide ROW (one-half
(1/2) the width needed for a "6-Lane Major Arterial", as that term is defined in the Future
Mobility Plan) to be dedicated by Developer to the County, at no cost to the City,
commencing at the northwestern -most corner of the Land and continuing southward for
a distance of approximately 1,000 linear feet, creating a "T" Intersection alignment with
Lakeside Estates Blvd., as generally shown on the Conceptual Transportation Plan.
Cross Creek Road South Segment 1 Completion Deadline: means: (i) as to the Cross
Creek Road South Segment 1 Improvements —save and except two (2) paved eleven foot
(11') wide driving lanes (one (1) in each direction), with two (2) one -and -one-half foot
(15) wide raised concrete curbs —the date before, and not later than, the date that
Developer submits an application to the City for approval of the final (record) plat for
any Lot located in the area designated as "Phase 1" on the Overall Phasing Plan; and (ii)
as to the remaining two (2) paved eleven foot (11') wide driving lanes (one (1) in each
direction), with two (2) one -and -one-half foot (15) wide raised concrete curbs
constituting the Cross Creek Road South Segment 1 Improvements, the date before, and
not later than, the date that Developer submits an application to the City for approval of
the final (record) plat for any Lot located in the area designated as "Phase 6" on the
Overall Phasing Plan.
Cross Creek Road South Segment 2 Completion Deadline: means: (i) as to the Cross
Creek Road South Segment 2 Improvements —save and except two (2) paved eleven foot
(11') wide driving lanes (one (1) in each direction), with two (2) one -and -one-half foot
(1.5') wide raised concrete curbs —the date before, and not later than, the date that
Developer submits an application to the City for approval of the final (record) plat for
any Lot located in the area designated as "Phase 1" on the Overall Phasing Plan; and (ii)
as to the remaining two (2) paved eleven foot (11') wide driving lanes (one (1) in each
direction), with two (2) one -and -one-half foot (1.5') wide raised concrete curbs
constituting the Cross Creek Road South Segment 2 Improvements, the date before, and
not later than, the date that Developer submits an application to the City for approval of
the final (record) plat for any Lot located in the area designated as "Phase 6" on the
Overall Phasing Plan.
Cross Creek Road South Segment 3 Completion Deadline: means the date before, and
not later than, the date that Developer submits an application to the City for approval of
the final (record) plat for any Lot located in the area designated as "Phase 1" on the
Overall Phasing Plan.
Consent Agreement
Lakeside Estates MUD
(Lakeside Estates Subdivision)
Page 9 of 85
Cross Creek Road South Segment 4 Completion Deadline: means: (i) as to the Cross
Creek Road South Segment 4 Improvements —save and except two (2) paved eleven foot
(11') wide driving lanes (one (1) in each direction), with two (2) one -and -one-half foot
(1.5') wide raised concrete curbs —the date before, and not later than, the date that
Developer submits an application to the City for approval of the final (record) plat for
any Lot located in the area designated as "Phase 1" on the Overall Phasing Plan; and (ii)
as to the remaining two (2) paved eleven foot (11') wide driving lanes (one (1) in each
direction), with two (2) one -and -one-half foot (1.5') wide raised concrete curbs
constituting the Cross Creek Road South Segment 4 Improvements, the date before, and
not later than, the date that Developer submits an application to the City for approval of
the final (record) plat for any Lot located in the area designated as "Phase 6" on the
Overall Phasing Plan.
Cross Creek Road South Segment 5 Completion Deadline: means: (i) as to the Cross
Creek Road South Segment 5 Improvements —save and except two (2) paved eleven foot
(11') wide driving lanes (one (1) in each direction), with two (2) one -and -one-half foot
(15) wide raised concrete curbs —the date before, and not later than, the date that
Developer submits an application to the City for approval of the final (record) plat for
any Lot located in the area designated as "Phase 1" on the Overall Phasing Plan; and (ii)
as to the remaining two (2) paved eleven foot (11') wide driving lanes (one (1) in each
direction), with two (2) one -and -one-half foot (1.5') wide raised concrete curbs
constituting the Cross Creek Road South Segment 5 Improvements, the date before, and
not later than, the date that Developer submits an application to the City for approval of
the final (record) plat for any Lot located in the area designated as "Phase 6" on the
Overall Phasing Plan.
Cross Creek Road South Segment Bridge Improvements: means the following
improvements to be constructed by the Developer, at no cost to the City, within the Cross
Creek Road South Segment ROW: two (2) one foot (1') nominal bridge rails (one(1) on
each side), two (2) ten foot (10') shoulders, and two (2) twelve -foot (12') driving lanes
(one (1) in each direction) separate by a twelve -foot (12') two -way -left -turn -lane, and road
striping, as generally shown as half of the Ultimate Cross Creek Rd Bridge Typical Section
on the Conceptual Transportation Plan. The term does not include the three (3) additional
lanes (remaining half of ultimate bridge), and two (2) one foot (1') nominal bridge rails to
be added in the future by others for the Ultimate Cross Creek Rd Bridge Typical Section.
Cross Creek Road South Segment Cross Section: means the cross-section schematic for
a "6-Lane Major Arterial" (as defined in the Future Mobility Plan) within the Cross Creek
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Road South Segment ROW, attached as Exhibit b and showing the Cross Creek Road
South Segment Improvements and the Cross Creek Road South Bridge Improvements.
Cross Creek Road South Segment Fiscal Security: means either (a) an irrevocable letter
of credit to be provided by Developer in favor of the City issued by a major U.S. bank
meeting the City's minimum standards for credit ratings and being in form and substance
acceptable to the City, and continuously remaining in place until drawn upon or released
by the City under the terms and conditions of this Agreement; or (b) a cash deposit
received by the City from Developer, which shall be deposited by the City in an escrow
account and remain in place until drawn upon or released by the City under the terms
and conditions of this Agreement, in the amount of 125% of the City -approved Engineer's
estimated costs for the City to acquire the Cross Creek Road South Segment ROW, plus
125% of the City -approved Engineer's estimated costs for the City to Complete the Cross
Creek Road Segment South Segment Improvements and the Cross Creek Road Segment
South Segment Bridge Improvements.
Cross Creek Road South Segment Improvements: means the following improvements
to be constructed by Developer, at no cost to the City, within the Cross Creek Road South
Segment ROW: two (2) thirty six -and -one-half foot (36.5') wide Buffer Areas, one (1) on
each side; four (4) paved eleven foot (11') wide driving lanes (two (2) in each direction)
separated by a fourteen -foot (14') wide raised concrete median; a total of four (4) one -
and -one-half foot (1.5') wide raised concrete curbs, and road striping, as generally shown
on the Conceptual Transportation Plan, and more specifically shown on the attached
Cross Creek Road South Segment Cross Section. The term does not include the two (2)
additional lanes (one (1) in each direction) and the two (2) ten foot (10') wide Sidewalks
to be added in the future by others for the ultimate "6-Lane Major Arterial" roadway
described in the City's Future Mobility Plan.
Cross Creek Road South Segment 1 Improvements: means the portion of the Cross
Creek Road South Segment Improvements from Lakeside Estates Boulevard to
Morningstar Boulevard, as shown on the attached Cross Creek Road South Segment
Cross Section.
Cross Creek Road South Segment 2 Improvements: means the portion of the Cross
Creek Road South Segment Improvements from Morningstar Boulevard to the north end
of the Cross Creek Road South Segment Bridge Improvements, as shown on the attached
Cross Creek Road South Segment Cross Section.
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Cross Creek Road South Segment 3 Improvements: means the Cross Creek Road South
Segment Bridge Improvements, as shown on the attached Cross Creek Road South
Segment Cross Section.
Cross Creek Road South Segment 4 Improvements: means the portion of the Cross
Creek Road South Segment Improvements from the south end of the Cross Creek Road
South Segment Bridge Improvements to Rose Spring, as shown on the attached Cross
Creek Road South Segment Cross Section.
Cross Creek Road South Segment 5 Improvements: means the portion of the Cross
Creek Road South Segment Improvements from Rose Spring to SH 29, as shown on the
attached Cross Creek Road South Segment Cross Section.
Cross Creek Road South Segment ROW. means the 135-foot wide ROW for a "6-Lane
Major Arterial" to be acquired by Developer and transferred to the County, at no cost to
the City, commencing at the New Cross Creek Road/SH 29 Intersection and extending
northward approximately 7,000 linear feet to the southern boundary of the Gaskill Parcel
bordered on one side by the Replacement Raw Water Line Easement and a Non -Exclusive
PUE, and on the other side by the Replacement Potable Water Line Easement. The term
also includes the additional land needed for the New Cross Creek Road/SH 29
Intersection, said additional land being ROW totaling 159-feet in width for a distance of
200-feet along each of Cross Creek Road and SH 29 as measured from the center of the
intersection of these two (2) arterial roads.
Days: means calendar days, unless business days are expressly specified.
Dedication Documentation: means and includes all of the following, as applicable:
• As to a City Utility Easement for any Water Facilities that are not located, with the
City's and County's pre -approval, within a ROW, and as to a permanent Access
Easement, a draft easement instrument in the Approved Form; the legal
description (metes and bounds or platted lot) and map or sketch of the proposed
easement area prepared by a licensed surveyor registered to practice in the State
of Texas; drafts of all Access Easements (if applicable), a draft License to Encroach
(if applicable); and a current title commitment showing the encumbrances of
record affecting the proposed easement area.
• As to an Access Easement, a draft easement instrument in the Approved Form; the
legal description (metes and bounds or platted lot) and map or sketch of the
proposed easement area prepared by a licensed surveyor registered to practice in
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the State of Texas; an ownership and lien affidavit covering the proposed easement
area, and a draft License to Encroach (if applicable).
• As to the Master Plan Water Line Easement and the Major Water Line Easement,
draft easement instruments in the Approved Form; the legal descriptions (metes
and bounds or platted lot) and map or sketch of the proposed easement areas
prepared by a licensed surveyor registered to practice in the State of Texas; drafts
of all Access Easements (if applicable), drafts of all Licenses to Encroach (if
applicable); and a current title commitment showing the encumbrances of record
affecting the proposed easement areas.
• As to the AMI Monopole Site Deed, a draft deed instrument in the Approved
Form; the legal descriptions (metes and bounds or platted lot) and map or sketch
of the proposed deeded area prepared by a licensed surveyor registered to practice
in the State of Texas; drafts of all Access Easements (if applicable), drafts of all
Licenses to Encroach (if applicable); and a current title commitment showing the
encumbrances of record affecting the proposed deeded area.
Develop, Developed, or Development: means the initiation of any activity governed
by the UDC related to land or property modification whether for imminent or future
construction activities including, but not limited to, division of a parcel of land into two
(2) or more parcels; alteration of the surface or subsurface of the land including grading,
filling, or excavating; clearing or removal of natural vegetation and/or trees in
preparation of construction activities; installation of the Public Infrastructure;
construction of impervious surfaces; and Vertical Development. Exclusions from this
definition include repairs to existing utilities; minimal clearing of vegetation for
surveying and testing; and bona fide agricultural activities.
Developer: means Lakeside Estates Georgetown, LLC, a Texas limited liability
company, and any Assignee if and as permitted under Section 14.03(c) of this Agreement.
District Areas/Improvements: means, collectively, all areas and improvements other
than the District Wastewater Improvements that are to be owned and maintained by the
District or the HOA (i.e., not by the City or any other Governmental Authority or an End
Buyer), including, without limitation, the Private Amenity Center Improvements, Private
Amenity Center Site, Public Parkland, Public Parkland Improvements, Drainage
Facilities, Entry Monumentation, Walls and Fencing, Sidewalks (within the boundaries
of the Land), and the Open Space Areas, all of which are required to be maintained in
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perpetuity by the District pursuant to a Maintenance Agreement. The term does not
include the District Wastewater Improvements.
District Infrastructure: means, collectively, the District Areas/Improvements, the
District Wastewater Improvements, and any other improvements that are not within the
definition of Public Infrastructure.
District Wastewater Improvements: means, collectively, the WWTP, the Internal
Wastewater Facilities, the Effluent Disposal Area, the Relocated Effluent Disposal Area,
and the Effluent Disposal Area Improvements.
District's Board: means the Board of Directors of the District.
District's Creation Order: means the final order issued by the TCEQ approving
creation of the District on the Land.
District: means the one (1) municipal utility district to be created on the Land.
Drainage Facilities: means all areas labeled as "Detention" or "Det." on the Land
Plans and the Conceptual Parks and Open Space Plan; and all other water quality,
stormwater management, detention, or retention facilities serving the Private Amenity
Center Improvements and/or and any other water quality, drainage, stormwater
retention or detention facilities located on or serving the Land, excluding only such of
those facilities that are associated with the Transportation Improvements that are to be
owned, operated, and maintained by the County.
Effective Date: means date on which this Agreement is signed by the duly
authorized representatives of the Initial Parties to this Agreement.
Effluent Disposal Area: means, collectively, the areas located within the boundaries
of the Land where the TCEQ has authorized disposal via spray irrigation of treated
effluent generated by the WWTP, pursuant to the WWTP Permit, located generally where
shown on Land Plan A.
Effluent Disposal Area Improvements: means the irrigation lines, piping, valves,
spray heads, controllers, and other related improvements used to transport effluent from
the WWTP and spray it onto the Effluent Disposal Area or the Relocated Effluent
Disposal Area. The term does not include the Internal Wastewater Facilities, which is
separately defined.
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End Buyer: means an owner, tenant, or occupant of a Lot, regardless of the
proposed use of such Lot.
Engineer: means a registered professional engineer licensed to practice engineering
in the State of Texas retained by Developer.
Entry Monumentation: means the monument sign displaying the name of the
subdivision within the District ("Lakeside Estates") to be constructed by Developer and
located outside of the Lakeside Estates Boulevard ROW and within a landscape Lot, and
on Completion transferred to the District or HOA for perpetual ownership and
maintenance.
ESD No. 4: means Williamson County Emergency Services District No. 4.
ETJ: means the extraterritorial jurisdiction of the City as determined under
Chapter 43 of the Texas Local Government Code, as amended.
Existing Potable Water Line: means the City's existing three-inch (3") potable water
line located (as of the Effective Date) in, on, under, across and/or near the ROW of the
existing Cross Creek Road, and which begins at a point near the existing intersection of
Cross Creek Road and SH 29 and continues northward to a point north of the intersection
of Cross Creek Road and Bent Trail Lane, in the location generally shown on the Cross
Creek Road South Segment Cross Section.
Existing Raw Water Line: means, the City's existing ten -inch (10") raw water line
located (as of the Effective Date) alongside Cross Creek Road, and which begins a point
near the existing Cross Creek Road/SH 29 Intersection and extends northward generally
paralleling Cross Creek Road for approximately 1,500 linear feet, in the location generally
shown on the Cross Creek Road South Segment Cross Section.
Finance Plan: means the District's Finance Plan(s) attached as Exhibit L.
Future Mobility Plan: means the City's Future Mobility Plan adopted by the City
Council as the City's Functional Transportation Plan by Ordinance No. 2023-73 effective
December 12, 2023.
Gaskill Parcel: means that certain 10.61 acre tract of land described as "Tract 1" in
that certain "Warranty Deed" dated February 27, 2020 from Chad Baccus to Rodney
Gaskill and Tammy Gaskill, recorded as Document No. 2020020239 in the Official Public
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Records of Williamson County, Texas (and assigned WCAD Parcel No. R566481 by the
Williamson Central Appraisal District as of the Effective Date).
Governing Regulations: means collectively, the following laws, regulations and
documents pertaining to Development of the Land:
• this Agreement, including all Exhibits; and
• Related Agreements; and
• the City's Code of Ordinances, as it pertains to landscaping and irrigation
requirements, water conservation requirements, drought contingency
requirements, building permits (including inspections and fees), water service
(including inspections, meters, and fees), garbage and recycling collection, water
impact fees, cross connection control, and buildings and construction, as said City
Code provisions may be amended from time to time by the City Council; and
• the UDC, as modified by the Additional Land Development Standards; and
• the Approved Plans; and
• the City's Development Manual (including, without limitation, the fee schedule),
including any amendments that may be approved from time to time by the City;
and
• the City's Construction Specifications and Standards Manual, including any
amendments that may be approved from time to time by the City; and
• the City's Drainage Criteria Manual, including any amendments that may be
approved from time to time by the City; and
• a Drainage Study for the Land prepared by a qualified engineer licensed and
registered in the State of Texas, if such study is approved by the City; and
• the City's Traffic Calming Standards, including any amendments that may be
approved from time to time by the City; and
• final plats for portions of the Land that are approved, from time to time, by the
City in accordance with this Agreement and the UDC; and
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• ordinances that the City is required to adopt from time to time by state or federal
law, including amendments that may be adopted from time to time by the City;
and
• all national and international residential and commercial building codes adopted
by the City, (e.g., electric codes, building codes, plumbing codes, mechanical codes,
energy conservation codes and fire codes), including changes and local
amendments thereto that may be adopted from time to time by the City; and
• all state and County laws, orders, rules, regulations, policies, permits or other
requirements pertaining the improvements needed to Tower Road; and
• all federal, state and County and other local laws, orders, rules, regulations,
policies, permits, or other requirements pertaining the WWTP, the Internal
Wastewater Facilities, the Effluent Disposal Area, and such other laws, rules or
regulations pertaining to same particularly or to Wastewater Service generally
promulgated by any Governmental Authority with jurisdiction; and
• all City ordinances pertaining to Water Service (including without limitation all
City ordinances, resolutions, and adopted plans pertaining to water -conserving
landscaping, water conservation, and drought regulations), and such other laws,
rules or regulations pertaining to same promulgated by any Governmental
Authority with jurisdiction; and
• the 1445 Agreement, as amended from time to time as to procedural matters, but
not as to which of the other Governing Regulations apply to the Development of
the Land; and
• the Strategic Partnership Agreement; and
• the Future Mobility Plan.
Governmental Authority: means the City, the County, TCEQ, TxDOT, U.S.
Environmental Protection Agency, U.S. Army Corps of Engineers, the Public Utility
Commission of Texas, or other agencies of the State of Texas or the United States of
America, to the extent such entities have jurisdiction over the Land, the Project, or the
improvements to be constructed on the Land. The term does not include the District.
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HOA: means one or more homeowners' associations formed by Developer
operating under the applicable laws of the State of Texas where membership is
appurtenant to ownership of a Lot on the Land.
HOA Areasllmprovements: mean, subject to Section 10.12, collectively, all areas and
improvements to be owned and maintained by the HOA (i.e., not by the City or any other
Governmental Authority or an End Buyer), including, without limitation, the Private
Amenity Center Site, Private Amenity Center Improvements, Public Parkland, Public
Parkland Improvements, Private Drainage Facilities, Entry Monumentation, Walls and
Fencing, Sidewalks, and Open Space Areas, all of which are required to be maintained in
perpetuity by the HOA pursuant to a Maintenance Agreement.
Hotel/Resort Site: means the 14.6-acre site on Lakeside Estates Boulevard between
the WWTP and the Private Amenity Center Site, in the location on the Land Plans labeled
"Hotel Lot."
HotellResort: means a 150-room full -service hotel (which includes on -site
restaurant, bar, room service, fitness facility, and meeting rooms) and associated parking
spaces to be constructed by Developer on the Hotel/Resort Site and to be Completed not
later than December 31, 2035.
Impact Fees: means, the water impact fees determined by the City Council of the
City in accordance with Chapter 395, Texas Local Government Code, to recoup the costs
of capital improvements or expansions to the City's water utility systems, as said fee may
be revised from time to time by the City Council. The term does not include the City's
wastewater or transportation impact fees.
Initial Parties: means the City and Developer.
Interim Period: means the period between the Effective Date and the date the TCEQ
issues the District Creation Order pertaining to the District on the Land.
Interlocal Agreements: means agreements between or among the District, other
governmental entities, and/or the City for purposes permitted by the Interlocal
Cooperation Act, Chapter 791, Government Code, Section 552.014 of the Texas Local
Government Code, and this Agreement.
Internal Roads: means, collectively, all streets and roads to be constructed by
Developer entirely within the Land that are classified as "Local" roads in Chapter 12 of
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the UDC. The term does not include Lakeside Estates Boulevard, which is separately
defined.
Internal Wastewater Facilities: means, collectively, all wastewater lines, piping,
valves, and related equipment and appurtenances to be constructed by Developer, at no
cost to the City, entirely on the Land to enable the District to provide retail Wastewater
Service to each Lot on the Land. The term does not include the WWTP, the Effluent
Disposal Area, the Relocated Effluent Disposal Area, or the Effluent Disposal Area
Improvements, which are separately defined.
Internal Water Facilities: means, collectively, all water lines, piping, valves, and
related equipment and appurtenances to be constructed by Developer, at no cost to the
City, entirely within the Land to enable the City to provide retail Water Service to each
Lot on the Land. The term does not include the Major Water Line or the Master Plan
Water Line, which are separately defined.
Intersections: means, collectively, the New Cross Creek Road/SH 29 Intersection
and the Cross Creek Road/Tower Road/Lakeside Estates Boulevard intersection.
Lakeside Estates Boulevard Cross Section: means, as to both the Lakeside Estates
Boulevard On -Site Segment and the Lakeside Estates Boulevard Off -Site Segment, the
cross-section schematic for a "4-Lane Collector" (as defined in the Future Mobility Plan)
attached as Exhibit M, showing a 94-foot wide ROW, the Lakeside Estates Boulevard
Improvements (within the ROW), and also showing, outside the ROW, the location of the
of the Major Water Line Easement, a Non -Exclusive PUE, and the Lakeside Estates
Gateway Landscape Buffer.
Lakeside Estates Boulevard Improvements: means, as to both the Lakeside Estates
Boulevard On -Site Segment and the Lakeside Estates Boulevard Off -Site Segment, the
following improvements to be constructed by Developer, at no cost to the City, within
the Lakeside Estates Boulevard ROW: two (2) Sidewalks [called "Sidepaths" in the Future
Mobility Plan], one (1) on each side; two (2) six-foot (6') wide Landscape Buffers [called
"Sidewalk Buffer" in the Future Mobility Plan], one (1) on each side; four (4) eleven -foot
(11') wide paved driving lanes, two (2) in each direction; four (4) raised concrete
curb/gutters, two (2) on each side; and one (1) twelve -foot (12') wide raised median
dividing the four (4) paved driving lanes, which median shall be a Buffer Area for the
Lakeside Estates Boulevard On -Site Segment, and a raised concrete median for the
Lakeside Estates Boulevard Off -Site Segment; and road striping, to be constructed by
Developer at no cost to the City.
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Lakeside Estates Boulevard Off -Site Segment: means that portion of Lakeside Estates
Boulevard that is located outside the boundaries of the Land, commencing at the southern
boundary of the Gaskill Parcel (where it meets Cross Creek Road), thence extending
eastward approximately 3,000 linear feet to a point of connection with the Lakeside
Estates Boulevard On -Site Segment, within which Developer must construct, at no cost
to the City, the Lakeside Estates Boulevard Improvements, the location of which is
generally shown on the Conceptual Transportation Plan, and more specifically shown on
the Lakeside Estates Boulevard Cross Section.
Lakeside Estates Boulevard On -Site Segment: means that portion of Lakeside Estates
Boulevard that is located within the boundaries of the Land, commencing at the
southwestern -most corner of the Land, traversing the entire north -south length of the
Land, and ending at the northwestern -most boundary of the Land, within which
Developer must construct, at no cost to the City, the Lakeside Estates Boulevard
Improvements, the location of which is generally shown on the Conceptual
Transportation Plan, and more specifically shown on the Lakeside Estates Boulevard
Cross Section.
Lakeside Estates Boulevard ROW. means, as to both the Lakeside Estates Boulevard
On -Site Segment and the Lakeside Estates Boulevard Off -Site Segment, the 94-foot wide
ROW for a "4-Lane Collector" (as defined in the Future Mobility Plan) to be dedicated or
transferred by Developer to the County, at no cost to the City, commencing at the
southern boundary of the Gaskill Parcel (where it meets Cross Creek Road), thence
extending eastward approximately 3,000 linear feet to a point of connection with the
Land, thence traversing the entire north -south length of the Land, and ending at the
northwestern -most boundary of the Land, as generally shown on the Conceptual
Transportation Plan within which Developer must construct the Lakeside Estates
Boulevard Improvements, and bordered on one (1) side by a Non -Exclusive PUE (outside
of the ROW) and on the other side by the City's exclusive Major Water Line Easement
(outside of the ROW), as generally shown on the Conceptual Transportation Plan, and
more specifically shown on the Lakeside Estates Boulevard Cross Section.
Land: means that certain 722.1 (+/-) acres of land in Williamson County, Texas,
more particularly described in that certain Special Warranty Deed dated July 12, 2021
from EJKK Investments Limited Partnership, a Texas limited partnership, to Lakeside
Estates Georgetown, LLC, a Texas limited liability company, recorded in the Official
Public Records of Williamson County, Texas as Document No. 2021111746, as corrected
by Document No. 2022124883, and also described by metes and bounds and surveyor's
sketch on the attached Exhibit A.
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Land Plans: means, collectively, Land Plan A and Land Plan B.
Land Plan A: means the land use plan attached as Exhibit N-1, showing the location
of the Effluent Disposal Area within the boundaries of the Land.
Land Plan B: means the land use plan attached as Exhibit N-2, not showing the
location of the Effluent Disposal Area within the boundaries of the Land and instead
showing single-family residential development within the former Effluent Disposal Area.
Lender: means a holder of any obligation or debt of Developer or any successor
owner of all or any part of the Land or this Agreement secured by any mortgage, trust
deed, collateral assignment, security interests, lien or other encumbrance, and any
amendment or modification of the terms thereof, including, without limitation, any
extension, renewal or refinancing thereof.
Lot: means a legal lot on the Land that is included in a final (record) plat approved
by the applicable Governmental Authorities.
Lot Landscaping Requirements: means the landscaping requirements described on
the attached Exhibit O.
Maintenance Agreement: means one (1) or more agreements substantially in the
form attached as Exhibit P and related to maintenance in perpetuity (i) of the District
Areas/Improvements, to be entered into between the City, Developer, and the District or
HOA; and (iii) the County, for the Sidewalks outside the boundaries of the Land that are
in the ROW, to be entered into between the City, Developer, and the County.
Maintenance Security: means a written financial guarantee that all workmanship
and materials shall be free of defects for a period of two (2) years from the date of
acceptance of the Public Infrastructure (or each component of the Public Infrastructure as
Completed) by the City in the amount of ten percent (10%) of the total construction cost
of all workmanship and materials in a form approved by the City.
Major Collector Road: means those roadways to be constructed by Developer at no
cost to the City meeting, which must meet the requirements in Section 12.03 020 and Table
12.03.020 of the UDC applicable to roadways classified as a "Major Collector," and meet
the full dimensional cross section standards shown in the Appendix to UDC Chapter 12
for "Major Collector."
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Major Modification: means an amendment, modification, or change to the Land
Plans that is not a Minor Modification. As examples, but not as limitations on the types
of changes to the Land Plans that would be within the definition of a Major Modification,
Major Modifications would include use of any portion of the Land for purposes other
than detailed on the Land Plans, or an increase in density 20% or greater.
Major Water Line: means the water line, of which portions are twelve inches (12")
in diameter and portions are sixteen inches (16") in diameter, to be constructed by
Developer at no cost to the City in accordance with the Approved Plans and placed within
the Major Water Line Easement which is to be located where generally shown on the
Conceptual Water Plan and on the Lakeside Estates Boulevard Cross Section.
Major Water Line Easement: means collectively, one (1) or more easements to be
granted or acquired by Developer, at no cost to the City, in the Approved Form, for the
Major Water Line, commencing at a point of connection with the City's existing 42"
diameter water line located at or near the southern terminus of Lakeside Estates
Boulevard where it meets the southwestern or southern boundary line of the Land, thence
extending generally northward through the Land alongside (but not within) the Lakeside
Estates Boulevard ROW, and ending at the northern terminus of Lakeside Estates
Boulevard (unless a closer connection point with a then -existing, City water line is
identified in the Approved Plans for the Major Water Line, which northernmost terminus
or connection point may be outside the boundaries of the Land), to be located where
generally shown on the Conceptual Water Plan, and the Lakeside Estates Boulevard
Cross Section, having a minimum width of the greater of (i) fifteen feet (15'); or (ii) 1.5
times the depth of the Major Water Line based on the Approved Plans for the Major Water
Line; and which easement must be outside of any ROW and any other easements; located
generally where shown on the Conceptual Water Plan and more specifically where
shown (for the portion of the Major Water Line that is within the boundaries of the Land)
on the Lakeside Estates Boulevard Cross Section.
Master Plan Water Line: means the thirty inch (30") diameter water line to be
constructed by Developer at no cost to the City within the Master Plan Water Line
Easement, to be located where generally shown on the Conceptual Water Plan.
Master Plan Water Line Easement: means collectively, one (1) or more easements to
be granted or acquired by Developer, at no cost to the City, in the Approved Form, or by
condemnation by the City under the terms and conditions of this Agreement, for the
Master Plan Water Line, commencing at a point of connection with the City's forty-two
inch (42") diameter water line located near the northwest corner of the Gaskill Parcel,
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thence extending generally due northward and ending at the northernmost boundary
line of the Land, to be located where generally shown on the Conceptual Water Plan;
having 1.5 times the depth of the Master Plan Water Line based on the Approved Plans
for the Master Plan Water Line; and which easement must be outside of any ROW and
any other easements.
Master Plan Water Line Easement Acquisition Deadline: means a date not later than,
and as condition of, the City's approval of, the first application for a final plat in Phase 1.
Master Plan Water Line Completion Deadline: has the same meaning as the Cross
Creek Road North Segment Right Turn Deceleration Lane Completion Deadline.
Master Plan Water Line Fiscal Security: means either (a) an irrevocable letter of
credit to be provided by Developer in favor of the City issued by a major U.S. bank
meeting the City's minimum standards for credit ratings and being in form and substance
acceptable to the City, and continuously remaining in place until drawn upon or released
by the City under the terms and conditions of this Agreement; or (b) a cash deposit
received by the City from Developer, which shall be deposited by the City in an escrow
account and remain in place until drawn upon or released by the City under the terms
and conditions of this Agreement, in the amount of 125% of the City -approved Engineer's
estimated costs for the City to acquire the Master Plan Water Line Easement, plus 125%
of the City -approved Engineer's estimated costs for the City to Complete the Master Plan
Water Line.
Master Covenant: means, collectively, those certain documents that are in all
material respects consistent with this Agreement and the Related Agreements,
establishing a uniform plan for the governance of the Land by the establishing a declarant
for the HOA. The Master Covenant must include the provisions set forth in Section 8.07.
MDF or Master Development Fee: means, initially, but subject to adjustment as
described in Section 4.04, nine percent (9%) of the net Bond reimbursement amount (from
each Bond issuance calculated, unless revised pursuant to Section 4.04(c), using the
formula shown on the attached Exhibit . -1.
Minor Modification: means an amendment to the Land Plans pertaining to (a)
changes in the density of specific parcels shown on the Land Plans that does not increase
the overall number or type of Lots on the Land allowed under the Additional Land
Development Standards, and (b) changes of less than twenty percent (20%) in the size of
any parcel shown on the Land Plans that does not increase the overall number or type of
Lots on the Land allowed under the Additional Land Development Standards.
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Neighborhood Collector Roads: means those roadways to be constructed by
Developer at no cost to the City on the Land which are classified as "Neighborhood
Collector", which must meet the requirements in Section 12.03 030 and Table 12.03.030 of
the UDC applicable to roadways classified as a "Neighborhood Collector", and meet the
full dimensional cross section standards shown in the Appendix to UDC Chapter 12 for
"Neighborhood Collector.") and will have, or will enable, connections to existing or
planned future roads on parcels situated to the west and south of the Land, in the general
locations shown on the Conceptual Transportation Plan.
New Cross Creek Road/SH 29 Intersection: means new, signalized intersection to be
designed, re -constructed, and re -located by Developer, at no cost to the City, in
accordance with the Governing Regulations such that Cross Creek Road on the north side
of SH 29 is re -aligned to intersect with Lively Ranch Road on the south side of SH 29, as
generally shown on the New Cross Creek Road/SH 29 Intersection Cross Section,
including the New Cross Creek Road/SH 29 Intersection Improvements.
New Cross Creek RoadISH 29 Intersection Cross Section: means the cross section
attached as Exhibit R.
New Cross Creek Road/SH 29 Intersection Improvements: means, collectively, the
following improvements: (a) mast arm traffic signals; (b) dedicated left turn, westbound
right turn, and through lanes on SH 29 at Cross Creek Road; (c) dedicated left turn, right
turn, and through lanes on southbound Cross Creek Road at SH 29; (d) drainage and
stormwater management facilities; (e) land for the New Cross Creek Road/SH 29
Intersection Improvements; and (f) all other features, improvements, appurtenances,
equipment, or facilities required by the Governing Regulations pertaining to traffic and
signalization.
Non -Exclusive PUE: means, collectively and wherever feasible, the fifteen foot (15')
wide, non-exclusive public utility easements to be acquired by Developer, at no cost to
the City, which must be entirely outside of, any ROW, the Major Water Line Easement,
all City Utility Easements, and any other easement area, and which are to be located
(among other places) parallel and adjacent to, but not within, the Cross Creek Road North
Segment ROW, the Cross Creek Road South Segment ROW, and the Lakeside Estates
Boulevard ROW.
Open Space Areas: means, collectively, approximately 171.1 acres out of the Land
inclusive of existing drainage corridors, detention/water quality facilities and areas,
greenbelts, Karst features, Spring Buffer Areas, Buffer Areas, the Private Drainage
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Facility areas, and any other natural (unenhanced) open space areas or landscaped areas
located where generally shown on the attached Conceptual Parks and Open Space Plan.
Overall Phasing Plan: means the buildout areas and schedule for Development of
the Project on the Land shown on the attached Exhibit S.
Partial Assignment of Receivables Agreement: means an agreement between the City
and Developer, and their permitted successors and Assignees, in the form attached as
Exhibit T.
Parties: means, collectively, the Initial Parties and, upon its creation and execution
of this Agreement, the District.
Party: means, individually, the City, Developer, the District (upon its creation),
and, as permitted by this Agreement, an Assignee.
Private Amenity Center Improvements: means the club house, pool, playground,
picnic pavilion, trails, site furnishing, parking lot, lighting, trash cans, landscaping, and
similar improvements to be constructed by Developer on the Private Amenity Center Site
at no cost to the City.
Private Amenity Center Site: means the area consisting of approximately 2.7 acres
labeled as "Amenity Center" to be constructed by Developer at the intersection of
Lakeside Estates Boulevard and Aqua Vista Avenue, as generally shown on the Land
Plans and the Conceptual Parks and Open Space Plan.
Private Drainage Facilities: means all areas labeled as "Detention" or Det." on the
Land Plans and Conceptual Parks and Open Space Plan; and all other water quality,
stormwater management, detention, or retention facilities serving the Private Amenity
Center and/or any other water quality, drainage, stormwater retention or detention
facilities located on or serving the Land, excluding only such of those facilities that are
associated with the Transportation Improvements that are to be owned, operated and
maintained by the County, rather than the HOA.
Project: means the Development of the Land with 1,312 single-family residential
Lots, the Hotel/Resort, the Private Amenity Center Improvements, the Public Parkland,
the WWTP, the Public Infrastructure, and the District Infrastructure.
Public Infrastructure: means, collectively, the Transportation Improvements, the
Master Plan Water Line, the Major Water Line, and the Water Facilities constructed for
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public use pursuant to this Agreement and conveyed to the applicable Governmental
Authority.
Public Parkland Improvements: means, collectively, the Trails and other hardscape
and planting improvements to be constructed by Developer on the Public Parkland
consisting of a variety of recreational and related improvements including, at a
minimum, parking areas, multi -sport sport courts, picnic tables, benches, trash cans,
covered pavilions, multi -age playgrounds, dog parks, landscaping, and wrought -iron (or
see -through) fences separating residential areas from the Public Parkland on the
Conceptual Parks and Open Space Plan that are listed with cost estimates on the attached
Exhibit Y, and which are to be placed or constructed by Developer, at no cost to the City,
on the Public Parkland which improvements must demonstrate a minimum investment
of $4,101,114.52.
Public Parkland: means, collectively, approximately 43.40 acres out of the Land,
consisting of each of the areas identified on the attached Conceptual Parks and Open
Space Plan.
Related Agreements: means, collectively, the Partial Assignment of Receivables
Agreement(s), the Master Plan Water Line Easement, the Major Water Line Easement, the
City Utility Easements, the County ROW Right of Entry Authorization(s), the
Maintenance Agreement(s), the Strategic Partnership Agreement, the WWTP Permit, and
the WWTP Operating Agreement.
Relocated Effluent Disposal Area: means the area(s) located outside the boundaries
of the Land, including the Cimarron Hills Golf Course and/or any other area(s) that is
acceptable to the City, and where the TCEQ has authorized disposal via spray irrigation
of treated effluent generated by the WWTP, pursuant to an amendment or modification
to the WWTP Permit issued by the TCEQ.
Reconstructed Raw Water Line: means the Existing Raw Water Line as relocated by
Developer into the Replacement Raw Water Line Easement or, if the City agrees that such
relocation of the Existing Raw Water Line is not feasible, then means Completion by
Developer of a new 10" raw water line placed within the Replacement Raw Water Line
Easement (outside of any PUE or other easements), and connected to the City's existing
raw water pipeline system, constructed by Developer at no cost to the City and in
conformance with the Governing Regulations.
Replacement Raw Water Line Easement: means the exclusive easement to be acquired
by Developer, at no cost to the City; in Approved Form; outside of the current Cross
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Creek North Segment ROW, Cross Creek Road South Segment ROW, other easements,
and PUEs (except that a side path or shared use path may be constructed on the surface
of the Reconstructed Raw Water Line Easement); having a minimum width of fifteen feet
(15), and located generally where shown on the Conceptual Water Plan, in which
Developer is to place the new Reconstructed Raw Water Line. Said easement may be
placed within the far eastern limits of Williamson County's planned ultimate ROW for
Cross Creek Road (currently 135-feet wide) if, prior to approval of the construction plans
for the Reconstructed Raw Water Line, Cross Creek North Segment ROW, and Cross
Creek South Segment ROW, the governing bodies of the City and Williamson County
have approved an interlocal agreement wherein Williamson County agrees that, should
the County or its successors require relocation of the Reconstructed Water Line,
Williamson County shall, at no cost to the City, be responsible for all costs associated with
the relocation, including but not limited to the acquisition of new easements. Relocation
Date: means the date, if any, that the District commences disposal of treated effluent
generated by the WWTP on the Relocated Effluent Disposal Area.
Replacement Potable Water Line: means a new eight -inch (8") water line, constructed
at no cost to the City by Developer in conformance with the Governing Regulations,
placed within the Replacement Potable Water Line Easement, and connected to the City's
existing water potable water pipeline system at points near SH 29 and Bent Tree Lane.
Replacement Potable Water Line Easement: means the exclusive easement to be
acquired by Developer, at no cost to the City; in Approved Form; outside of the current
and future Cross Creek Road North Segment ROW, Cross Creek Road South Segment
ROW, other easements, and Non -Exclusive PUEs; having a minimum width of the
greater of (i) fifteen feet (15') or (ii) 1.5 times the depth of the Replacement Potable Water
Line based on the Approved Plans for the Replacement Potable Water Line, and located
generally where shown on the Conceptual Water Plan in which Developer is to construct
the Replacement Potable Water Line.
ROW: means public right-of-way dedicated or transferred by Developer, or caused
to be dedicated or transferred by Developer, to the County.
Service Contract: means any contract with the District for goods or services,
including wastewater service, fire protection, and emergency response services, but
specifically excluding professional service contracts and contracts for design, permitting
and construction of the Public Infrastructure.
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Sidewalk: means a concrete sidewalk to be constructed by Developer within and
outside of the boundaries of the Land, at no cost to the City, having varying widths
(depending on location) and to be maintained by the County, the District, or the HOA.
Sidewalk Easements: means, collectively, easements, in a form acceptable to the
County, allowing the Sidewalks to meander outside the ROW into an Open Space Area
owned by the District or the HOA, and requiring the sidewalk to be owned and
maintained by the District or HOA.
SPA: means the Strategic Partnership Agreement in substantially the form
attached as Exhibit U.
Spring Buffer Areas: means the areas identified as such on the Conceptual Parks
and Open Space Plan within which all Development is prohibited.
Structure: means a permanent structure as such term may be defined, from time to
time, by the City, but in any event, including every structure designed or intended for
human occupancy and every accessory structure intended for human occupancy.
TCEQ: means the Texas Commission on Environmental Quality, or its successor
agency.
Trails: means, collectively, the pedestrian and bike trails to be constructed by
Developer at no cost to the City within the Public Parkland and connecting nearby Open
Space Areas (within the Land) and also connecting at two (2) different points via the Trail
Extensions with the existing "Goodwater Loop Trail" (outside of the Land) as shown on
the Conceptual Parks and Open Space Plan, being at least ten feet (10') wide, constructed
of concrete, or, if approved in advance by the City's Director of Parks and Recreation, of
asphalt, crushed granite, or natural materials, and providing for pedestrian and bicycle
circulation, to be located generally where shown on the Conceptual Parks and Open
Space Plan.
Trail Easements: means the public access easements to be pursued by the Parties, in
cooperation with one another, at the sole cost and expense of Developer, on behalf of the
District if permitted under applicable law, and, if successful, granted by the landowner
to the City or the District, for those portions of the Trail that extend outside the
boundaries of the Land to connect at two (2) different points with the existing
"Goodwater Loop Trail," being at least ten feet (10') wide and to be located generally
where shown on the Conceptual Parks and Open Space Plan.
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Trail Extensions: means those portions of the Trails to be constructed by Developer
at no cost to the City that are outside the boundaries of the Land and within the Trail
Easements and which connect the Trail within the Land at two (2) different points with
the existing "Goodwater Loop Trail" located outside the boundaries of the Land, to be
located generally where shown on the Conceptual Parks and Open Space Plan.
Trailhead Parking Lot: means the parking lot to be constructed by Developer, at no
cost to the City, having at least twelve (12) parking spaces, inclusive of two (2)
handicapped parking spaces, to be located generally where shown on the Conceptual
Parks and Open Space Plan.
Transportation Improvements: means and includes all roadways in or serving the
Project, including (without limitation), the Cross Creek Road South Segment
Improvements, Lakeside Estates Boulevard (both the on -site and off -site segments), the
Arterials, Collectors, Intersections, and all Internal Roads. The term also includes all
drainage and stormwater management improvements serving the above -referenced
roadways and the Intersections, but does not include the "Private Drainage Facilities."
Tree Standards: means the standards attached as Exhibit Z, which are incorporated
into this Agreement by this reference as if set forth in full.
TxDOT. means the Texas Department of Transportation.
UDC: means the City's Unified Development Code effective on the date that
Developer files a complete application for a preliminary plat of the Land.
Vertical Development: means the construction, installation or remodeling of
Structure(s) for which the City typically requires a building permit.
Walls and Fencing: means the walls and fencing meeting the Wall and Fencing
Standards separating residential Lots from the ROW, Open Space Areas, Private Amenity
Center Site, Public Parkland, WWTP, and the Private Drainage Facilities, placed within
an Open Space Area or within perpetual easements granted to the District or the HOA if
not within an Open Space Area, and not in any ROW, Non -Exclusive PUE, Major Water
Line Easement, or City Utility Easement, to be constructed by Developer and maintained
in perpetuity by the District or HOA at no cost to the City, to be located generally where
shown on the Conceptual Wall and Fencing Plan and the Conceptual Parks and Open
Space Plan.
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Wall and Fencing Standards: means the design and construction standards for the
Walls and Fencing attached as Exhibit V.
Wastewater Service: means the provision by the District of domestic wastewater
collection and treatment services to retail customers within the District.
Water Facilities: means, collectively, the Master Plan Water Line, the Major Water
Line, and the Internal Water Facilities to be constructed by Developer at no cost to the
City to enable the City to provide retail water service to the Land and comply with the
City's Water Utility Master Plan, and which are to be transferred to the City on
Completion for ownership, operation, and maintenance. The term "Water Facility" shall
mean any one (1) of the Water Facilities.
Water Facilities Easements: means, collectively, one or more easements on the Land
in Approved Form in favor of the City for any water facilities necessary for the City to
provide retail water service to customers on the Land where such facilities are not within
a ROW (if placement in a ROW is approved in advance and in writing by the City). The
term does not include the "Major Water Line Easement" or the "Master Plan Water Line
Easement," as those terms are defined separately.
Water Service: means provision by the City of domestic water services to retail
customers within the District.
Water Softeners: means any devices that, via ion exchange, replaces calcium and
magnesium ions with sodium ions in water.
WWTP: means the wastewater treatment plant described in that certain
application to the TCEQ submitted by Developer on or about March 5, 2024 for proposed
TLAP No. WQ0016499001, to be issued to Developer by the TCEQ, authorizing the
disposal of treated wastewater at a volume not to exceed a daily average flow of 380,000
gallons per day via surface spray irrigation on 101 acres of public access residential green
space within the boundaries of the Land (or, upon amendment of the WWTP Permit, the
Relocated Effluent Disposal Area), and to be located approximately 1.7 miles northeast
of the intersection of Cross Creek Road and Lightning Ranch Road, in Williamson
County, Texas 78628, as further described in the WWTP Permit.
WWTP Effluent Limitations and Monitoring Requirements: means the effluent
limitations and monitoring requirements on the attached Exhibit W.
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WWTP Operating Agreement: means an agreement to be entered into between
Developer, and/or the District, and the WWTP Operator requiring compliance, at all
times, with the WWTP Permit and the WWTP Effluent Limitations and Monitoring
Requirements, and perpetual maintenance of the WWTP, the Effluent Disposal Area, and
the Effluent Disposal Area Improvements.
WWTP Operator: means an experienced wastewater treatment plant operator
holding, at all times, a Class B wastewater license (as defined in 30 Tex. Admin. Code Ch.
30, Subchapter J) contracted with or employed by the District to operate and maintain the
WWTP, the Effluent Disposal Area, and the Effluent Disposal Area Improvements in
compliance with the WWTP Operating Agreement and the WWTP Permit.
WWTP Permit: means TLAP No. WQ0016499001, if issued by the TCEQ to
Developer, allowing construction and operation of the WWTP and disposal of treated
effluent generated therefrom via spray irrigation on the Effluent Disposal Area (or, upon
amendment, the Relocated Effluent Disposal Area), as said permit may be renewed,
modified or amended, or re -issued in the future, but not including any wastewater
discharge authorizations.
ARTICLE 2. CONSENT TO CREATION; REQUIRED CONDITIONS
2.01 Petition for Consent to Creation of the Districts. The City acknowledges
receipt on November 1, 2023 of Developer's petition, in accordance with Section 54.016
of the Texas Water Code, for creation of one (1) "city service district" over the Land in
the City's ETJ that may exercise all power granted by Chapters 49 and 54 of the Texas
Water Code. The City Council grants its consent to creation of one (1) "city service
district" on the Land, subject to the terms and conditions of this Agreement and the
Related Agreements.
2.02 Reimbursement of City Costs and Expenses. As additional consideration
for this Agreement, Developer shall pay to the City an amount equal to all applicable City
application fees, plus the City's out-of-pocket costs, fees, and expenses (including but not
limited to attorney's fees and other professional service fees), incurred by the City in
connection with the City's consent to creation of the District, and negotiation and
preparation of this Agreement and the Related Agreements. All such costs, fees and
expenses that were invoiced to Developer prior to the date that this Agreement is
scheduled to be considered by City Council shall be paid in full to the City before this
Agreement is considered for consideration at First Reading by the City Council. All
remaining or additional amounts must be received by the City on or before the Effective
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Date. In addition, during the term of this Agreement, Developer or the District shall remit
to the City within thirty (30) Days after receipt of request for same, payment for any
additional fees, costs or expenses incurred by the City in the administration or
amendment of this Agreement or the Related Agreements.
2.03 Organizational Meeting of the District's Board. The first organizational
meeting of the District's Board must be held within sixty (60) Days after the issuance of
the District's Creation Order.
2.04 Execution of this Agreement by the District. At the first organizational
meeting of the District, the District's Board must approve this Agreement, cause this
Agreement to be signed by a duly authorized representative of the District's Board, and
return a fully executed, certified copy of this Agreement to the City Attorney within
fifteen (15) Days after the date of the organizational meeting of the District's Board.
2.05 Execution of Consent to the Partial Assignment of Receivables
Agreement by the District. At its first organizational meeting, the District's Board must
consent to the Partial Assignment of Receivables Agreement executed by Developer, as
evidenced by the signature of a duly authorized representative of the District's Board,
and return a fully executed, certified copy of the Partial Assignment of Receivables
Agreement to the City Attorney within fifteen (15) Days after the date of the
organizational meeting of the District's Board.
2.06 Limit on District's Authority. Prior to the time that this Agreement is
executed by Developer, the City, and the District, the time that the Partial Assignment of
Receivables Agreement is executed by Developer and consented to by the District, and
all such fully -executed documents are returned to the City Attorney, the District shall not
issue Bonds or enter into developer reimbursement agreements (unless such developer
reimbursement agreements provide that they are only effective if, and when, the
foregoing documents have been executed and delivered to the City Attorney) and the
District shall be prohibited from taking any affirmative act to do so. If the District or
Developer fail to approve, execute, and deliver to the City this Agreement or the Partial
Assignment of Receivables Agreement within the time frames required by this Article 2,
and such failure is not cured within fifteen (15) Days after notice from the City, such
failure shall constitute a material breach of this Agreement and shall operate to prohibit
the District from taking any affirmative act to issue Bonds or executing developer
reimbursement agreements until the failure has been cured. In addition, the effectiveness
of all reimbursement agreements executed by the District and land development
agreements executed by Developer or the District shall be expressly conditioned upon
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approval and execution by the respective District's Board of this Agreement and the
Partial Assignment of Receivables Agreement with Developer and Developer's
respective successors and Assignees.
2.07 Effect of Developer's Failure to Timely Execute and Return Documents.
Notwithstanding anything in this Agreement to the contrary, this Agreement shall be
void and have no further force or effect if this is not executed by Developer within fifteen
(15) Days after the City Council has approved same and delivered three (3) executable
originals to the City Attorney.
2.08 Withdrawal of Consent.
(a). The City's consent to the creation of the District shall be deemed withdrawn
and this Agreement shall be void and have no force or effect if:
(1) The District Creation Order has not been issued within twenty-four (24)
months after the Effective Date except that if the creation petition is
protested at the TCEQ by a person who is not the City, the deadline for
issuance of the District Creation Order is extended until a final order is
issued by the TCEQ on the creation petition; or
(ii) The District has not held a confirmation election within eighteen (18)
months after the issuance of the District Creation Order.
(b). The City's consent to the creation of the District shall be deemed withdrawn
and the District shall be dissolved if:
(i) The TCEQ either denies the WWTP Permit, or issues a TLAP wastewater
permit for a WWTP for a wastewater treatment plant with a capacity of
less than 380,000 gallons per day, or Developer applies for a wastewater
discharge permit; or
(ii) Developer fails to Commence actual construction of the WWTP within
twenty-four (24) months after the date that the TCEQ has issued a final,
non -appealable order granting the WWTP Permit; or
(iii)The District has been inactive for a period of five (5) consecutive years
and has no outstanding bonded indebtedness.
(c). If an event described in Subsection (a) occurs, the intent of the Parties is
that the District is not to be created and Developer hereby agrees that this Agreement will
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terminate automatically, all applications or other documents pertaining to creation of the
District or issuance of Bonds submitted to the TCEQ, the Attorney General, or the state
legislature shall be withdrawn, no District confirmation election shall be called or held,
and Developer shall forbear from executing any documents or instruments or taking any
other actions enabling the creation, or confirmation of the creation, of the District. If an
event described in Subsection (b) occurs, the intent of the Parties is that the District is to
be immediately dissolved, and Developer and the District hereby agree to promptly
execute and deliver all documents and instruments and take all reasonable actions as may
be necessary or appropriate to cause the dissolution of the District to occur as soon as
possible. On final dissolution of the District for the reasons described in Subsection (b),
this Agreement will automatically terminate as to that District. If any event described in
Subsection (a) or Subsection (b) occurs, neither Developer nor the District shall contest
or appeal TCEQ proceedings or decisions to dissolve the District or oppose the City's
request for a public and/or contested case hearing on a petition filed with the TCEQ for
creation of the District (or any other special district) on the Land or any part of the Land
without the City's written consent evidenced by the City's execution of a consent
agreement pertaining to the Land or any part of the Land. Further, if any event described
in either Subsection (a) or Subsection (b) occurs, the District expressly and irrevocably
waives any claims against the City for repayment of costs and expenses which would
otherwise be eligible to be reimbursed to Developer by the District pursuant to the rules
and regulations of the TCEQ or other applicable law.
2.09 Required Submittals to the City Prior to Creation of the District.
Concurrently with the submission of the District creation application to the TCEQ,
Developer agrees to submit to the City a copy of the application and all supporting
documents, including (without limitation) evidence that the land to be included in the
District is coterminous with the boundaries of the Land and is in the City's ETJ, and a
financial statement of Developer as required by TCEQ rules.
2.10 No Incorporation; No Other Jurisdiction; No Annexation. In furtherance
of the purposes of this Agreement, the District and Developer, on behalf of themselves
and their respective successors and Assignees, covenant and agree that, except after
receiving written consent from the City Council, none of them shall: (1) initiate, seek or
support any effort to incorporate the Land or any part thereof; or (2) sign, join in, associate
with, or direct to be signed any document seeking to incorporate the Land or seeking to
include the Land within the boundaries of any CCN other than the City's existing water
CCN No. 12369, special district, governmental assessment jurisdiction, other
municipality, or any other governmental entity or area other than the City.
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2.11 Annexation of Land into the District. No additional land other than the
Land can be annexed into the District without the prior written consent of the City
Council in the form of a Resolution, and amendment of this Agreement and the affected
Related Agreements. Any attempted annexation of additional land into the District
without the prior written consent of the City Council, including amendments to this
Agreement and the affected Related Agreements, will have no force or effect.
2.12 Limit on Exercise of Eminent Domain Powers. The District is not
authorized to exercise the power of eminent domain to acquire any interest in property
that is located outside the boundaries of the District except (i) when necessary to obtain
the Master Plan Water Line Easement or the Access Easements, which shall not require
prior approval by the City Council; or (ii) when such power is exercised with the express
prior written consent of the City Council.
2.13 Service Contracts and Interlocal Agreements. The District shall not,
without the prior written approval of the City Manager, enter into any Interlocal
Agreements permitted by the Interlocal Cooperation Act, Chapter 791, Government
Code; and Section 552.014 of the Texas Local Government Code or any Service Contracts
with terms that (a) would require the payment of a "termination" or similar fee for their
termination; or (b) are not unilaterally terminable by the District upon (x) sixty (60) Days'
notice or less; or (y) the end of the District's then -current fiscal year, whichever is later.
The City Manager shall timely review all contracts submitted under this Section 2.13 and
either approve them or provide written comments specifically identifying any changes
required for approval within thirty (30) Days of receipt. If no City comments are received
within such time, the City's consent to the Interlocal Agreement or Service Contract will
be deemed to have been granted.
ARTICLE 3. ISSUANCE OF BONDS BY DISTRICT
3.01 Restrictions on Issuance of Bonds. The District shall not issue Bonds until
all of the conditions listed below have been met:
(a). The documents required by Article 2 of this Agreement are fully executed
and delivered to the City in accordance therewith; and
(b). The TCEQ has issued a final, unappealable order approving and issuing the
WWTP Permit for at least an average daily flow of 380,000 gallons per day; and
(c). The Cross Creek Road South Segment ROW has been acquired by
Developer or the City on behalf of the County (or directly by the County), and the Cross
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Creek Road North Segment ROW has been dedicated by Developer to the County, and
documentation of same has been submitted to the City.
3.02 Authorized Purposes. The purposes for which the District may issue Bonds
shall be restricted to the following:
(a). Purchase, construction, acquisition, repair, extension and improvement of
land, easements, works, improvements, facilities, plants, equipment, and appliances
necessary to:
(1) Provide a water supply for the District for municipal, domestic and
commercial uses; and
(ii) Collect, transport, process, dispose of, and control all domestic,
commercial, industrial or communal wastes from the District, whether
in fluid, solid or composite state; and
(iii)Gather, conduct, divert and control local storm water or other local
harmful excesses of water in the District; and
(iv) Roads or improvements in aid of roads as authorized by Section 54.234,
Texas Water Code, and Article III, Section 52, Texas Constitution; and
(v) Provide parks and recreation facilities for the inhabitants of the District,
subject to the provisions of this Agreement and Chapters 49 and 54 of
the Texas Water Code; and
(vi) After any of the facilities for which the District has issued Bonds have
been conveyed to a Governmental Authority, the District, or the HOA
for operation and maintenance, which conveyances shall occur within
the timeframes specified in this Agreement, the District shall not issue
any Bonds to repair or maintain such facilities without the prior written
consent of the City Council; and
(b). Payment of creation costs, organization expenses, initial operation
expenses, cost of issuance, interest during construction, capitalized interest and similar
expenses typically incurred by municipal utility districts in the issuance of bonds such as
the Bonds, including issuance, administrative, insurance and regulatory expenses related
to issuance of any Bonds and the land, easements, works, improvements, facilities, plants,
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equipment, and appliances being financed by the Bonds, and payment of any other costs
authorized by Section 49.155 of the Texas Water Code; and
(c). Refunding of any outstanding Bonds of the District for a debt service
savings; provided, however that any such refunding Bonds otherwise satisfy the
requirements of this Agreement.
3.03 Timing of Issuances. The District contemplates that it may be able to issue
Bonds generally as set forth in the Finance Plan attached hereto; however, the Parties
understand that the actual timing, size and issuance of Bonds will be subject to the terms
of this Agreement, market, economic and other variables that occur.
3.04 Amount of Bonds. In consideration of the City's consent to the creation of
the District, the District agrees that the total amount of Bonds issued by the District for
all purposes, excluding refunding Bonds, shall not exceed the Bond Limit Amount for
any of the authorized purposes in Section 3.02 of this Agreement, unless specifically
approved by the City Council. Developer and the District acknowledge and agree that
the Bond Limit Amount is sufficient to accomplish the purposes of the District, and that
Developer and the District have voluntarily agreed to the Bond Limit Amount. District
improvements or facilities, if any, the cost of which exceeds the Bond Limit Amount, shall
be dedicated to the District without reimbursement unless otherwise approved by the
City Council.
3.05 Bond Requirements. The District shall obtain all necessary authorizations
for Bonds in accordance with this Agreement, UDC Section 13.10, and the laws applicable
to the District. To the extent of any inconsistency or conflict with UDC Section 13.10, the
terms of this Agreement shall control. All Bonds issued by the District shall comply with
the following requirements:
(a). Maximum maturity of twenty-five (25) years from date of issuance for any
one (1) series of Bonds; and
(b). Interest rate that does not exceed two percent (2%) above the highest
average interest rate reported by the Daily Bond Buyer in its weekly "20 Bond Index"
during the one -month period immediately preceding the date that the notice of sale of
such Bonds is given; and
(c). The Bonds shall expressly provide that the District shall reserve the right to
redeem Bonds at any time beginning not later than the fifteenth (15t') anniversary of the
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date of issuance, without premium. No variable rate Bonds shall be issued by the District;
and
(d). Any refunding Bonds of the District must (i) provide for a minimum of
three percent (3%) present value savings, (ii) provide that the latest maturity of the
refunding Bonds may not extend beyond the latest maturity of the refunded Bonds, (iii)
be preceded by delivery of a certificate from the District's financial advisor that
demonstrates that the proposed refunding shall comply with this Section 3.05(d) at least
three (3) business days before execution of the purchase agreement for the refunding and
must deliver evidence of its compliance with the requirements of this Section 3.05(d) to
the City within three (3) business days after the execution of the purchase agreement for
the refunding; and
(e). No Bonds shall be issued having an issuance date more than fifteen (15)
years after the date of the first issuance of Bonds by the District without the City's prior
written consent.
3.06 Certifications and Notice. At least thirty (30) Days before submission of an
application for issuance of Bonds to the TCEQ or the Attorney General, whichever occurs
first, the District shall provide to the City Secretary:
(a). The written certification from the District's financial advisor and legal
counsel: (i) that the proposed Bond issuance complies in all respects with this Agreement,
accompanied by supporting documentation of such compliance; (ii) that the Bonds are
being issued within the then -current economic feasibility guidelines established by the
TCEQ for districts in the County (with respect to Bonds subject to TCEQ regulation) and
in conformity with this Agreement; (iii) the targeted date of the bond issuance, as well as
the maximum maturity date and an affirmative representation the those dates are in
compliance with this Agreement; (iv) the estimated amount of the MDF associated with
the issuance; and (v) an affirmative representation that Developer and the District are not
in breach of this Agreement or any Related Agreement.
(b). A notice (a "Bond Issue Notice") containing (a) the amount of Bonds being
proposed for issuance; (b) a general description (to include, at a minimum, the name of
each project being reimbursed) of the projects to be funded and/or the Bonds to be
refunded by such Bonds; (c) the proposed debt service of the District, and (d) the District's
projected total tax rate after the issuance of the Bonds.
(c). As to the above certifications and any other matter required by this Article
3 to be certified in writing, Developer, and the District hereby represent and warrant that
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every statement in any certification shall be true and correct in all material respects and
that the person signing the certification will have been given the requisite authority to do
so on behalf of Developer or the District. If the District is not required to obtain TCEQ or
Attorney General approval of the issuance of the Bonds, the District shall deliver such
certifications and a Bond Issue Notice to the City Secretary at least sixty (60) Days prior
to the issuance of Bonds, except for refunding Bonds.
3.07 Bond Objections. The City shall have a period of sixty (60) Days after
receiving the last of the certifications and notices required by Sections 3.06 and 3.09 of
this Agreement within which to object to the Bonds. The only basis for an objection by
the City to a proposed Bond issue shall be that the District is in material default of a
provision of the Consent Ordinance, this Agreement or the Related Agreements. If the
City objects to a proposed Bond issue ("City Objection"), such an objection (a) shall be
in writing, (b) shall be given to the District; (c) shall be signed by the City Manager or the
City Manager's designee, and (d) shall specifically identify the provision(s) in the
Consent Ordinance, this Agreement, or a Related Agreement for which the District is in
default. It shall not be a basis for a City Objection that the City disagrees with District's
financial advisor as to the financial feasibility of the Bonds so long as the proposed Bonds
are approved by the TCEQ, if applicable, and the Attorney General. In the event a City
Objection is timely given to the District with respect to a specific Bond application as
required by this Section 3.07, the City and the District shall cooperate to resolve the City
Objection within a reasonable time (not more than 90 Days), and the sale of the Bonds to
which the City Objection applies shall be delayed until the City Objection has been cured
or waived. Unless otherwise cured by written agreement of the Parties, a City Objection
shall only be deemed cured if (x) the District files a petition seeking declaratory judgment
in state district court, (y) not less than thirty (30) Days before filing the petition the District
gives the City Attorney and the City Manager notice of, and waives any objections to, the
City's right to intervene in, such a declaratory judgment action, and (z) the district court
(or an appellate court, if an appeal is filed) determines that the District or Developer is
not in default with respect to any provision of this Agreement, the Related Agreements
or the Partial Assignment of Receivables Agreement or, alternatively, finds that if such a
default had previously occurred, the default has been cured. A City Objection may only
be waived by the City Council.
3.08 Official Statements. Within thirty (30) Days after the District closes the sale
of each series of Bonds, the District shall deliver to the City Secretary a copy of the final
official statement for such series of the Bonds, and the District shall promptly provide
such information at no cost to the City.
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3.09 Reporting. The District shall: (a) send a copy of each order or other action
setting an ad valorem tax rate to the City Secretary within thirty (30) Days after the
District adopts the rate; (b) send a copy of each annual audit to the City Secretary; and (c)
provide copies of any material event notices filed under applicable federal securities laws
or regulations to the City Secretary within thirty (30) Days after filing such notices with
the applicable federal agency.
3.10 Reimbursement Agreements. In addition to the limitations on Bond
issuance set forth elsewhere in this Agreement, the District agrees not to issue Bonds for
purposes of reimbursing Developer for any costs or expenses paid by Developer after the
fifteenth (15t11) anniversary of the date of the first issuance of Bonds by the District, which
costs and expenses would otherwise be eligible to be reimbursed to Developer by District
pursuant to the rules and regulation of the TCEQ or other applicable law, unless
otherwise consented to by the City Council hereafter. The District and Developer
expressly and irrevocably waive any claims against the City for repayment of such
indebtedness following full purpose annexation. The District agrees that all
Reimbursement Agreements that it enters into with Developer or any subsequent
developer shall include the following provision relating to any sums payable by the City
upon full purpose annexation of the District under Section 43.0715, Texas Local
Government Code:
If, at the time of full purpose annexation of the District, Developer has
completed the construction of or financed any facilities or undivided
interests in facilities on behalf of the District in accordance with the terms
of this agreement, but the District has not issued Bonds to reimburse
Developer for the cost of the facilities or undivided interests in facilities,
Developer agrees that it will convey the facilities or undivided interests in
question to the City, free and clear of any liens, claims or encumbrances,
subject to Developer's right to reimbursement under Section 43.0715, Texas
Local Government Code, except as such reimbursement rights are waived
or modified by the Consent Agreement pertaining to creation of the District.
ARTICLE 4. TAXES, FEES AND CHARGES
4.01 Tax Rate Considerations for Proposed Bonds. Before the issuance of Bonds
for water, sewer, drainage, and recreational facilities, the District must provide to the City
a final TCEQ order approving the Bond issue (and the accompanying staff memorandum)
that indicates concurrence by the TCEQ, made in accordance with the TCEQ's then -
existing rules, that it is feasible to sell the Bonds and maintain a projected District
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combined tax rate (i.e., the District's debt service tax rate plus the District's operation and
maintenance tax rate) that is not more than $0.9750 per $100 (the "Feasibility Tax Rate")
or less than $0.45 per $100 (the "Minimum Tax Rate") in assessed valuation on an annual
basis. The District agrees the Feasibility Tax Rate is sufficient to pay debt service on the
Bonds in accordance with the terms of each resolution or order approving the issuance
of its Bonds in each year while such Bonds are outstanding until the full purpose
annexation of the District. The District agrees to adopt its annual tax rate in compliance
with the legal requirements applicable to municipal utility districts, to report the tax rate
set by the District each year to the District's tax assessor/collector, and to perform all acts
required by law for its tax rate to be effective. The District shall maintain all debt service
tax revenues in a separate account or accounts from the District's general operating funds.
At the time that the City annexes the District, the District shall also require that its
bookkeeper provide an accounting allocation of the debt service fund among the various
categories of Bond -funded facilities in order to simplify the City's internal allocation of
the debt service fund following the full purpose annexation of the District and transfer of
the fund to the City. The City, Developer, and the District acknowledge and agree that
the Feasibility Tax Rate is sufficient to accomplish the purposes of this Agreement and
that Developer have voluntarily agreed (and the District upon creation will voluntarily
agree) to the Feasibility Tax Rate. Notwithstanding the foregoing or anything else in this
Agreement to the contrary, however, (i) the District and the City understand that the
District's power to levy taxes to pay the principal of and interest on Bonds up to the Bond
Limit Amount will be unlimited as to rate and amount if necessary to make authorized
Bond payments; and (ii) except as prohibited by law, the District's combined tax rate (i.e.,
the District's debt service tax rate plus the District's operation and maintenance tax rate)
must be greater than the City's tax rate at all times so that, upon annexation by the City
of the District, the tax burden on the property owners within the District will decrease.
Should the assessed value within the District increase such that the District's total tax rate
could be lowered below the City's then existing ad valorem tax rate, the District agrees
that it will increase its debt service tax rate so that the District's total tax rate equals the
City's then current total ad valorem tax rate in order to accelerate the Bond redemption
rate.
4.02 District Fees. The District agrees that the City shall be exempt from, and
will not be assessed, any District fees.
4.03 Further Reimbursement of City Expenses. In addition to the fees paid
pursuant to Section 2.02, during the term of this Agreement. Developer, or District shall
pay to the City any additional fees, costs and expenses in connection with the
amendment, implementation or administration of the parts of this Agreement related to
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the City's supervision of the District's activities under this Agreement. The costs, fees and
expenses required to be paid by this Section 4.03 shall be paid in full to the City within
thirty (30) Days of receipt of a statement regarding same from the City. Without limiting
the City's right to seek an award of attorney's fees, this Section 4.03 does not apply to
costs, fees or expenses incurred as a result of litigation.
4.04 Master Development Fee.
(a). Payment Required. As additional consideration for this Agreement,
Developer shall pay to the City the Master Development Fee (MDF) out of proceeds from
each issuance of Bonds by the District. The calculation of each MDF payment will be in
accordance with the formula attached as Exhibit .-1, unless and until the provisions of
Section 4.04(c) apply, in which case the calculation of each MDF payment must be in
accordance with the formula attached as Exhibit ,-2. The District and Developer shall
ensure that each MDF payment will be paid to the City simultaneously with Developer's
reimbursement from the Bonds.
(b). Partial Assignment of Receivables Agreement. Developer hereby makes a
partial assignment of its reimbursement rights to the City, as evidenced by the executed
Partial Assignment of Receivables Agreement attached hereto. In addition to the
requirements of Article 14 of this Agreement, no assignment of Developer's
reimbursement rights or this Agreement or a Related Agreement shall be effective unless
and until the City receives a fully executed Partial Assignment of Receivables Agreement
pursuant to which the City has a right to receive the Master Development Fee out of
developer reimbursements as Bonds are issued in accordance with this Agreement.
(c). MDF True Up and Adjustment. This Section 4.04(c) shall apply if
Developer fails to Complete, or cause Completion of, the Master Plan Water Line before
the Master Plan Water Line Completion Deadline. If Developer fails to Complete, or cause
Completion of, the Master Plan Water Line before the Master Plan Water Line
Completion Deadline, the following provisions will apply: (i) on or before December 31,
2040, Developer shall remit payment to the City in the amount of the positive difference
between the MDF calculated using the formula set forth on Exhibit Q-2 [10%, no credit
for Developer's water impact fee payments] and the MDF calculated using the formula
set forth on Exhibit ,-1 [9%, and credit for Developer's water impact fee payments]; and
(ii) from and after the Master Water Plan Completion Deadline, the amount of the MDF
must be calculated in accordance with the formula set forth on Exhibit . -2 [10%, no credit
for Developer's water impact fee payments].
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ARTICLE 5. SERVICES TO THE DISTRICT
5.01 Water Service -General. Subject to the additional provisions of Article 12 of
this Agreement and to other water -service related terms and conditions elsewhere in this
Agreement and in the Governing Regulations, Water Service up to 1,500 LUEs shall be
provided by the City to retail water customers within the Land on the same terms,
conditions, and rates as the City's other retail water customers located in the City's water
CCN and ETJ, and provided further that all water service connections on the Land must
have at least 40 pounds per square in (psi). Upon the request of the City, Developer shall
provide an estimate of projected home sales and the status of the construction of the
Hotel/Resort for the ensuing three (3) years to assist the City in its planning. Developer
shall construct all Water Facilities necessary and required by this Agreement for retail
water service to be provided to the Land by the City up to the customer side of the water
meter. All Water Facilities shall be designed and constructed in accordance with the
Governing Regulations.
5.02 Wastewater Service -General. Wastewater Service will be privately
provided by Developer and/or the District via the WWTP, as more particularly described
in Article 11. The City will not provide Wastewater Service to the Developer, the District,
a Lot or any connection on the Land. Developer and the District agree that sufficient rates
and fees will be charged to ensure that the WWTP and the related Effluent Disposal Area
are operated and maintained in compliance with the WWTP Permit and all other
applicable Governing Regulations.
5.03 Solid Waste Services, Bulky Waste Services, Yard Trimmings Services,
and Recycling Services. Residential Services (defined below) and Non -Residential
Services (defined below) shall be provided to customers within the Land by the City's
solid waste service provider(s) and no other providers. As used in the Agreement, the
term "Residential Services" shall mean Solid Waste Services, Bulky Waste Services, Yard
Trimmings Services, and Recycling Services for Residential Units, and the term "Non -
Residential Services" shall mean Solid Waste and Recycling Services for Non -
Residential Units, and all of the foregoing capitalized terms shall have the same meaning
as set forth in the City's contract(s) for the provider(s) of such services. Unless the City
notifies the District otherwise at least 180 Days in advance, the City shall be responsible
for setting up accounts to bill customers within the Land for the above -described services,
and for billing and collecting for those services.
5.04 Police, Fire and EMS Services. The Land is within the City's ETJ (not
within its City limits) and the jurisdictional boundaries of ESD No. 4, therefore, the City
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will not provide police, fire, or emergency medical services to the District because the
City is not the authorized provider of those services to the Land. The District, at its sole
expense, may provide, or cause to be provided, police, fire and EMS services to serve the
Land, and the City shall have no responsibility for providing any of those services.
5.05 Services Outside the District. The District shall not be authorized to
provide water, wastewater, solid waste, fire, police, EMS or any other services outside
the boundaries of the District without the express written consent of the City Council, at
the City Council's sole discretion.
5.06 Street Lighting. Developer will construct street lighting within the
boundaries of the District in compliance with the applicable standards of the electric
service provider for the Land.
ARTICLE 6.
ANNEXATION BY CITY, STRATEGIC PARTNERSHIP AGREEMENT; POST -
ANNEXATION SURCHARGE
6.01 Annexation of the District by the City.
(a). General. The Parties acknowledge and agree that the Land lies wholly
within the City's ETJ. The Parties further acknowledge and agree that the creation of the
District and the City's consent thereto, are for purposes that include promoting the
orderly Development and extension of City services to the Land upon annexation.
(b). Filing of Notices. Within thirty (30) Days after the TCEQ's issuance of the
District Creation Order, the District shall file in the real property records of Williamson
County (1) a notice in the form required by Section 49.452 of the Texas Water Code; and
(2) a notice stating the extent of City services and that the City has the right to annex the
Land subject to the terms and conditions of this Agreement.
(c). Full Purpose Annexation. Pursuant to the SPA, if and when the District is
annexed for full purposes, the District shall be converted to a "limited district" as
authorized by Section 43.0751(f)(6) of the Texas Local Government Code under the terms
and conditions of the SPA. Unless provided otherwise in the SPA, the City agrees that it
shall not annex for full purposes any of the Land within the District until the earlier of:
(i) the expiration or termination of this Agreement between the City and
the District; or
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(ii) the fifteenth (15t11) anniversary of the date of the first issuance of Bonds
by the District; or
(iii)the date on which the District issues bonds to reimburse Developer for
90% of the amount eligible for reimbursement to Developer under
applicable laws, TCEQ regulations, and this Agreement pertaining to
the improvements within or serving the District.
On full purpose annexation, except as otherwise provided in this Agreement or the SPA,
the District shall be dissolved and the City shall assume the obligations of the District,
including the obligation for the payment of the District's outstanding debt obligations,
subject to the terms and conditions of this Agreement and the Texas Water Code.
OWNERS, DISTRICT AND ALL FUTURE OWNERS OF THE LAND (INCLUDING
END -BUYERS AND OWNERS) IRREVOCABLY AND UNCONDITIONALLY
CONSENT TO THE ANNEXATION OF THE LAND INTO THE CORPORATE LIMITS
OF THE CITY IN ACCORDANCE WITH THIS AGREEMENT AND WAIVE ALL
OBJECTIONS AND PROTESTS TO SUCH ANNEXATION. THIS AGREEMENT SHALL
SERVE AS THE REQUEST THE DEVELOPER AND ALL FUTURE OWNERS OF ALL
OR ANY PART OF THE LAND TO ANNEXATION OF THE LAND INTO THE CITY
LIMITS IN ACCORDANCE WITH THIS AGREEMENT.
(d). Zoning on Annexation by the City. Contemporaneously with the
annexation of any land within the District, the City staff will support zoning of any
undeveloped property within the District consistently with the land uses set forth in the
applicable Land Plan, and support zoning of all developed property consistently with the
land uses in existence on the date of the annexation.
6.02 Post -Annexation Surcharge. After the date the District is annexed by the
City for full purposes, the City may charge customers within the District a Post -
Annexation Surcharge, as permitted by Section 54.016(h), Texas Water Code, to
compensate the City for its assumption of obligations of the District, provided that, at the
time of annexation, at least 90% of the facilities for which District Bonds are authorized
have been installed. For purposes of this Section 6.02, 90% of the facilities for which
District Bonds are authorized will be deemed to have been installed at such time as all of
the Public Infrastructure required to serve 90% of the Land have been constructed. The
Post -Annexation Surcharge will be calculated based on the criteria and in accordance
with the formula attached as Exhibit X. The Post -Annexation Surcharge may be charged
and collected by the City, in addition to the City's water rates, until the bonded
indebtedness of the District has been retired or for a period of 30 years after the date of
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full purpose annexation of the District, whichever occurs first. The City will have the right
to recalculate the amount of the Post -Annexation Surcharge if necessary to compensate
the City for additional outstanding obligations of the District assumed by the City or if
the variables used to calculate the Post -Annexation Surcharge change, and such
recalculated surcharge may be charged and collected as provided herein. The provisions
of this Section 6.02 will be disclosed at closing to each purchaser of land within the
District. The parties agree that the formula set forth on Exhibit X meets the requirements
of Section 54.016(h)(4), Texas Water Code.
ARTICLE 7. DISTRICT REPORTING
7.01 District Information to be Provided to the City. The District shall provide
a copy of the following documents to the City Secretary, in the manner provided in
Section 16.03 of this Agreement pertaining to notices, within the timeframes specified
below:
(a). Agendas: a copy of the agenda for each meeting of the District's Board
concurrently with the posting required by the Texas Open Meetings Act.
(b). Minutes: a copy of the minutes of all meetings of the District's Board and of
any committees or subcommittees created by the District's Board within ten (10) Days of
the date of approval of such minutes by the District's Board, committee, or subcommittee,
as applicable.
(c). Tax Rate: a copy of each order or other action setting an ad valorem tax rate
within ten (10) Days after the District's Board adopts the rate.
(d). Budgets: a copy of the District's budget for each fiscal year within ten (10)
Days after approval of each budget by the District's Board.
7.02 Financial Dormancy Affidavit, Financial Report or Audit. The District
shall file a copy of its annual financial dormancy affidavit, annual financial report or
annual audit of its debt service and general fund accounts, whichever is required under
the Texas Water Code, with the City Secretary, within ten (10) Days after approval of each
financial dormancy affidavit, financial report or audit by the District's Board. Any audit
must be prepared by an independent certified public accountant.
7.03 Other Documents. The District shall provide copies of any other material
event notices filed under applicable federal securities laws or regulations to the City
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Secretary within thirty (30) Days after filing such notices with the applicable federal
agency.
7.04 Annual Reports. Before February 1 of each calendar year, the District and
Developer shall submit a joint report to the City Manager that includes, for the prior
calendar year, the following information: (1) the total number of Lots on the Land for
which final plats have been recorded in the Official Public Record of Williamson County,
Texas; (2) the total number of Lots on the Land for which final plat applications have been
submitted to the City and remain pending; (3) the number of building permits issued for
structures on the Land, (4) the number of water and wastewater connections made on the
Land; (5) a description of which requirements in this Agreement were triggered in the
previous calendar year; and (6) a description of how and when the triggered
requirements were satisfied.
ARTICLE 8. LAND DEVELOPMENT
8.01 Land Plans Additional Land Development Standards, and Overall
Phasing Plan. All Development on the Land must comply with Land Plan A or Land Plan
B (as applicable depending on the location of the Effluent Disposal Area/Relocated
Effluent Disposal Area), the Additional Land Development Standards, the Overall
Phasing Plan, the Lot Landscaping Requirements, and all other applicable provisions of
the Governing Regulations. The City Council hereby approves Land Plan A (which shall
control until the Relocation Date) and Land Plan B (which shall control after the
Relocation Date) attached hereto, the attached Additional Land Development Standards,
and the attached Overall Phasing Plan (with phasing subject to the restrictions in Section
8.02). All Development on the Land must conform to Land Plan A or Land Plan B (as
allowed under this Agreement), the Additional Land Development Standards, the Lot
Landscaping Requirements, and all other applicable provisions of the Governing
Regulations. Subject to the limitations on Development addressed in Section 8.02, the
order of Development must follow the Overall Phasing Plan. Completed Additional Land
Development Checklists in the form attached as Exhibit C must be included with each
request for a building permit attesting to compliance with the Additional Land
Development Standards.
8.02 Prohibitions on Development in the Effluent Disposal Area.
Notwithstanding the generality of Section 8.01, Developer and the City acknowledge that
the areas labeled as "Parcels 14, 15, 16, and 17" on Land Plan B and as "Phase 6" and
"Phase 7" on the Overall Phasing Plan indicate that single-family residential Structures
will be placed in those areas, but in fact those areas are, as of the Effective Date, co -
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terminus with the boundaries of the Effluent Disposal Area, as shown on Land Plan A.
Therefore, before the Relocation Date, the City and Developer agree that Land Plan A
shall apply, and Development in the areas shown on Land Plan A labeled as "Parcels 14,
15, 16, and 17" and/or "Effluent Disposal Area" may be only improved with the Effluent
Disposal Area Improvements.
8.03 Modifications to Land Plans.
(a). General Process. Because the Land comprises a significant area and its
Development will occur in phases over multiple years, modifications to the Land Plans
may become desirable due to changes in market conditions or other factors. Developer
may request modifications to the Land Plans.
(b). Minor Modifications. Minor Modifications may be approved
administratively by the City's Director of Planning and will not require an amendment
to this Agreement. Minor Modifications to Land Plans allowed by this Agreement shall
not be deemed to be changes to the Project under Chapter 245 of the Texas Local
Government Code.
(c). Major Modifications. Major Modifications must be approved by the City
Council and must be in the form of a written amendment to this Agreement that contains
a modified Land Plan and modifies the terms of this Agreement to reflect the Major
Modification as needed; and each such amendment will be recorded in the Official Public
Records of Williamson County by the City at the expense of Developer. All Major
Modifications to the Land Plans shall be deemed to be changes to the Project under
Chapter 245 of the Texas Local Government Code, and the provisions of the UDC and all
other applicable laws and regulations in effect at the time of such Major Modification
shall apply unless the City Council agrees otherwise in the amendment to this Agreement
memorializing the Major Modification. Transitioning from Land Plan A to Land Plan B
after the Relocation Date is not a Major Modification.
(d). Definition of "Land Plans" After Modification. All references in this
Agreement to Land Plans means the then most current City -approved Land Plans.
8.04 Compliance with the Governing Regulations.
(a). Development. Except where stated otherwise in this Agreement, the
Parties agree that the Land will be Developed in compliance with the Governing
Regulations as if it were in the City limits despite the fact that the Land is not within the
City's corporate limits. This means, among other things, that building permits and
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certificates of occupancy are required for Structures on the Land, as if the Land were
located within the City limits. In the event of any inconsistency between the terms of this
Agreement and the other Governing Regulations, the terms of this Agreement shall
prevail. Developer acknowledges that, in addition to the Governing Regulations, the
Project is subject to the jurisdiction of other Governmental Authorities and will have to
comply with applicable laws, rules and regulations of such Governmental Authorities,
including laws, rules and regulations of Governmental Authorities which have been
delegated to the City for enforcement or administration.
(b). Vertical Development. The Parties agree that although the Land is not
within the City's corporate limits, Vertical Development on the Land will require the
constructing, installing or remodeling party to obtain building permits from the City,
applications for which must include the appropriate Additional Land Development
Checklist in the form attached as Exhibit C, and the issuance of which will be governed
by the Governing Regulations and the following provisions of the City Code of
Ordinances to the extent applicable to Vertical Development: Sections 2.28.110, 2.28.120
and 2.28.130; Chapter 8.04 (Fire Prevention Code), Title 15 (Buildings and Construction),
and Title 13 (Public Utilities and Services), as such provisions may be amended from time
to time.
(c). Lot Count Reporting. To facilitate compliance with several provisions of
this Agreement, with each final plat application, Developer must submit a summary chart
and tally showing the following information (i) the total number of single-family
residential Lots that are included on recorded plats, with reference to the Document
Number of the plat as recorded in the Official Public Records of Williamson County,
Texas; (ii) the total number of single-family residential Lots that are included on final
plats that have been approved by the City but not yet recorded, with reference to the
project number assigned by the City to the final plat application; (iii) the number of
single-family residential Lots that are included on applications for final plats that are
pending with the City but not yet approved by the City, with reference to the project
number assigned by the City to the final plat application; and (iv) the number of single-
family residential Lots that are included in the application for final plat being submitted.
8.05 Trees. The Parties agree that the Tree Standards attached as Exhibit Z shall
apply to the Land.
8.06 District Areas/Improvements.
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(a). HOA Required. Prior to the first closing of a sale of a Lot on the Land, but
in no event later than the date that the City receives the first application for a building
permit for Vertical Development on the Land, Developer will record or cause to be
recorded a Master Covenant covering the Land that establishes the obligation of the HOA
to implement and enforce the Master Covenant, and, at the District's sole option, to
maintain a legal right to access or own, and maintain in perpetuity, the District
Areas/Improvements located or to be located on the Land. Developer shall provide a copy
of the recorded Master Covenant to the City. The Master Covenant shall contain that the
provisions obligating the HOA to enforce the Master Covenant, and, if applicable, to
maintain the District Areas/Improvements in perpetuity, which provisions cannot be
amended or removed from the Master Covenant.
(b). Maintenance Agreements Required. As to Maintenance Agreements with
the HOA or the District, unless an earlier time is specified in this Agreement, before
Developer transfers control of the board of the HOA to the End Buyers within the Land
or transfers ownership of a District Area/Improvement to the District, Developer will
cause the HOA or the District, as applicable, to enter into a Maintenance Agreement for
all District Areas/Improvements for which the District has determined, in its sole
discretion, that the HOA or the District, as applicable, is to be solely or partially
responsible for the ownership, operation, and maintenance of same, in substantially the
form attached hereto as Exhibit P. Developer must provide copies of the fully executed
Maintenance Agreements to the City.
(c). Required Conveyances to the HOA or the District. On Completion of each
District Area/Improvement that is to be owned by the HOA, Developer shall transfer or
convey to the HOA said District Ares/Improvement for perpetual ownership (or right of
entry thereto), operation, and maintenance. On Completion of each District
Area/Improvement that is to be owned by the District, Developer shall transfer or convey
to the District said District Area/Improvement for perpetual ownership (or right of entry
thereto), operation, and maintenance. The City shall have no responsibility for the District
Areas/Improvements, it being the intent of this Agreement that all District
Areas/Improvements be owned and maintained in perpetuity by either the HOA or the
District.
(d). Developer Responsibilities to HOA. Until the later of (i) the date on which
the assessments to be collected from End Buyers produce sufficient funds to perform the
obligations of the HOA under a Maintenance Agreement, and (ii) the date on which
Developer Completes or causes Completion of construction of the District
Areas/Improvements serving or located within the Land, Developer will be jointly and
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severally responsible for performing the HOA's obligations under such Maintenance
Agreement. For purposes hereof, the HOA will be deemed to have sufficient funds to
perform its obligations if the HOA has operated for two (2) consecutive years after
Completion of all District Areas/Improvements without requiring any subsidies from
Developer.
8.07 Master Covenant.
(a). Developer agrees to record, or cause to be recorded, in the Official Public
Records of Williamson County, Texas, a Master Covenant prior to the first sale of a Lot
in the District, and the Master Covenant must include, at a minimum, the provisions set
forth below:
(1) a requirement for the creation and perpetual existence of the HOA;
(2) a requirement that the End Buyers comply with the City's water
conservation requirements and drought restriction requirements as if the Land were
located within the City limits;
(3) a requirement that the HOA own or have the perpetual legal right to access
those District Areas/Improvements to be owned and/or maintained by the HOA, and a
requirement that the District own or have the perpetual legal right to access those District
Areas/Improvements to be owned and maintained by the District;
(4) a requirement that the HOA or the District, as applicable, maintain, in
perpetuity, all District Areas/Improvements in good working order and repair;
(5) a requirement prohibiting installation and use of Water Softeners by
Developer, any End User, or any other person or entity on the Land;
(6) a provision incorporating or identical to the attached Development Area
Standards and the Additional Land Development Standards and the provisions in this
Agreement pertaining to private fire hydrants;
(7) a commitment by the HOA or the District, as applicable, to assess and
collect such dues, fees, and funds needed to perform the obligations of the HOA or the
District, as applicable, under this Agreement and the Related Agreements;
(8) the funding obligations, if any, of the Developer and/or District with regard
to ownership and maintenance of the District Areas/Improvements and enforcement of
the Master Covenant; and
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(9) a provision that the foregoing required provisions of the Master Covenant
cannot be amended, revised, removed or otherwise altered or made inapplicable to the
Lots on the Land without the prior written consent of the City Council.
(b). The term "Master Covenant" will be deemed to also include ancillary
recorded documents such as Notices of Applicability, Development Area Declarations,
Design Guidelines, and similar documents.
City.
(c). Developer shall provide a copy of the recorded Master Covenant to the
8.08 Drainage Facilities.
(a). General. All Drainage Facilities must be designed and constructed to meet
all requirements of the Governing Regulations. The Drainage Facilities must be conveyed
to the District or the HOA for ownership, operation, and maintenance unless otherwise
required by the TCEQ to be owned by the District for the reason stated in Section 8.08(c).
Developer agrees to record, or cause to be recorded, in the Official Public Records of
Williamson County, Texas, prior to and as a condition of the City's issuance of the first
building permit (or its commercial use equivalent) on the Land, a Master Covenant and
Maintenance Agreement requiring the District or the HOA to maintain the Drainage
Facilities in perpetuity.
(b). Conveyances of Drainage Facilities. Within ninety (90) Days of
Completion of any Drainage Facilities on or serving more than one (1) Lot on the Land,
and subject to the provisions of Section 8.08(c), Developer will convey such Drainage
Facilities to the District or the HOA for ownership, operation and maintenance. Any
Drainage Facilities that serve only one (1) Lot will be transferred to and perpetually
thereafter owned, operated, and maintained by the owner of such Lot.
(c). Developer's Right to Reimbursement. The conveyances of the Drainage
Facilities referenced in Sections 8.08(a) and (b) shall be subject to Developer's right to
reimbursement from the District for the cost of such Drainage Facilities in accordance
with TCEQ rules. In that regard, if applicable law requires the District to own the
Drainage Facilities in order for such Drainage Facilities to be reimbursable via Bonds (and
the Bonds are to be issued as "tax-exempt"), Developer may convey ownership of the
Drainage Facilities to the District and the District may grant an irrevocable license or
perpetual easement to the HOA requiring perpetual maintenance by the HOA of the
Drainage Facilities when such conveyance is allowable under Texas law and will not
invalidate the "tax-exempt" nature of the Bonds.
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(d). No City Responsibility. The City shall have no responsibility for
maintaining any Drainage Facilities or similar such facilities on or serving the Land.
8.09 Hotel/Resort Provisions. Developer has represented to the City that the
Project will include the Hotel/Resort, which it will construct, or cause to be constructed,
on the Hotel/Resort Site, and which will be a significant amenity to the City. To that end,
Developer shall Complete, or cause to be Completed, construction of the Hotel/Resort on
the Hotel/Resort Site not later than December 31, 2035.
8.10 Inspections and Trip Fees. As the entity issuing Building Permits,
Certificates of Occupancy, Irrigation Permits, and other permits relating to the Land, the
City will inspect the improvement, and will issue the relevant final inspection certificate
when all such inspections are satisfactorily completed. The Parties agree that in addition
to other fees assessed by the City, a fee of $50 per trip will be assessed for each trip the
City or its authorized agent conducts, and the trip fee will be collected from the
contractor/homebuilder as a condition of satisfactory completion of the inspection.
Effective when the City adopts a fee schedule with trip fees applicable to the Land (or
areas similarly situated as the Land) that are higher than the per trip fee amount stated
above, said higher trip fees will apply. The City will retain copies of all inspection reports
in accordance with its record -keeping policies, and provide them to the District on
request.
ARTICLE 9. TRANSPORTATION IMPROVEMENTS.
9.01 General.
(a). Requirement to Complete Transportation Improvements. Developer shall
design and Complete, or cause to be designed and Completed, the Transportation
Improvements in compliance with the Governing Regulations and the Conceptual
Transportation Plan. All ROW for the Transportation Improvements will be dedicated to
the County and on Completion of the Transportation Improvements, Developer shall
exercise commercially reasonable efforts to cause the Transportation Improvements
(including related drainage improvements) to be inspected and accepted by the County
for ownership, maintenance and repair by the County. If the County will not accept the
Transportation Improvements for ownership, maintenance, and repair, after Completion,
the District must accept the Transportation Improvements and be responsible in
perpetuity for their ownership, maintenance, and repair.
(b). Traffic Impact Analysis Waiver. In consideration of Developer's
agreement to construct the Transportation Improvements as and when required by this
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Agreement, the City agrees that Developer is not required to submit a Traffic Impact
Analysis to the City for review or approval.
(c). Connectivity to Adjacent Subdivisions. At a minimum, Developer shall
cause an Internal Road within the Land to connect with Cimarron Range Trail (a road to
be constructed in the Cimarron Hills Subdivision), and cause the Cross Creek Road South
Segment Improvements to connect to Morningstar Blvd. (in the Santa Rita Subdivision)
such that vehicular traffic can flow between and among said subdivisions and the Land.
Developer shall also construct such other connections as required by the UDC.
9.02 Cross Creek Road South Segment and New Cross Creek Road/SH 29
Intersection.
(a). Cross Creek Road South Segment Completion Schedule.
Notwithstanding any provision in the UDC to the contrary, Developer may not post fiscal
security in lieu of Completing the Cross Creek Road South Segment Improvements to
receive City approval of a final plat, and Developer must have acquired the Cross Creek
Road South Segment ROW and Completed, or caused Completion to occur, each of the
Cross Creek Road South Segment 1 Improvements, the Cross Creek Road South Segment
2 Improvements, the Cross Creek Road South Segment 3 Improvements, the Cross Creek
Road South Segment 4 Improvements, and the Cross Creek Road South Segment 5
Improvements, before the applicable deadline for each.
(b). New Cross Creek Road/SH 29 Intersection. Developer must Complete, or
cause Completion to occur, of the New Cross Creek Road/SH 29 Intersection on the date
before, and not later than, the date that Developer submits an application to the City for
approval of the final (record) plat for any Lot located in the area designated as "Phase 6"
on the Overall Phasing Plan. This means that, notwithstanding any provision in the UDC
to the contrary, Developer may not post fiscal security in lieu of Completing the New
Cross Creek Road/SH 29 Intersection to receive City approval of a final plat, and
Developer must have acquired the ROW needed for said intersection, and Completed, or
caused Completion to occur, of the New Cross Creek Road/SH 29 Intersection on the date
before, and not later than, the date that Developer submits an application to the City for
approval of the final (record) plat for any Lot located in the area designated as "Phase 6"
on the Overall Phasing Plan.
(c). Reconstructed Raw Water Line and Replacement Potable Water Line.
WAs of the Effective Date, the Parties acknowledge that the Existing Raw Water Line and
the Existing Potable Water Line are in, on, across, or near the ROW of the existing (as of
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the Effective Date) Cross Creek Road, and must be relocated (or reconstructed) by
Developer as part of the construction of the Cross Creek Road South Segment
Improvements and/or the New Cross Creek Road/SH 29 Intersection. Therefore, not later
than concurrently with the submittal of application for approval of the construction plans
for the portion of the Cross Creek Road South Segment 5 Improvements described in item
(ii) of the definition of Cross Creek Road South Segment 5 Improvements Deadline above,
or for the New Cross Creek Road/SH 29 Intersection (whichever occurs first), Developer
must submit the Dedication Documentation for the Replacement Raw Water Line
Easement and the Replacement Potable Water Line Easement to the City for review. The
draft construction plans for the Cross Creek Road South Segment Improvements and/or
the New Cross Creek Road/SH 29 Intersection must show the location of the Replacement
Raw Water Line Easement and the Replacement Potable Water Line Easement. As part
of the review of the construction plans for the portion of the Cross Creek Road South
Segment 5 Improvements described in item (ii) of the definition of Cross Creek Road
South Segment 5 Improvements Deadline above and/or the New Cross Creek Road/SH
29 Intersection, the City will determine whether the Reconstructed Raw Water Line and
the Replacement Potable Water Line can be constructed in phases, or if they must be
constructed in their entirety to preserve functionality. The relevant Approved Plans will
reflect phased construction, if the City, in its sole discretion, approves phased
construction.
9.03 Possible City Assistance with Acquisition of Cross Creek Road South
Segment ROW.
(a). Developer shall each use commercially reasonable efforts to obtain the
Cross Creek Road South Segment ROW on or before the Cross Creek Road South
Segment Completion Deadline.
(b). The City acknowledges that under current law, the District is prohibited by
Section 54.209 of the Texas Water Code from using its powers of eminent domain to
acquire a site or easement for a road project. Developer acknowledges that on
Completion, the Cross Creek Road South Road Segment ROW will be owned and
maintained by the County, not the City. If Developer is unable to obtain the Cross Creek
Road South Segment ROW on or before the Cross Creek Road South Segment ROW
Completion Deadline after using good faith efforts to do so, Developer shall make a
timely request to the County to use the County's powers of eminent domain to acquire
the Cross Creek Road South Segment ROW at no cost to the County. If a duly authorized
representative of the County provides a written statement to Developer stating that the
County refuses to use its powers to assist with acquisition of the Cross Creek Road South
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Segment ROW, then Developer may request that the City assist with the ROW
acquisition. Such a request to the City must be accompanied by the Acquisition
Documentation from Developer; and (ii) the documentation from a duly authorized
representative of the County declining or refusing to aid in the acquisition of the Cross
Creek Road South Segment ROW, Developer may request that the City acquire the ROW.
If, at the time of Developer's request to the City for acquisition assistance, the City and
County have a written agreement whereby the County affirmatively agrees that the
County will own and maintain the Cross Creek Road South Segment Improvements on
its Completion, and if otherwise allowed by law, the City shall acquire the Cross Creek
Road South Segment ROW, using the City's powers of eminent domain if necessary, at
Developer's sole cost and expense and no cost to the City; as described herein. If the
foregoing pre -conditions are satisfied, then on receipt of a valid request for the City's
acquisition assistance containing the above described information, the City shall provide
a preliminary written estimate to Developer of projected costs and expenses related to
acquisition of the Cross Creek Road South Segment ROW by eminent domain, including
the cost of preparing instruments and surveys, payment for the purchase of the ROW,
and condemnation costs incurred by the City, including any litigation related thereto
(including all actual legal fees, witness costs, and court costs), and the costs of completing
the Cross Creek Road South Segment Improvements, which cost estimate shall form the
basis for determining the amount of the Cross Creek Road South Segment Fiscal Security.
Developer shall provide the Cross Creek Road South Segment Fiscal Security within
thirty (30) Days after receipt of the written cost estimate. Regardless of the initial amount
of the Cross Creek Road South Segment Fiscal Security, Developer must pay all costs and
expenses incurred by the City relating to the acquisition of the Cross Creek Road South
Segment ROW and constructing the Cross Creek Road South Segment Improvements,
including, without limitation, costs of negotiating easements with landowners,
preparation of instruments and surveys, payment of a negotiated sum for purchase of the
ROW, and purchase or condemnation costs incurred by the City, including any litigation
related thereto (including all actual legal fees, witness costs, and court costs). If the actual
costs exceed the original cost estimate, Developer shall provide payment of the additional
amount within fifteen (15) days of receipt of a written request for payment from the City.
If the actual costs are less than this sum, the City shall promptly refund the excess amount
to Developer.
(c). Developer acknowledges and agrees that the City will not authorize its
employees, representatives, agents or consultants to commence any efforts to acquire the
Cross Creek Road South Segment ROW until the conditions in Section 9.03(a) and (b) are
met and the Cross Creek Road South Segment Fiscal Security is received by the City.
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Failure by Developer to satisfy the conditions set forth in Section 9.03(a) and (b) or to
timely pay any written estimate or any invoice in full related to the costs of acquiring the
Cross Creek Road South Segment ROW or Completing the Cross Creek Road South
Segment Improvements shall constitute a material breach of this Agreement.
(d). The Cross Creek Road South Segment Fiscal Security must be maintained
in full force and effect by Developer, at no cost to the City, until the Cross Creek Road
South Segment ROW has been acquired and the Cross Creek Road South Segment
Improvements have been Completed. If any time before Completion of the Cross Creek
Road South Segment Improvements the City determines that the estimated costs to
acquire the Cross Creek Road South Segment ROW and/or to Complete the Cross Creek
Road South Segment Improvements exceeds the amount of the Cross Creek Road South
Segment Fiscal Security then in effect, the City shall notify Developer of the cost increase
and the new required amount and Developer shall, within thirty (30) Days after receipt
of the notice, provide an amended or substituted Cross Creek Road South Segment Fiscal
Security with a payment amount equal to the new increased required amount stated in
the notice.
(e). Developer shall have no right to use and/or draw on the Cross Creek Road
South Segment Fiscal Security. The City shall have the right but not the obligation, to use
and/or draw on the Cross Creek Road South Segment Fiscal Security to acquire, or cause
the acquisition of, the Cross Creek Road South Segment ROW and/or to Complete, or
cause Completion of, the Cross Creek Road South Segment Improvements, in its sole
discretion. If the City acquires the Cross Creek Road South Segment ROW, the amount
of the Cross Creek Road South Segment Fiscal Security may be reduced to the amount
that is 125% of the City -approved then -current Engineer's estimated cost to Complete the
Cross Creek Road South Segment Improvements. If the City acquires the Cross Creek
Road South Segment ROW, after such acquisition, Developer may send a written notice
to the City stating that it will construct the Cross Creek Road South Segment
Improvements, and after Developer Completes, or causes Completion of the Cross Creek
Road South Segment Improvements, the City will release any unused portions of the
Cross Creek Road South Segment Fiscal Security to Developer.
9.04 Lakeside Estates Boulevard. Developer may Complete Lakeside Estates
Boulevard in sections or phases as portions of the Land are platted as allowed by the
UDC, except that (i) Developer must cause there to be two (2) entry/exit access points at
all times for fire services protection — one point allowing access to/from the Land to Cross
Creek Road, and one point allowing access to/from Tower Road; and (ii) Developer may
not post fiscal security in lieu of constructing the relevant section of the Lakeside Estates
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Boulevard to receive City approval of a final plat. With regard to the fire access
requirement, Developer may construct fewer than all four (4) lanes of Lakeside Estates
Boulevard in areas outside of the Phase or Parcel being platted to achieve the two (2)
required connections, provided that all four (4) lanes are constructed for the Phase or
Parcel being platted, and the remaining lanes to be constructed with the relevant Phase
or Parcel being platted.
9.05 Cross Creek Road North Section. Developer must Complete, or cause
Completion to occur, of the Cross Creek Road North Segment Right Turn Deceleration
Lane before the Cross Creek Road North Segment Right Turn Deceleration Lane
Completion Deadline. This means that Developer must have dedicated the Cross Creek
Road North Segment ROW and Completed, or caused Completion to occur, of the Cross
Creek Road North Segment Right Turn Deceleration Lane before the Cross Creek Road
North Segment Right Turn Deceleration Lane Completion Deadline.
9.06 Reporting. Developer shall cooperate with the District and file timely and
accurate reports under Section 7.04 of this Agreement to assist in implementation of the
requirements of this Article 9.
ARTICLE 10. PUBLIC PARKLAND, TRAILS, AND OPEN SPACE
10.01 General. The Public Parkland, Trails, and Open Space are not in the City
limits, and will not be dedicated to or accepted by the City for ownership or maintenance.
All Public Parkland, Public Parkland Improvements, Trails, and Open Space must be
conveyed to the HOA or the District for ownership, operation, and maintenance in
accordance with Section 10.04.
10.02 Parkland Fee in Lieu of Dedication to the City. Developer shall pay to the
City twenty-five percent (25%) of the Parkland Fee in Lieu of Dedication due under
Section 13.08.030.A. of the City Code of Ordinances via bank wire prior to and as a
condition of the City's approval of the first final plat for all or any portion of the Land.
The amount of the Parkland Fee in Lieu of Dedication shall be the amount in effect at the
time of the City's approval of the first final plat for all or any portion of the Land.
Developer shall contact the City's Chief Financial Officer for bank wire instructions prior
to the payment due date. By way of example, for illustrative purposes only, as of the
Effective Date, the amount due under this Section 10.02 would be $255,840 calculated as
follows: 1,312 (the total number of single-family lots in the Project) x $780 (the Park
Development Fee amount as of the Effective Date) _ $1,023,360 x 25% _ $255,840.
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10.03 Park Development Fee. Developer shall pay to the City twenty-five percent
($25%) of the Parkland Development Fee due under Section 13.08.030.B. of the City Code
of Ordinances in full via bank wire prior to and as a condition of the City's approval of
the first final plat for all or any portion of the Land. The amount of the Park Development
Fee shall be the amount in effect at the time of the City's approval of the first final plat
for all or any portion of the Land. Developer shall contact the City's Chief Financial
Officer for bank wire instructions prior to the payment due date. By way of example, for
illustrative purposes only, as of the Effective Date, the amount due under this Section
10.03 would be $393,600 calculated as follows: 1,312 (the total number of single-family
lots in the Project) x $1,200 (the Parkland Fee in Lieu of Dedication amount as of the
Effective Date) _ $1,574,400 x 25% _ $393,600.
10.04 Public Parkland and Public Parkland Improvements
(a). General. The Public Parkland and Public Parkland Improvements must be
designed and constructed to meet all requirements of the Governing Regulations. Except
for the Trail Extensions, all Public Parkland and Public Parkland Improvements must be
conveyed to the District or the HOA for ownership, operation, and maintenance in
accordance with Section 10.04(c). The Trail Extensions must be conveyed to the District
for ownership, operation, and maintenance in accordance with Section 10.04(c). The
investment in (i.e., cost of) the Public Parkland Improvements must be at least the amount
of stated in the definition of "Public Parkland Improvements" and of the type described
on Exhibit Y. If the total cost of the Public Parkland Improvements is less than the amount
stated in the definition of "Public Parkland Improvements," Developer shall remit the
difference to the City before, and as a condition of the City's approval of, the application
for the final plat for the last of Park A, Park B, or Park C to be platted.
(b). Open to the Public/Not City Maintained. The Public Parkland and the
Public Parkland Improvements situated thereon shall be open to the general public. The
Public Parkland and the Public Parkland Improvements situated thereon must be
maintained in perpetuity by the District or the HOA pursuant to a Maintenance
Agreement. The City has no responsibility or liability to own or maintain any Public
Parkland or Public Parkland Improvements.
(c). Conveyances. Developer will transfer, convey, or dedicate the Public
Parkland and the Public Parkland Improvements situated thereon to the District or the
HOA as follows:
(i) Park A. Developer will Complete the Public Parkland Improvements
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on, and transfer Park A to the District or the HOA for ownership and
maintenance, prior to and as a condition of City's approval of a final plat
containing any Lot abutting Park A.
(ii) Park B. Developer will Complete the Public Parkland Improvements on,
and transfer Park B to the District or the HOA for ownership and
maintenance, prior to and as a condition of the City's approval of a final
plat containing any Lot abutting Park B.
(iii) Park C. Developer will Complete the Public Parkland Improvements
on, and transfer Park C to the District or the HOA for ownership and
maintenance, prior to and as a condition of the City's approval of a final
plat containing any Lot abutting Park C.
(iv) Trail Extensions. Subject to the acquisition of the Trail Easements,
Developer will Complete the Trail Extensions, and transfer the Trail
Extensions to the District for ownership and maintenance, prior to and
as a condition of the City's approval of a final plat containing the closest
portion of the on -site Trail to which the respective Trail Extension is to
be connected.
10.05 Developer's Right to Reimbursement. The conveyances of the Public
Parkland and Public Parkland Improvements and Open Space Areas shall be subject to
Developer's right to reimbursement from the District for the cost of same in accordance
with TCEQ rules. In that regard, if applicable law requires the District to own the Public
Parkland and Public Parkland Improvements in order for such Public Parkland and
Public Parkland Improvements to be reimbursable via Bonds (and the Bonds are to be
"tax-exempt"), Developer may convey ownership of the Public Parkland and Public
Parkland Improvements to the District and the District may grant an irrevocable license
or perpetual easement to the HOA requiring perpetual maintenance of the Public
Parkland and the Public Parkland Improvements by the HOA pursuant to a Maintenance
Agreement when such conveyance is allowable under Texas law and will not invalidate
the "tax-exempt" nature of the Bonds, for perpetual ownership, operation and
maintenance.
10.06 Private Amenity Center. Developer shall Complete or cause Completion to
occur of the Private Amenity Center Improvements prior to and as a condition of the first
final plat of any portion of the Land located in "Phase 2" as shown on the Overall Phasing
Plan. The Private Amenity Center Improvements shall be reserved for use by End Buyers
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of the residential Lots on the Land. Developer will submit a Site Plan showing the Private
Amenity Center Improvements to be constructed by Developer on the Private Amenity
Center Site to the City Planning Department at the time of submittal to the City of an
application for a preliminary plat that includes the Private Amenity Center Site, for
approval by the City's Director of Parks and Recreation. On Completion of the Private
Amenity Center Improvements, Developer shall transfer the Private Amenity Center Site
and the Private Amenity Center Improvements constructed thereon to the District or the
HOA.
10.07 Sidewalks. Developer shall Complete the Sidewalks within the applicable
Sidewalk Easement(s) in phases concurrently with the construction of the corresponding
phase of the street or road immediately adjacent to the Sidewalk. Developer will design
and build the Sidewalks, and transfer or dedicate same together with the applicable
Sidewalk Easement(s), to the County, the District, or the HOA, whichever of them shall
have ongoing maintenance responsibilities, upon Completion of each segment of a
Sidewalk. The City shall have no responsibility or liability for the Sidewalks.
10.08 Landscaping.
(a). Installation and Maintenance. Developer shall install the landscaping
District Areas/Improvements prior to dedication or transfer of same to the District or the
HOA, but in no event later than the date that is one (1) year after recordation of the final
plat containing the applicable Buffer Area. A Maintenance Agreement requiring the
District or the HOA to maintain the Buffer Areas that are within the boundaries of the
Land in perpetuity must be in effect at all times, commencing immediately after
installation of the landscaping.
(b). Lot Landscaping Requirements. To aid in water conservation, Developer
shall cause landscaping on all residential Lots to comply with the Lot Landscaping
Requirements attached hereto before, and as a condition of, final inspection by the City
of the Structure on the Lot.
10.09 Buffer Areas.
(a). Planting Requirements.
(1) For Buffer Areas that are not located within a roadway median, Developer
shall plant two (2) shade trees, each having a minimum diameter of three (3) caliper -
inches, plus five (5) five-(5)-gallon shrubs, per every 1,000 linear feet in the Buffer Areas.
If the location of the tree (or to -be -planted tree) is not as wide as the tree's expected
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Critical Root Zone (as that term is defined in the UDC) at full maturity, tree root barriers
must be provided.
(2) For Buffer Areas that are located within a roadway median, Developer shall
plant shade trees in the all Buffer Area within roadway medians spaced at one (1) shade
tree per fifty (50) linear feet, with each shade tree having a minimum diameter of three
(3) caliper -inches. If the location of the tree (or to -be -planted tree) is not as wide as the
tree's expected Critical Root Zone (as that term is defined in the UDC) at full maturity,
tree root barriers must be provided.
(b). Maintenance Agreement Requirement. Before and as a condition of final
(record) plat approval for the first Lot to be platted on the Land, Developer shall provide
the City with a Maintenance Agreement with the District or the HOA requiring perpetual
maintenance by the District or the HOA of the Buffer Areas within the boundaries of the
Land. Before and as a condition of final (record) plat approval for the first Lot to be platted
on the Land, Developer shall provide the City with a Maintenance Agreement requiring
perpetual maintenance by the District or the HOA of the Buffer Areas outside of the
boundaries of the Land.
(c). Additional Requirements for Buffer Areas in a ROW. Developer may
place the Buffer Areas within the ROW of the relevant roadway if, before and as a
condition of final (record) plat approval of the first Lot to be platted on the Land:
(i) the distance requirements in Section 10.10 pertaining to Walls and Fencing
are met; and
(ii) Developer provides the City with the County ROW Right of Entry
Authorization granting the District access to the ROW to maintain the
Buffer Areas in perpetuity; and
(iii) Developer provides the City with a Maintenance Agreement for the Buffer
Area before final plat approval; and
(iv)Developer provides tree root barriers for all trees in the ROW.
10.10 Walls and Fencing. Developer shall construct the Walls and Fencing
meeting the Wall and Fencing Standards attached hereto in the areas shown on the
Conceptual Parks and Open Space Plan. If not located entirely within an Open Space Lot,
the Walls and Fencing shall be located in easements granted to the District or the HOA
requiring the District or the HOA to have perpetual ownership of and maintenance
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responsibilities for the Walls and Fencing. No Walls and Fencing may be placed in the
ROW. All Walls and Fencing must be at least fifteen feet (15') away from the back of the
curb of the adjacent Lakeside Estates Boulevard, an Arterial Road, a Collector Road, or
Internal Road. Developer shall Complete the Walls and Fencing prior to dedication or
transfer of the Open Space Area within which same are located to the District or the HOA,
but in no event later than the date that is one (1) year after recordation of the final plat
containing any portion of the Walls and Fencing. A Maintenance Agreement requiring
the District or the HOA to maintain the Walls and Fencing in perpetuity must be in effect
at all times, commencing on Completion of the Walls and Fencing (or relevant component
thereof).
10.11 Landscaping in City Utility Easements and Major Water Line Easement.
No trees shall be planted in any City Utility Easement or in the Major Water Line
Easement; provided however, that Developer may request to plant trees in a City Utility
Easement or the Major Water Line Easement by submitting a tree plan to the City
showing the locations in a City Utility Easement or the Major Water Line Easement where
Developer desires to plant trees and an explanation for the request, for the City's
consideration and pre -approval. Nothing in this Agreement requires the City to allow
trees to be planted in a City Utility Easements or the Major Water Line Easement, and the
City may grant or deny such requests in its sole discretion.
10.12 Developer's Right to Reimbursement. The conveyances of the HOA
Areas/Improvements to the HOA shall be subject to Developer's right to reimbursement
from the District for the cost of same in accordance with TCEQ rules. In that regard, if
applicable law requires the District to own same in order to be reimbursed for same via
Bonds (and the Bonds are to be "tax-exempt"), Developer may convey ownership of them
to the District and the District may grant an irrevocable license or perpetual easement to
the HOA when such conveyance is allowable under Texas law and will not invalidate the
"tax-exempt" nature of the Bonds for perpetual ownership, operation and maintenance.
ARTICLE 11.WASTEWATER SERVICE
11.01 General. Based on the distance of the Land from existing City wastewater
infrastructure, and the comparison of Developer's project schedule with the City's
wastewater masterplan construction schedule, the Parties have agreed that wastewater
collection, transportation, treatment, and disposal services for the Land will be via the
WWTP and the Internal Wastewater Facilities, and not from the City. Developer agrees
that the City has no duty to provide wastewater services of any kind to the Land, and
that the provision of Wastewater Service to the Land will be at Developer's sole risk and
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expense and will include this information in its written notifications and disclosures to
End Buyers. Developer agrees that, although the City will have no responsibility for
constructing, owning, maintaining, or operating the WWTP, the Internal Wastewater
Facilities, the Effluent Disposal Area, or the Effluent Disposal Area Improvements, the
City does have a vested interest in protecting water quality in Lake Georgetown as a
major source of the City's raw water supply.
11.02 Wastewater Service. Developer shall provide, or cause to be provided,
Wastewater Service to each Lot via the WWTP and the Internal Wastewater Facilities.
Developer must Complete, or cause Completion to occur, of the WWTP (in its entirety,
including any Completion of all irrigation improvements necessary for operation of the
Effluent Disposal Area and execution of a Maintenance Agreement pertaining to same
and execution of the WWTP Operating Agreement), and must also Complete, or cause
Completion to occur, of such Internal Wastewater Facilities as needed to provide
Wastewater Service to any portion of the Land shown on a final plat application, prior to,
and as a pre -condition of the City's approval of, the first final (record) plat application for
any portion of the Land (and every such final plat thereafter). For further clarity, this
means Developer shall not be allowed to post a bond, letter of credit, or other form of
fiscal guarantee to secure its obligations to Complete the WWTP or any Internal
Wastewater Facilities to secure City approval of a final plat, but must actually Complete,
or cause Completion to occur, of the WWTP (including any Completion of all irrigation
improvements necessary for operation of the Effluent Disposal Area and execution of a
Maintenance Agreement pertaining to same, and execution of the WWTP Operating
Agreement), and Complete the necessary Internal Wastewater Facilities. Documentation
of compliance with this Section 11.02 must be submitted with the first application for any
final plat for any portion of the Land. Developer acknowledges and agrees that the City
will withhold approval of all final plat applications for any portion of the Land until the
forgoing have been Completed, and the City receives a Maintenance Agreement
pertaining to the Effluent Disposal Area, and has received the WWTP Operating
Agreement.
11.03 Compliance with WWTP Permit Required. Compliance with the WWTP
Permit and Section 11.04 of this Agreement is required and is a pre -requisite to the City's
duty to approve a final plat application for any portion of the Land and to provide Water
Service to the Land.
11.04 WWTP Effluent Limitations and Monitoring Requirements. In addition
to the duty to comply with the terms and conditions of the WWTP Permit and related
Governing Regulations, and notwithstanding any lesser standards, requirements, or
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provisions in the WWTP Permit, the District agrees that: (a) the WWTP Operator will, at
all times, hold a valid Class B license (as defined in 30 Tex. Admin. Code Ch. 30,
Subchapter J; (b) it will install and use of a SCADA system that monitors important
equipment status, water levels, treatment parameters, and other compliance -related
conditions recorded 24-hours per day, 7-days per week; and (c) it will comply, or cause
compliance to occur, with the WWTP Effluent Limitations and Monitoring Requirements,
unless more stringent standards are included in the final WWTP Permit.
11.05 Nuisances. The District shall prevent and immediately summarily abate
and remove nuisance conditions on or related to the WWTP, the Internal Wastewater
Facilities, and the Effluent Disposal Area.
11.06 Reports and Notices to the City. The District shall provide, or cause to be
provided, to the City copies of all correspondence, reports, and notices that are required
by TCEQ regulation or the WWTP Permit to be provided to the TCEQ at the same time
such correspondence, reports, and notices are provided to the TCEQ. The District shall
also provide the City with copies of all Edwards Aquifer Recharge Zone (EARZ) reports
to the City within five (5) Days of their completion. In addition, the District shall provide,
or cause to be provided, copies of all sampling and monitoring reports for events that
exceed the WWTP Effluent Limitations and Monitoring Requirements, and shall
implement corrective action measures to address any exceedances or omissions as if the
WWTP Effluent Limitations and Monitoring Requirements were included as part of the
WWTP Permit. For the purposes of this subsection, such reports can be submitted via
email to Chelsea.Solomon@georgetowntexas.gov, unless a different email address is
provided by the City to Developer.
11.07 WWTP Operating Agreement. The District shall enter into an agreement
with a qualified, experienced wastewater treatment plant operator having a Class B
wastewater treatment plant operator license and the financial, managerial, and technical
expertise to operate and maintain the WWTP, and ensure compliance with the WWTP
Permit and the WWTP Effluent Limitations and Monitoring Requirements. The
requirements of this Article 11 must be included in the WWTP Operating Agreement.
11.08 No Wastewater Service to Third Parties; No Discharge Permit. The
District is prohibited from providing wastewater service to any third parties or to any
land other than the Land, and from obtaining wastewater service from any entity other
than the City, and from applying (or cause, suffer, or allowing another to apply) to the
TCEQ for a municipal wastewater discharge permit.
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11.09 Wastewater Impact Fees. The City agrees no wastewater impact fees shall
be assessed or collected because the City is not providing wastewater services to the
Land, and will not construct, own, operate, or maintain the WWTP, the Internal
Wastewater Facilities, or the Effluent Disposal Area.
11.10 Discharge Permits Prohibited. Developer and the District agree that they
(a) will never apply for, and will not support, cause, suffer or allow the filing by any third
party, of an application for a Texas Pollutant Discharge Elimination System (TPDES)
permit seeking to discharge effluent generated on the Land into the waters of the State;
and (b) will never support, cause, suffer or allow the WWTP be replaced with a
wastewater treatment plant that discharges effluent generated on the Land to be
discharged into the waters of the State.
11.11 Special Provisions Related to Relocated Effluent Disposal Area.
Developer and the District agree that they will never store or dispose of treated effluent
anywhere other than in the locations authorized in the WWTP Permit provided that, in no
case shall Developer or the District cause, suffer, or allow storage or disposal of treated
effluent from the WWTP to negatively affect the water quality of Lake Georgetown, or
prevent, diminish, or otherwise negatively affect the City's ability to store and dispose of
treated effluent generated by the City's Cimarron Hills WWTP where authorized by
TCEQ Permit No. WQ0014232001, as said permit may be amended or modified from time
to time by the TCEQ.
11.12 Survival. This provisions of this Article 11 shall survive termination or
expiration of this Agreement.
ARTICLE 12. PUBLIC WATER SERVICE
12.01 AMI Monopole Site Conveyance. Developer shall convey, at no cost to the
City, the Dedication Documentation to the City for the AMI Monopole Site on or before
the first final plat for any portion of the Land.
12.02 Master Plan Water Line Requirements. Developer shall acquire, or cause
to be acquired, the Master Plan Water Line Easement in Approved Form on or before the
Master Plan Water Line Easement Acquisition Deadline. Developer shall Complete
construction, or cause Completion of construction to occur, of the Master Plan Water Line
on or before the Master Plan Water Line Completion Deadline in accordance with the
requirements of the Governing Regulations.
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12.03 Major Water Line and Water Facility Requirements. If allowed by the
UDC, Developer may Complete construction of the Major Water Line in segments as the
portions of the Land are final platted. Developer shall Complete, or cause Completion to
occur, of the Major Water Line and every other Water Facility in accordance with the
Governing Regulations. However, notwithstanding anything to the contrary in the
Governing Regulations, not more than 500 water service connections are permitted to be
served by a single twelve -inch (12") diameter water line (or by any single twelve -inch
(12"") diameter portion of the Major Water Line) — either a continuous sixteen -inch (16")
diameter water line connected to the City's existing 42" diameter water line located at or
near the southern terminus of Lakeside Estates Boulevard where it meets the
southwestern or southern boundary line of the Land, or a looped twelve -inch (12")
diameter line is required to serve more than 500 water service connections.
12.04 Possible City Assistance with Acquisition of the Master Plan Water Line
Easement.
(a). Developer and the District, if permitted under applicable law, shall use
commercially reasonable efforts to obtain the Master Plan Water Line Easement on or
before the Master Plan Water Line Completion Deadline.
(b). If Developer and the District, if applicable, are unable to obtain the Master
Plan Water Line Easement on or before the Master Plan Water Line Easement Acquisition
Deadline after using documented good faith efforts to do so, Developer and District, if
applicable, shall make a timely request to the City to use the City's powers of eminent
domain to acquire the Master Plan Water Line Easement at no cost to the City. Such a
request to the City must be accompanied by the Acquisition Documentation from
Developer and the District, if applicable. If otherwise allowed by law, the City shall
acquire the Master Plan Water Line Easement, using the City's powers of eminent domain
if necessary, at Developer's sole cost and expense and no cost to the City; as described
herein. If the foregoing pre -conditions are satisfied, then on receipt of a valid request for
the City's acquisition assistance containing the above described information, the City
shall provide a preliminary written estimate to Developer and District, if applicable, of
projected costs and expenses related to acquisition of the Master Plan Water Line
Easement by eminent domain, including the cost of preparing instruments and surveys,
payment for the purchase of the Master Plan Water Line Easement, and condemnation
costs incurred by the City, including any litigation related thereto (including all actual
legal fees, witness costs, and court costs), and the costs of completing the Master Plan
Water Line, which cost estimate shall form the basis for determining the amount of the
Master Plan Water Line Fiscal Security. Developer or District shall provide the Master
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Plan Water Line Fiscal Security within thirty (30) days after receipt of the written cost
estimate. Regardless of the initial amount of the Master Plan Water Line Fiscal Security,
Developer, on behalf of the District if permitted under applicable law, must pay all costs
and expenses incurred by the City relating to the acquisition of the Master Plan Water
Line Easement and constructing the Master Plan Water Line, including, without
limitation, costs of negotiating easements with landowners, preparation of instruments
and surveys, payment of a negotiated sum for purchase of the Master Plan Water Line
Easement, and purchase or condemnation costs incurred by the City, including any
litigation related thereto (including all actual legal fees, witness costs, and court costs). If
the actual costs exceed the original cost estimate, Developer, on behalf of the District if
permitted under applicable law, shall provide payment of the additional amount within
fifteen (15) days of receipt of a written request for payment from the City. If the actual
costs are less than this sum, the City shall promptly refund the excess amount to
Developer.
(c). Developer and the District, if applicable, acknowledge and agree that the
City will not authorize its employees, representatives, agents or consultants to commence
any efforts to acquire the Master Plan Water Line Easement until the conditions in
Section 12.04(a) and (b) are met and the City has received the Master Plan Water Line
Fiscal Security. Failure by Developer or District, if applicable, to satisfy the conditions set
forth in Section 12.04(a) and (b) or to timely pay any written estimate or any invoice in
full related to the costs of acquiring the Master Plan Water Line Easement or Completing
the Master Plan Water Line shall constitute a material breach of this Agreement.
(d). The Master Plan Water Line Fiscal Security must be maintained in full force
and effect by Developer, at no cost to the City, until the Master Plan Water Line Easement
has been acquired and the Master Plan Water Line have been Completed. If any time
before Completion of the Master Plan Water Line the City determines that the estimated
costs to acquire the Master Plan Water Line Easement and/or to Complete the Master Plan
Water Line exceeds the amount of the Master Plan Water Line Fiscal Security then in
effect, the City shall notify Developer of the cost increase and the new required amount
and Developer shall, within thirty (30) days after receipt of the notice, provide an
amended or substituted Master Plan Water Line Fiscal Security with a payment amount
equal to the new increased required amount stated in the notice.
(e). Developer shall have no right to use and/or draw on the Master Plan Water
Line Fiscal Security. The City shall have the right but not the obligation, to use and/or
draw on the Master Plan Water Line Fiscal Security to acquire, or cause the acquisition
of, the Master Plan Water Line Easement and/or to Complete, or cause Completion of, the
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Master Plan Water Line, in its sole discretion. If the City acquires the Master Plan Water
Line Easement, the amount of the Master Plan Water Line Fiscal Security may be reduced
to the amount that is 125% of the City -approved then -current Engineer's estimated cost
to Complete the Master Plan Water Line. If the City acquires the Master Plan Water Line
Easement, after such acquisition, Developer may send a written notice to the City stating
that it will construct the Master Plan Water Line, and after Developer Completes, or
causes Completion of the Master Plan Water Line, the City will release any unused
portions of the Master Plan Water Line Fiscal Security to Developer.
12.05 Conveyance to the City; Ownership, Operation and Maintenance. Upon
Completion of the Master Plan Water Line, the Major Water Line and each Water Facility,
Developer will promptly convey those improvements and facilities to the City by
instruments in Approved Form and at no cost to the City, subject to the City's obligation
to provide service to the Land as provided in this Agreement and to Developer's right to
reimbursement from the District in accordance with TCEQ rules. Developer will also
assign all contract rights, warranties, guarantees, assurances of performance, and bonds
related to the improvements and facilities conveyed to the City, at no cost to the City and
on forms approved by the City. The City agrees that its acceptance of improvements and
facilities and the related assignments will not be unreasonably withheld, conditioned, or
delayed as long as the improvements and facilities have been constructed in accordance
with the Governing Regulations and Completed, and all outstanding "punch list" items
have been resolved. Upon any such conveyance and acceptance, the City agrees to
operate and maintain such improvements and facilities to provide service to the Land in
accordance with this Agreement. Conveyance will not affect Developer's right to
reimbursement from the District for the cost of any facilities or capacity in facilities
constructed or financed by Developer.
12.06 Water Service to Third Parties. Developer and the District are prohibited
from providing water service to any third parties or to any land other than the Land, and
from obtaining water service from any entity other than the City. The City agrees to
provide water service for the Project on the Land under the terms and conditions of this
Agreement. The City further agrees that, upon the payment of the Impact Fees as required
by this Agreement, the City will guarantee service from the City's water utility system
for the portion of the Land for which Impact Fees have been paid in accordance with this
Agreement.
12.07 Water Impact Fees. Developer agrees that the Impact Fees shall be assessed
and collected at the time that every final plat for all or a portion of the Land is approved
by the City for recording in the Official Public Records of Williamson County, and the
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amount of the fee shall be the amount in effect at the time of final platting under the
applicable City ordinance for the impact fee service area that includes the Land or the
portion of the Land being platted.
12.08 District Water Conservation Rules. Within one hundred eighty (180) Days
after its first organizational meeting, the District's Board shall adopt rules that are at least
as stringent as the provisions in the City's water conservation plan, drought contingency
plan, and water conservation -related ordinances and drought contingency -related
ordinances, including enforcement procedures, and prohibiting the use of Water
Softeners, and update those rules and procedures as needed so that they are at all times
at least as stringent as the City's requirements at all times. The District shall maintain and
enforce those requirements for as long as the District exists. In addition, the District shall
include the Lot Landscaping Requirements attached hereto in its rules.
12.09 Inspections and Trip Fees. As the certificated retail water service provider
to customers within the District, the City will inspect the Major Water Line and every
other Water Facility, and will issue a customer service inspection certificate for each
connection when all such inspections are satisfactorily completed. The Parties agree that
in addition to other fees assessed by the City, a fee of $50 per trip will be assessed for each
trip the City or its authorized agent conducts, and the trip fee will be collected from the
contractor/homebuilder or utility customer as a condition of satisfactory completion of
the inspection. Effective when the City adopts a fee schedule with trip fees applicable to
the Land (or areas similarly situated as the Land) that are higher than the per trip fee
amount stated above, said higher trip fees will apply. The City will retain copies of all
inspection reports in accordance with its record -keeping policies, and provide them to
the District on request.
ARTICLE 13. CONVEYANCES
13.01 Major Water Line Easement and Master Plan Water Line Easement.
Developer or the District, if permitted under applicable law, shall, at no cost to the City,
obtain the Master Plan Water Line Easement, Major Water Line Easement, the Access
Easements for the same, and temporary construction easements necessary for the
construction of same. The Master Plan Water Line Easement and the Major Water Line
Easement each shall (i) be sized per the requirements of this Agreement; (ii) be at the
correct elevation to connect with the City's existing relevant water lines; and (iii) be
located generally where shown on the Conceptual Water Plan attached hereto. In
addition, no other public utility easement of any kind for the benefit of any non -City
service provider (including but not limited to electric service easements) are allowed in,
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under, over, or across the Major Water Line Easement or the Master Plan Water Line
Easement. The temporary construction and Access Easements shall be in widths and
locations reasonably acceptable to the City.
13.02 City Utility Easements for Internal Water Facilities. Developer shall, at no
cost to the City, grant City Utility Easements for the Internal Water Facilities. All City
Utility Easements for the Internal Water Facilities shall (i) be sized per the requirements
of this Agreement; and (ii) be located generally where shown on the Conceptual Water
Plan. The Internal Water Facilities may be placed in a ROW only with the City's prior
written consent, as evidenced by the Approved P1ans.WE
13.03 Other Conveyances. For any easements located, or to be located, wholly
within the boundaries of the Land, all such easements shall be conveyed to the
Governmental Authority, District, or HOA responsible for ownership and maintenance
of the improvement to be placed therein prior to and as a condition of the City's approval
of a final plat for any portion of the Land where such easements are located, or to be
located, unless an earlier date is specified in this Agreement. For easements located, or to
be located, outside or partially outside the boundaries of the Land (including, for
example, the Master Plan Water Line Easement and the Cross Creek Road South Segment
ROW), shall be conveyed to the Governmental Authority, the District, or the HOA,
depending on which of them is responsible under this Agreement for ownership and
maintenance of the improvement to be placed therein, prior approval of construction
plans for same, unless an earlier date is specified in this Agreement.
13.04 Dedication Documentation. At least sixty (60) Days prior to the deadline
for conveying the Master Plan Water Line, the Major Water Line, a City Utility Easement
or the AMI Monopole Site to the City, Developer will provide, or cause to be provided,
the applicable Dedication Documentation to the City. All conveyances to the City must
be in the applicable Approved Form, as confirmed by the City Attorney as evidenced by
the City Attorney's signature on the recordable instrument. The City is not required to
accept conveyances that are not on the appropriate Approved Form or assignments of
private easements.
13.05 Encumbrances and Liens. If the Dedication Documentation includes an
ownership and lien affidavit and the affidavit shows a lien or other monetary
encumbrance which affects and encumbers all or any portion of the area within the
Master Plan Water Line Easement, Major Water Line Easement, a City Utility Easement,
or the AMI Monopole Site, Developer shall cause the holder of such lien or other
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monetary encumbrance to subordinate such lien or other monetary encumbrance as per
the applicable Approved Form.
13.06 Costs. The costs incurred to convey easements, and to grant Licenses to
Encroach (defined in Section 13.09) (including costs of acquisition, recording, and
preparation of the Dedication Documentation and costs of issuing title policies required
by this Agreement) are the responsibility of Developer, but are reimbursable by the
District.
13.07 Title Policies. If the Dedication Documentation includes a title
commitment, Developer will provide title insurance for the Master Plan Water Line
Easement, Major Water Line Easement, Water Facility, or AMI Monopole Site, as
applicable, using the values stated in the definition of Dedication Documentation and
will cause the subordination of any liens or other monetary encumbrances reflected on
the commitment before the easement is granted to the City. Only the standard pre-printed
exceptions and any non -monetary encumbrances approved in advance and in writing by
the City Attorney will be reflected on a title policy.
13.08 Access Easements. If no public road exists providing access to the Master
Plan Water Line Easement, Major Water Line Easement, a Water Facility, or the AMI
Monopole Site, or easements for any other Public Infrastructure, when the applicable
easement or deed, as applicable, is granted, Developer shall grant, or cause to be granted,
an Access Easement, in a location and of a size determined by the City during the City's
review and approval of construction plans and final plats, sufficient to allow the City and
its authorized agents to access the applicable improvement via an Access Road until such
time as a public road providing such access is Complete. Each Access Easement will
terminate as each portion thereof is included within an easement or right of way shown
on a recorded plat.
13.09 Licenses to Encroach. Developer may request authorization under City
Code of Ordinances Section 12.08 or 12.09, or Section 3.21 of the UDC (as applicable)
(each, for purposes of this Agreement, a "License to Encroach") to allow perpendicular
crossings of the Master Plan Water Line Easement, Major Water Line Easement, or an
Access Easement. Each License to Encroach will be in Approved Form.
ARTICLE 14.TERM, ASSIGNMENT; REMEDIES
14.01 Term.
Consent Agreement
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(a) This Agreement shall be effective from the Effective Date and shall continue
in effect until the earlier of (i) the date when the District is annexed and dissolved,
pursuant to the terms hereof, and its obligations are fully assumed by the City, at the
City's sole election, or (ii) the date this Agreement is terminated as otherwise provided
herein or allowed by law, or (iii) the date this Agreement is terminated in writing by
mutual agreement of the City, Developer and the District; provided, however, the consent
of Developer shall not be required for termination of this Agreement after Developer has
been reimbursed by the District for all eligible costs and expenses.
14.02 Agreement to Run with the Land. Subject to Section 14.03, the terms of this
Agreement will run with the Land, and will be binding upon Developer, District and
their respective permitted assigns, and shall survive judicial or non- judicial foreclosure.
14.03 Assignment.
(a). By the City. The City may only assign this Agreement with the written
consent of the District and of Developer, provided however, that the consent of
Developer is not needed if Developer does not own developable portions of the Land at
the time of the assignment.
(b). By the District. The District may only assign this Agreement with the
written consent of the City and Developer.
(c). By Developer. Developer may assign this Agreement as provided in this
Section 14.03(c), and not otherwise.
(i) Intentionally Deleted.
(ii) Developer may assign this Agreement, in whole or in part, and
including any obligation, right, title or interest of Developer under this
Agreement: (x) to the District; or (z) to an Assignee, provided that as to
any such assignment the following conditions are first satisfied:
(1) the City Council has given its written consent to a written
assignment and assumption agreement describing the rights and
obligations of Developer and the District or proposed Assignee;
(2) if to an Assignee who is not the District, the proposed Assignee
either is a successor owner of all or any part of the Land or is a
Lender to a successor owner of all or any part of the Land;
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(3) if to an Assignee who is not the District, the proposed Assignee
has a contractual right to be reimbursed for water, sewer, road or
drainage improvements from Bonds (or has a lien or other security
interest in such reimbursements);
(4) the assignment is in writing executed by Developer, the District
or proposed Assignee, and consented to in writing by the City
Council, which consent will not be unreasonably withheld;
(5) the District or proposed Assignee expressly assumes in the
assignment all assigned obligations and expressly agrees in the
assignment to observe, perform, and be bound by this Agreement
to the extent this Agreement relates to the obligations, rights, titles,
or interests assigned;
(6) Developer is then in compliance with all terms and conditions of
this Agreement and the Related Agreements; and
(7) a copy of the executed assignment and assumption agreements
are provided to all Parties within fifteen (15) Days after its full
execution.
Provided all of the foregoing conditions are satisfied, from and after the
date an assignment is executed by Developer and the District or Assignee,
the City agrees to look solely to the District or Assignee for the performance
of all obligations assigned to the District or Assignee and agrees that
Developer shall be released from performing the assigned obligations and
from any liability that results from the District's or Assignee's failure to
perform the assigned obligations. No assignment by Developer shall
release Developer from any liability that resulted from an act or omission
by Developer that occurred prior to the effective date of the assignment.
(iii) Written Records. Developer shall maintain written records of all
assignments made by it (including, for each Assignee, the notice
information required by this Agreement and a copy of each executed
assignment) and, upon written request from any Party or Assignee, shall
provide a copy of such records to the requesting person or entity.
(iv) To the HOA. Developer may only assign all or part of its rights or
delegate all or part of its maintenance obligations relating to the HOA
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Areas/Improvements to the HOA, on demonstrating to the City's
reasonable satisfaction that the HOA has sufficient funds, and ongoing
funding mechanisms, to perform the delegated obligations. Developer
may not assign its maintenance obligations relating to the HOA
Areas/improvements to the District.
(v) Assignment of Reimbursement Rights. All assignments by Developer
to an Assignee relating to developable portions of Land in the District
are subject to the assignment by Developer and Assignee of their
reimbursement rights for Bonds issued in the District to pay the Master
Development Fee.
(d). Effect of Foreclosure. It is specifically intended that this Agreement, and
all terms, conditions and covenants herein, shall survive a transfer, conveyance, or
assignment occasioned by the exercise of foreclosure of lien rights by a Lender or creditor
or a Party, whether judicial or non -judicial. This Agreement shall be binding upon and
inure to the benefit of the Parties and their respective successors and assignees.
(e). Effect on End Buyers. This Agreement is not binding on and does not create
any encumbrance to title as to any End Buyer except each End Buyer must comply, at a
minimum, with the Additional Land Development Standards.
(f). Attempted Assignments Void. Any assignment or attempted assignment
by a Party that is not in conformance with Article 14 of this Agreement is void and shall
have no force or effect.
14.04 Default and Remedies. In the event of default by any Party (a "Defaulting
Party"), any non -defaulting Party shall give the Defaulting Party written notice
specifying the default (a "Default Notice"). If the Defaulting Party fails to fully cure any
default that can be cured by the payment of money ("Monetary Default") within thirty
(30) Days of the date of the Default Notice, or fails to commence the cure of any default
specified in the Default Notice that is not a Monetary Default within thirty (30) Days of
the date of the Default Notice and complete such cure within ninety (90) Days of the date
of the Default Notice (or such longer period the non -Defaulting Parties may mutually
agree in writing is reasonable), then the other Party(ies) shall be entitled to a proper writ
issued by a court of competent jurisdiction compelling and requiring the Defaulting Party
to observe and perform the covenants, obligations and conditions described in this
Agreement and/or seek any relief available at law or in equity; provided, however,
damages, if any, to which any complying Party may be entitled shall be limited to actual
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damages and shall not include special or consequential damages. In addition, if
Developer is the Defaulting Party, (i) the City shall not be obligated to accept, review, or
approve any Development applications related to the Land until Developer has cured the
default; (ii) the District may not pay proceeds from Bonds to Developer until Developer
has cured the default but instead such District shall retain all such proceeds payable to
Developer pending cure(the District can issue Bonds and pay the proceeds from the
Bonds to the City as an installment of the Master Development Fee without regard to the
default); (iii) the City shall have all rights to enjoin the payment of Bond proceeds to
Developer until the default or breach is cured, and (iv) Developer shall not enter into any
agreements with the District or seek reimbursement from the District for any expenses
incurred in connection with the District or the Development of the Land until the default
or breach has been cured.
14.05 Cooperation.
(a). The Parties agree to execute such further documents or instruments as may
be necessary to evidence their agreements hereunder.
(b). Developer covenants to cause the District to approve, execute, and deliver
to the City a signed copy of this Agreement in the timeframe specified in Section 2.04 of
this Agreement.
(c). In the event of any third -party lawsuit or other claim relating to the validity
of this Agreement or any actions taken hereunder, the Parties agree to cooperate in the
defense of such suit or claim, and to use their respective best efforts to resolve the suit or
claim without diminution in their respective rights and obligations under this
Agreement.
ARTICLE 15. MISCELLANEOUS PROVISIONS
15.01 Authority. This Agreement is entered into under the statutory authority of
Section 54.016 of the Texas Water Code and Sections 42.042 and 212.172 of the Texas Local
Government Code.
15.02 Filings. The Parties agree that, for the purposes of Chapter 212 of the Texas
Local Government Code, a plan or plat for all or any part of the Land is deemed to be
filed when the application for said plat or plan includes all information required by, and
is in compliance with, the Governing Regulations. No Development -related application
will be accepted by the City if a material event of default exists with regard to this
Agreement or a Related Agreement as of the filing date of such application.
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15.03 Notice. Any notice given under this Agreement must be in writing and may
be given: (i) by depositing it in the United States mail, certified, with return receipt
requested, addressed to the party to be notified and with all charges prepaid; or (ii) by
depositing it with Federal Express or another delivery service guaranteeing "next day
delivery", addressed to the party to be notified and with all charges prepaid; or (iii) by
personally delivering it to the party, or any agent of the party listed in this Agreement.
Notice by United States mail will be effective on the earlier of the date of receipt or three
(3) Days after the date of mailing. Notice given in any other manner will be effective when
received. For purposes of notice, the addresses of the parties, until changed as provided
below, will be as follows:
City: City of Georgetown, City Manager
808 Martin Luther King Jr. St.
Georgetown, Texas 78626
Attn: City Manager
With a copy to:
City of Georgetown, City Attorney
809 Martin Luther King, Jr. St.
Georgetown, Texas 78626
Attn: City Attorney
Developer: Lakeside Estates Georgetown, LLC
Attn: Babu Chakka
4126 Remington Road
Cedar Park, Texas 78613
With a copy to:
Armbrust & Brown, PLLC
Attn: Kevin M. Flahive
100 Congress Avenue, Suite 1300
Austin, Texas 78701
District: Lakeside Estates Municipal Utility District
c/o Armbrust & Brown, PLLC
Attn: Kevin M. Flahive
100 Congress Avenue, Suite 1300
Austin, Texas 78701
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The Parties may change their respective addresses to any other address within the
United States of America by giving at least five (5) Days' written notice to the other party.
Developer and the District may, by giving at least five (5) Days' written notice to the City,
designate additional parties to receive copies of notices under this Agreement.
15.04 Severability; Waiver.
(a). If any provision of this Agreement is illegal, invalid, or unenforceable,
under present or future laws, it is the intention of the Parties that the remainder of this
Agreement not be affected, and, in lieu of each illegal, invalid, or unenforceable
provision, that a provision be added to this Agreement by agreement of the Parties that
is legal, valid, and enforceable and is as similar in terms to the illegal, invalid or
enforceable provision as is possible.
(b). Any failure by a party to insist upon strict performance by the other party
of any material provision of this Agreement shall not be deemed a waiver thereof or of
any other provision, and such party may at any time thereafter insist upon strict
performance of any and all of the provisions of this Agreement.
15.05 Applicable Law and Venue. The interpretation, performance, enforcement
and validity of this Agreement are governed by the laws of the State of Texas. Venue shall
be in a court of appropriate jurisdiction in Williamson County, Texas.
15.06 Entire Agreement. This Agreement (including the Exhibits to this
Agreement) and the Related Agreements, collectively contain the entire agreement of the
Parties. Save and except the Related Agreements or promises, oral or written, between
the Parties regarding the subject matter of those agreements. To the extent of any conflict
between a Related Agreement and this Agreement, the terms of this Agreement shall
control concerning the subject matters addressed in this Agreement, except where the
Parties have specifically agreed in this Agreement that a Related Agreement shall control
in the event of a conflict.
15.07 Amendments.
(a). Except as provided in Section 16.07(b), before Developer or its Assignee
has received all developer reimbursements from the District and/or while Developer or
Assignee owns any developable part of the Land, this Agreement (a) may be amended as
to all of the Land at any time by mutual written agreement of the City and Developer and
the District (but only after the District Creation Order has been issued by the TCEQ), or
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(Lakeside Estates Subdivision)
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(b) may be terminated or amended as to a portion of the Land by mutual written
agreement of the City and Developer (or their respective successors and/or permitted
assigns), and the District. Notwithstanding the preceding sentence, at such time as
Developer and any Assignee has received all developer reimbursements from the District
and/or no longer owns any developable portion of the Land, this Agreement may be
amended by mutual written agreement of the District and the City, and Developer's
joinder will not be required.
(b). In the event Developer sells any portion of the Land, Developer may, but is
not required to, assign to such purchaser the right to amend this Agreement without
Developer's consent as to such purchased property, provided that any such assignment
remains subject to the terms and conditions of Section 14.03.
(c). Developer may assign to the District its rights to approve amendments and
such assignment is not subject to the requirements of Section 14.03(c)-(d).
(d). The consent of End Buyers to modifications of this Agreement is not
required.
15.08 Exhibits, Headings, Construction and Counterparts. All Exhibits referred
to in or attached to this Agreement are incorporated into and made a part of this
Agreement for all purposes. The paragraph headings contained in this Agreement are for
convenience only and do not enlarge or limit the scope or meaning of the paragraphs.
Wherever appropriate, words of the masculine gender may include the feminine or
neuter, and the singular may include the plural, and vice -versa. The Parties acknowledge
that each of them have been actively and equally involved in the negotiation of this
Agreement. Accordingly, the rule of construction that any ambiguities are to be resolved
against the drafting party shall not be employed in interpreting this Agreement or any
Exhibits hereto. This Agreement may be executed in any number of counterparts, each of
which shall be deemed to be an original, and all of which shall together constitute the
same instrument. This Agreement shall become effective only when one (1) or more
counterparts, individually or taken together, bear the signatures of all of the Parties.
15.09 Time. Time is of the essence of this Agreement. In computing the number
of Days for purposes of this Agreement, all Days will be counted, including Saturdays,
Sundays and legal holidays; however, if the final day of any time period falls on a
Saturday, Sunday or legal holiday, then the final day will be deemed to be the next day
that is not a Saturday, Sunday or legal holiday.
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15.10 Notice to End Buyer. The District shall fully comply with the notice
requirements of Sections 49.452 and 49.453 of the Texas Water Code. At the time each
prospective End Buyer contracts for the purchase of a lot or a home in the District, and at
the time each End Buyer closes on the purchase of a lot or a home in the District,
Developer shall give or cause to be given to the End Buyer the disclosure notices required
by Section 49.452 of the Texas Water Code.
15.11 Exhibits. The following Exhibits are attached to this Agreement, and made
a part hereof for all purposes:
Exhibit A
Land (metes and bounds and surveyor's sketch)
Exhibit B
Additional Land Development Standards
Exhibit C
Additional Land Development Standards Checklists
Exhibit D
Conceptual Parks and Open Space Plan
Exhibit E
Conceptual Transportation Plan
Exhibit F
Conceptual Wall and Fencing Plan
Exhibit G
Conceptual Wastewater Plan
Exhibit H
Conceptual Water Plan
Exhibit I
INTENTIONALLY DELETED
Exhibit J
Cross Creek Road South Segment Cross Section
Exhibit K
INTENTIONALLY DELETED
Exhibit L
Finance Plan
Exhibit M
Lakeside Estates Boulevard Cross Section
Exhibit N-1
Land Plan A
Exhibit N-2
Land Plan B
Exhibit O
Lot Landscaping Requirements
Exhibit P
Maintenance Agreement (form)
Exhibit Q-1
Master Development Fee Calculation Form
Exhibit Q-2
Master Development Fee Calculation Form
Exhibit R
New Cross Creek Road/SH 29 Intersection Cross Section
Exhibit S
Overall Phasing Plan
Exhibit T
Partial Assignment of Receivables Agreement (form)
Exhibit U
Strategic Partnership Agreement (form)
Exhibit V
Wall and Fencing Standards
Exhibit W
WWTP Effluent Limitations and Monitoring Requirements
Exhibit X
Post -Annexation Surcharge
Exhibit Y
Parkland Improvements - Descriptions and Cost Estimates
Exhibit Z
Tree Standards
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15.12 Recordation. This Agreement shall be recorded in the Official Public
Records of Williamson County at Developer's expense. Developer shall obtain and record
subordination agreements for any Lender liens or security interests that are prior to the
time of recordation of this Agreement.
15.13 Certifications. Developer hereby certifies:
(a) Pursuant to Texas Government Code Chapter 2271, as amended, each
verifies that at the time of execution and delivery of this Agreement and for the Term of
this Agreement, neither Developer, its parent companies, nor its common -control
affiliates currently boycott or will boycott Israel. The term "boycott Israel" as used in this
paragraph has the meaning assigned to the term "boycott Israel" in Section 808.001 of the
Texas Government Code, as amended.
(b) Pursuant to Texas Government Code, Chapter 2252, as amended,
Developer represents and verifies that at the time of execution and delivery of this
Agreement and for the term of this Agreement, neither it, its parent companies, nor its
common -control affiliates (i) engage in business with Iran, Sudan, or any foreign terrorist
organization as described in Chapters 806 or 807 of the Texas Government Code, or
Subchapter F of Chapter 2252 of the Texas Government Code, or (ii) is a company listed
by the Texas Comptroller of Public Accounts under Sections 806.051, 807.051, or 2252.153
of the Texas Government Code.
(c) Pursuant to Chapter 2274 of the Texas Government Code (as added by
Senate Bill 13, 87th Texas Legislature, Regular Session), Developer certifies that it is not a
Company that boycotts energy companies and agrees it will not boycott energy
companies during the term of this Agreement. The terms "boycotts energy companies"
and "boycott energy companies" have the meaning assigned to the term "boycott energy
company" in Section 809.001, Texas Government Code. For purposes of this paragraph,
"Company" means a for -profit sole proprietorship, organization, association,
corporation, partnership, joint venture, limited partnership, limited liability partnership,
or limited partnership, including a wholly owned subsidiary, majority -owned
subsidiary, parent company, or affiliate of those entities or business associations, that
exists to make a profit, but does not include a sole proprietorship.
(d) Pursuant to Chapter 2274 of the Texas Government Code (as added by
Senate Bill 19, 87t11 Texas Legislature, Regular Session, "SB 19"), Developer certifies that it
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is not a Company that has a practice, policy, guidance, or directive that discriminates
against a firearm entity or firearm trade association and agrees it will not discriminate
against a firearm entity or firearm trade association during the term of this Agreement.
The terms "discriminates against a firearm entity or firearm trade association" and
"discriminate against a firearm entity or firearm trade association" have the meaning
assigned to the term "discriminate against a firearm entity or firearm trade association"
in Section 2274.001(3), Texas Government Code (as added by SB 19). For purposes of this
paragraph, "Company" means a for -profit organization, association, corporation,
partnership, joint venture, limited partnership, limited liability partnership, or limited
partnership, including a wholly owned subsidiary, majority -owned subsidiary, parent
company, or affiliate of those entities or business associations, that exists to make a profit,
but does not mean a sole proprietorship.
[THE REMAINDER OF THIS PAGE IS INTENTIONALLY BLANK.
SIGNATURE PAGES AND ACKNOWLEDGEMENTS FOLLOW.]
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IN WITNESS WHEREOF, the undersigned Parties have executed this Agreement
on the dates indicated below.
CITY: /
CITY OF GEORGE� , TEXAS
By:
Josh q'chrogfler, Mayor
ATTEST:
By:
Robyn De more, City Secretary
APPROVED AS TO FORM:
By:
Skye4Maon, ity Attorney
STATE OF TEXAS §
COUNTY OF WILLIAMSON §
61-- 1K.—M.M . This instrument was acknowledged before me the r' day of
2025, by Josh Schroeder, Mayor of the City of
Geor t n, Texas, a home -rule city, on behalf of the City.
(seal) LINDA RUTH WHITE
. 4
__°Notary Public, State of Texas
zma : comm. Expires O5-24-2028
.,,,,,, Notary ID 124936123
Consent Agreement
Lakeside Estates MUD
(Lakeside Estates Subdivision)
aL
Notary Pub c, State of Texas
Page 83 of 85
DEVELOPER
LAKESIDE ESTATES GEORGETOWN, LLC,
a Texas limited liability company
Lakeside Estates MGMT, LLC,
A Texas limited liability company,
Its Manager
Sathish Babu Chakka, Manager
STATE OF TEXAS
COUNTY OF
This instrument was acknowledged before me the la:N -day of
2025, by Sathish Babu Chakka, Manager of Lakeside
Estates K4GMT, LLC, a Texas limited liability company, the manager of Lakeside Estates
Georgetown, LLC, a Texas limited liability company, on behalf of said limited liability
companies.
(seal)
a�•��Y Pr//�� BREANA TA1 LOR PEfTASCAUINERN
Notary Public, State of Texas
=u. Comm. Expires 02-29-2028
'a'FoF Notary ID 134788577
Consent Agreement
Lakeside Estates MUD
(Lakeside Estates Subdivision)
Notary Public, State of�ia.s
Page 84 of 85
DISTRICT:
LAKESIDE ESTATES MUNICIPAL UTILITY DISTRICT
By:
Printed Name:
Title: Board President
ATTEST:
Name:
Title: Board Secretary
STATE OF TEXAS §
COUNTY OF WILLIAMSON §
This instrument was acknowledged before me the day of
2025, by , President of Lakeside
Estates Municipal Utility District, a special district formed and operating under Chapters
49 and 54 of the Texas Water Code.
(seal)
Notary Public, State of
Consent Agreement
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(Lakeside Estates Subdivision)
Page 85 of 85
EXHIBIT "A"
LEGAL DESCRIPTION OF THE PROPERTY
FOREST SURVEYING AND 111APPING CO.
T.B.P.LS Firm # 10002000
1002 Ash St.
Georgetown, TX, 78626
DESCRIPTION FOR: Sathish Babu Chakka and EJKK Im-estments LP 722.083 Acres
BEING 722-083 acres of land, situated in the Winslow Tuner Survey, Abstract No. 607, E. Nichols Survey, Abstract No. 916, R K
Allen Survey Abstract No. 908, R. M. Johnson Survey, Abstract No. 359, J. J. Marcus Survey, Abstract No. 712, J. T. Dodson Survey,
Abstract No. 849 and the George J. Asherbrauner Survey, Abstract No. 40, in Williamson County, Texas, said 722.083 acres being
out of two (2) tracts of land, First Tract: being a 704.63 acre tract, of record to EJSB Investments Limited Partnership, Tract One,
Exhibit A-1, Document No. 1998011856, Official Public Records Williamson County, Texas (OPRWCT), Second Tract: being a
17.35 acre tract, of record to EJ%B Investments Limited Partnership, Tract Two, Exhibit A-2, Doctunent No. 1998011856,
(OPRWCT). This tract was surveyed on the ground in June of 2021 under the direction of William F. Forest, Jr., Registered
Professional Land Surveyor No. 1847. Survey note: The bearing basis for this sur-ev is the State Plane Coordinate System, Texas
Central Zone (4203), and being more particularly described by metes and bounds as follows:
BEGINNING, at a' :" iron pin found (steel pin), at the Southwest corner of said 704.63 acre tract, for the Southwest comer hereof
same being the Southeast comer of a 36734 acre tract, of record to Larry W. Evans Trust, Exhibit A, Document No. 2005058838,
(OPRWCT), said point being a point in the North boundary line of a 155.015 acre tract, of record to Cimarron Hills Development,
LLC, Parcel 1, Exhibit A, Document No. 2012087332, (OPRWGI'), said point being on or near the common Survey comer of the J.
T. Dodson Survey and the M. I'vSuray Survey, Abstract No. 827, said point being on or near the North line of the A. H. Porter
Survey, Abstract No. 490, from which a'/ " iron pin found, at the Northwest comer of said 155.015 acre tract, bears: S 68046'19" W,
127.95 feet,
THENCE, with the common boundary line of said 704.63 acre tract and said 307.34 acre tract, along or near the common Sur-ev
line of the J. T. Dodson Survey and the DL \Iurrav Survey, N 21036'16" W, passing at 459.33 feet, a Mag nail in concrete,
S 6802Y44" W, 0.26 feet, and at 459.44 feet, a': _' iron pin found, at a fence corner post, S 68023'44" W,13.62 feet, and passing the
common Survey comer of the J. T. Dodson Survey and the J. J. Marcus Survey and passing at 1935.56 feet, a steel cotton gin
spindle found, S 68023'44" W, 0.45 feet, passing at 3017.57 feet, a steel cotton gin spindle found, and crossing the common Survey
line of the J. J. Marcus Survey and the Winslow Turner Survey, in all a total distance of 4065.14 feet, to a ' i" capped iron pin found,
marked "FOREST RPIS 1847", at the Northeast comer of said 36734 acre tract, for an ell comer hereof
THENCE, continuing with the common boundar- line of said 704.63 acre tract and said 367.34 acre tract, along or near a fence,
S 68043'13" W, passing at 1836.83 feet, a'/_" capped iron pin found, marked "FOREST RPLS 1847" and at 2205.43 feet, k 4" capped
iron pin found, marked "FOREST RPI.S 1847", in all a total distance of 3075.70 feet, to a I/•_" iron pin found, for an angle point
hereof, said point being the Northwest comer of said 367.34 acre tract, said point being a point in the East boundary line of a
1523.34 acre tract, of record to the Braun Family Limited Partnership, Exhibit A, Document No. 2004033001, (OPRWCT),
THENCE, with the common boundary line of said 704.63 acre tract and said 1523.34 acre tract, along or near a fence, the following
three (3) courses and distances:
L (LI) N 23001'34" W,18.72 feet, to a 1/ ' iron pin found, for an angle point hereof,
2. (I.2) N 04051'37" E,11159 feet, to a I/_" iron pin found, for an angle point hereof,
3. N 21034'40" W, 947.92 feet, to a 1/2" iron pin found, at the Northwest comer of said 704.63 acre tract, for the Northwest
comer hereof; same being the Southwest comer of a 976.24 acre tract, of record to Jerry D. Hawes, Et Al, Volume 492
Page 492, Deed Records Williamson County, Texas, (DRWCT),
THENCE, with the common boundary line of said 704.63 acre tract and said 976.24 acre tract, (13) N 22002'52" E, 71.47 feet, to a
IA" capped iron pin found, marked "WILCO", for an angle point hereof, said point being the West comer of said 1735 acre tract,
THENCE, with the common boundary line of said 17.35 acre tract and said 976.24 acre tract, N 16022'56" E, 595.69 feet, to a 4"
metal/steel fence comer post, for an angle point hereof,
THENCE, continuing with the common boundary line of said 1735 acre tract and said 976.24 acre tract, along or near a fence, the
following twenty seven (27) courses and distances:
L N 20040'51" E, 606.20 feet, to a 4" metal/steel fence comer post, for an angle point hereof,
2- (IA) N 09025'58" W, 223.20 feet, to a 4" metal/steel fence comer post, for an angle point hereof,
3. (13) N 20056'0l" E, 99.51 feet, to a 4" metal/steel fence corner post, for an angle point hereof,
4. (L6) N 47M'13" E, 209.55 feet, to a 4" metal/steel fence comer post, for an angle point hereof
S. (IM N 36016'08" E, 355.71 feet, to a 4" metal/steel fence comer post, for an angle point hereof„
Exhibit "A" - Page 1 Of 3
Baba -_' Acces Page 2 of 3
6. (L8) N 05033'44" E,18.45 feet, to a 4" metal/steel fence corner post, for an angle point hereof,
7. (L9) N 27°16'40" W,127.34 feet, to a 4" metal/steel fence comer post, for an angle point hereof,
8. (110) N 27024'40" E, 33.56 feet, to a 4" metal/steel fence comer post, for an angle point hereof,
9. (LU) N 41038'18" E, 300.40 feet, to a 4" metal/steel fence comer post, for an angle point hereof,
10. (112) N 02000'16" E,169.12 feet, to a 4" metal/steel fence comer post, for an angle point hereof,
11. (IA3) N 17020'10" E, 33.35 feet, to a 4" metal/steel fence comer post, for an angle point hereof,
12. (IA4) N 7305147" E, 221.45 feet, to a 4" metal/steel fence comer post, for an angle point hereof,
13. (I15) S 58051'35" E,131.38 feet, to a 4" metal/steel fence comer post, for an angle point hereof,
14. (116) N 75001f32" E,171.51 feet, to a 4" metal/steel fence comer post, for an angle point hereof,
15. (117) S 65-10'16" E, 317.64 feet, to a 4" metal/steel fence comer post, for an angle point hereof,
16. (118) S 71036'37" E, 391.46 feet, to a 4" metal/steel fence comer post, for an angle point hereof,
17. (119) N 89005'42" E, 203.29 feet, to a 4" metal/steel fence comer post, for an angle point hereof,
18. (L2D) N 67-03-28" E, 382.45 feet, to a 4" metal/steel fence comer post, for an angle point hereof,
19. (L21) S 93046123" E, 217.89 feet, to a 4" metal/steel fence comer post, for an angle point hereof
20. (L22) N 55054-04" E,161.40 feet, to a 4" metal/steel fence comer post, for an angle point hereof,
21. (L73) S 49016-24" E, 208.24 feet, to a 4" metal/steel fence comer post, for an angle point hereof,
22. (124) S 79015'36" E, 343.70 feet, to a 4" metal/steel fence comer post, for an angle point hereof,
23. (L25) N 14041'59" W, 397.49 feet, to a 4" metal/steel fence comer post, for an angle point hereof,
24. (126) N 48013101" E,174.00 feet, to a 4" metal/steel fence comer post, for an angle point hereof,
23. (IM) N 63038'32" E, crossing the common Survey line of the Winslow- Turner Survey and the R. K. Allen Survey, Abstract
No. 908, in all a total distance of 221.31 feet, to a 4" metal/steel fence comer post, for an angle point hereof,
26. (L28) N 77055'26" E, crossing the common Survey line of the R. IC Allen Survey and the Eltie Nichols Survey, in all a
total distance of 202.65 feet, to a brass disc in concrete found, United States Armv Corps of Engineers (USACE), for an
angle point hereof
27. (1.29) S 20000'43" E,159.75 feet, to a brass disc in concrete found (USACE), for an angle point hereof said point being the
lower East comer of said 17.35 acre tract, same being an angle point of said 704.63 acre tract, same being the upper West
comer of a 2236.43 acre tract, of record to United States Amy Corps of Engineers, described partially in Volume 600,
Page 752 and Volume 605, Page 940, (DRWC'I),
THENCE, with the common boundary line of said 704.63 acre tract and said 2236.43 acre tract, along or near a fence, the
following nine (9) courses and distances:
L (I30) S 20004130" E,173.72 feet, to a brass disc in concrete found (USACE), for an angle point hereof
2. (131) N 60057'44" E, 483.79 feet, to a 60D nail found, for the Northeast comer hereof
3. (I32) S 54050'44" E, crossing the common Surrey line of the Elvie Nichols Survey and the IL AL Johnson Sun-ec, and
passing at 197.66 feet, a brass disc in concrete found (USACE), in all a total distance of 462.67 feet, to a 60D nail found,
for an angle point hereof,
4. (133) N 83021'13" E, 222.95 feet, to a brass disc in concrete found (USACE), for an angle point hereof,
5. S 58018'50" E,1893.72 feet, to a brass disc in concrete found (USACE), for an angle point hereof,
Exhibit "A" - Page 2 of 3
Baba -_= Acies Page 3 of 3
6. S 02o34'00" W, passing at 306.25 feet, a brass disc in concrete found (USACE), S 87026'00" E, 2.50 feet and crossing the
common Sun-ev line of the R M. Johnson Survev and the George J. Asherbrauner Sun-ev, in all a total distance of 591.97
feet, to a brass disc in concrete found (USACE), for an angle point hereof,
7. S 57001'18" E, 831.23 feet, to a brass disc in concrete found (USACE), for an angle point hereof,
8. N 68o29'06" E, 303.58 feet, to a brass disc in concrete found (USACE), for an ell comer hereof, said point being on or near
the common Survev line of the George J. Asherbrauner Sun-ev and the J. J. Pharr Sun-ev, Abstract No. 843
9. along or near the common Sun-ev line of the George J. Asherbrauner Survey and the J. J. Pharr Survev, S 21o06'20" E,
3045.91 feet, to a ' 2" capped iron pin found, marked "HOOFER", at the Southeast comer of said 704.63 acre tract, for the
Southeast comer hereof, said point being in the West line of said 2236.43 acre tract, said point being the Upper Northeast
of a 20.020 acre tract, of record to Marc Christenson & Deidra Christenson, Tract 1, Exhibit A, Document No. 2020110550,
(OPRWCT), said point being on or near the common corner of George J. Asherbratner Survev and the J. J. Pharr Survev,
said point being on or near the North line of the A. H. Porter Sun-ev, from which a brass disc in concrete found (USACE),
at the Southwest comer of said 2236.43 acre tract, bears: S 20051'52" E, 40.09 feet,
THENCE, with the common boundary line of said 704.63 acre tract and said 20.020 acre tract, along or near a fence, along or near
the common Sun-ev line of the George J. Asherbrauner Sun-ev and the A. H. Porter Sun-ev, S 68o18'59" W, passing at 332.80 feet, a
' -" capped iron pin found, marked "FOREST RPLS 1847", at the Northwest comer of said 20.020 acre tract, N 21c4l'01" W. 0.56
feet, said point being an ell comer of a 209.281 acre tract, of record to Harrison 209, LLC, Document No. 2020012734, (OPR\F-CT),
and continuing with the North bound.un- line of said 209.281 acre tract and passing at 989.92 feet, a''=" capped iron pin found,
marked "FOREST RPLS 1847", N 21o4l'01" W, 0.56 feet, in all a total distance of 1172.41 feet, to a t/_ ' iron pin found, for an angle
point hereof,
THENCE, continuing with the common bou ndan-1une of said 704.03 acre tract and said 209.281 acre tract, along or near a fence,
along or near the common Sun-ev line of the George J. Asherbratner Sun-ev and the A. H. Porter Sun-ev, S 68104'12" W, 296.08
feet, to a''t" ion pin found, for an angle point hereof,
THENCE, with the conuuon boumduti line of said iO4.63 acre tract and said 209.28E acre tact, along or near a fence, along or near
the conuuon Sun-ev line of the George J. Asherbrauner Survev and the A. H. Porter Survey, S 68009'23" W, crossing the common
comer of George J. Asherbrauner Sun-ev and the J. T. Dodson Survev, in all a total distance of 185.07 feet, to a ' capped iron pin
found, marked "HOOVER", for an angle point hereof, said point being the Northwest corner of said 209.281 acre tract, same
being the Northeast comer of said 155.015 acre tract,
THENCE, with the common boundan line of said 704.63 acre tract and said 155.015 acre tract, along or near a fence, along or near
the conuuon Sun-ev Tune of the J. T. Dodson Survey and the A. H. Porter Sun-ev, the following two (2) courses and distances:
1. S 0899'58" W, 1362.29 feet, to a ' --' iron pin found, for an angle point hereof,
2. S 68049'26" W, 1365.21 feet, to the POINT OF BEGINNING, and containing 722.083 acres, more or less.
STATE OF TEXAS
ISOW ALL \IEN BV THESE PRESENTS:
:Ka1�A`M61901MAIMMI:tilM910
I, W\I. F. FOREST, JR., do hereby certify that this sun-ev was made on the ground of the property legalh- described hereon, under
me supervision. This description is true and correct to the best of my knowledge and belief. The attached plat identifies any
significant boundary line conflicts, shortages it area, apparent promnsions, intrusions or overlapping of improvements. This
property- abuts a public roadway, except as shown. Ownership and easement information for this tract has not been researched
except as shown on the attached plat.
TO CERTIFY WHICH, WITNESS my hand and seal at Georgetown, Texas,
this, die 16th day of fine 2021, A.D. File: Babu 722 Acres.doc
1 ...............•...............
WJI.F. FOREST JR.
REGISTERED PROFESSIONAL LAND SURVEYOR NO. 1847 ••'
Siu*-erutg Services are regulated be the Tesas Board of Professi aal Eiguaeers aid Laid Si�ors
191- S litentate 35 Ansun, TX -S-41, US (Sl') 440---'3
Exhibit "A" — Page 3 Of 3
EXHIBIT B
Additional Land Development Standards
A. Land Use Areas and Required Unit Mix
The type of development within the Land must be in compliance with the Land
Use Summary shown in color and development type description in the legend on the
Land Plan.
In addition, to achieve housing type diversification, the following mix of Lot sizes
is required:
UNIT MIX
Residential Lot Width (in feet),
except as noted with
Required Percentage (out of 1,312 Units)
45'
25% maximum
50'
25% maximum
60'
20% minimum
70/80'
20% minimum
>0.5 acre lots'
10% minimum
B. Minimum Dwelling Size:
All Single-family detached dwellings shall contain a minimum of 1,200 square feet
of enclosed living space, exclusive of porches, decks, and garages.
C. Architectural Standards for Single -Family Residential and Condominiums
(1) Exterior Material Treatment
a) 85% of the exterior surface area of all front elevations, all street -facing elevations,
and all elevations facing public/private parkland shall consist of brick, stone, or
stucco (exclusive of windows, doors, or other openings); and
b) 85% of the side and rear elevations not facing a public right-of-way shall consist
brick, stone or stucco on the first floor (exclusive of windows, doors or other
openings) and brick, stone, stucco or cement -based siding on the second floor; and
c) 85% of street -facing side of homes that back onto or are adjacent to arterial roads
or residential collectors shall consist of brick, stone, or stucco on the street -facing
side (exclusive of windows, doors, or other openings).
Consent Agreement
Lakeside Estates MUD Page 1 of 3
EXHIBIT B
(2) Front Elevation Features.
At least a minimum of two (2) of the following design options shall be incorporated into
front elevations and included on the architectural plans submitted for building permits:
a) Covered front porch or patio with a minimum size of 60 square feet;
b) A garage door recessed from the primary front facade a minimum of two feet (2'-
0") for garage doors that face the front street;
c) Enhanced garage door materials (wood, ornamental metal, decorative door,
window inserts, and hardware, painted or stained to match the house);
d) Trellis (at least 18" deep) above the garage door;
e) A combination of at least two (2) roof types (e.g. hip and gable) or two (2) different
roof planes of varying height and/or direction;
f) Two (2) or more masonry finishes to compliment the architectural style of the
home; or
g) The addition of one or more dormers on the front elevation to complement the
architectural style of the home.
(3) Roofs
a) All single family detached dwellings shall have a minimum roof pitch of 6:12,
except porch coverings or secondary roof features.
b) Roof overhang of 18" permitted within side setback.
D. Streetscape Requirements
1) Street tree plantings shall follow Section 12.06 of the UDC, except that shade trees
are permitted in the following two areas if tree root barriers are provided: (a) trees
in public rights of way, and (b) trees in a landscape area that is less than ten feet
wide.
2) An 8-foot tree landscape area with plastic root barrier will be provided for all street
tree applications.
3) Minimum 8-foot-wide landscape area shall be provided in between the curb and
sidewalk for street tree plantings within neighborhoods where homes are alley
loaded.
4) Street Trees shall be spaced an average of 40 feet on center, except when in conflict
with streetlight pole, fire hydrant, drainage inlet, driveway, or other utility
conflict.
5) If allowed by the County, the sidewalks shall be allowed to overlap into a PUE to
accommodate the extra right of way width designated for street tree landscape
area.
Consent Agreement
Lakeside Estates MUD Page 2 of 3
EXHIBIT B
*Sidewalks may be located within the street's public utility easement or right-of-way and
may meander in and out of either as approved by the County. If located within the PUE,
a public access easement shall be granted by either the recording of a plat or separate
instrument, and shall be identified on any subsequent plans.
Consent Agreement
Lakeside Estates MUD Page 3 of 3
EXHIBIT C
Additional Land Development Standards Checklist
INSTRUCTIONS: Builder to complete and submit to the City of Georgetown, Texas:
Initial Submittal to Inspections - with application for Building Plans
Resubmittal to Inspections - with application for Building Permit.
COMPLIANCE CHECKLIST
ARCHITECTURAL STANDARDS FOR
SINGLE-FAMILY RESIDENTIAL:
PART A: RESIDENCE ADDRESS — to be completed by Builder Representative
Lot: Block: Phase: Street Address:
I
[printed name of authorized Builder
Representative making the representations and certifications] ("Builder Representative"), being an
authorized agent of
[Builder company name] ("Builder"), hereby certify that the residential structure located at the
address shown above has been constructed by Builder in compliance with the Williamson County Municipal Utility
District Architectural Standards as set forth in that certain CONSENT AGREEMENT BETWEEN THE CITY OF
GEORGETOWN AND LAKESIDE GEORGETOWN ESTATES, LLC. dated to be effective on
and recorded in the Official Public Records of Williamson County, Texas as Document
No.
Signature of Authorized Builder Representative
PART B: COMPLIANCE CHECKLIST —to be completed by Builder Representative
IMPORTANT:
• The following Compliance Checklist must bear the signature of the Builder Representative for each element
listed. Submittal of an incomplete Compliance Checklist will result in denial of issuance of a Building Permit,
request for Final Inspection, and/or request for issuance of a Certificate of Occupancy.
• Signature of the Builder Representative shall constitute a representation, warranty, and certification by the
Builder Representative that the residence is, or will be on construction, in compliance with the corresponding
element on the Compliance Checklist.
• The City will not issue a Building Permit, schedule a Final Inspection, and/or issue a Certificate of Occupancy
unless the City confirms that the residence is in compliance with all elements on the Compliance Checklist.
Page 1 of 2
EXHIBIT C
EXHIBIT C
PART B1: COMPLIANCE CHECKLIST —EXTERIOR MATERIALS *
Exterior Material Treatment
Builder Representative
Signature
At least 85% of the exterior surface area of all front elevations, all street
facing elevations, and all elevations facing public/private parkland shall
consist of brick, stone, or stucco (exclusive of windows, doors or any other
openings);
The side and rear elevations not facing a public right-of-way shall consist
of at least 85% brick, stone or stucco on the first floor (exclusive of
windows, doors or any other openings) and brick, stone or cement based
siding on the second floor and;
Street facing side of homes that back onto or are adjacent to arterial
roads or residential collectors shall consist of 85% brick, stone or stucco on
the street facing side (exclusive of windows, doors or any other openings).
_
PART 132: COMPLIANCE CHECKLIST — FRONT ELEVATION FEATURES At minimum of two (2) of
the following design options must be incorporated into front elevations and included
on the architectural plans submitted for building permits.**
Front Elevation Features
* * Roof overhang of 18" permitted within side setback.
Builder Representative Signature
Covered front porch or patio with a minimum size of sixty (60)
square feet;
A garage door recessed from the primary front facade a minimum
of two feet (2'0") for garage doors that face the front street;
Enhanced garage door materials (wood, ornamental metal,
decorative door, window inserts and hardware, painted or stained
to match house);
-
Trellis (at least 18" deep) above the garage door;
A combination of at least two roof types (e.g. hip and gable) or
two (2) different roof planes of varying height and/or direction;
Two (2) or more masonry finishes to compliment the architectural
style of the home; or
The addition of the one or more dormers on the front elevation to
compliment the architectural style of the home.
Page 2 of 2
EXHIBIT C
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EXHIBIT G
Exhibit I
INTENTIONALLY DELETED
m �
°w iw
Jos ate~
(L PROP CROSS CREEK RD
-(-)40'-79' CL EXIST CROSS CREEK RD
F
135-159'
67.5'-79' TOTA4 ROW 67.5'-79' _
0' -128. 5' 60 T70'1 0' -89. 5' 0' -50'
PROPOSED ROW TOTAL APPARENT ROW PROPOSED ROW PIPELINE EASEMENT
0'-10' 60,
P.U. E.I EXISTING APPARENT ROW ,
PROPOSED PAVEMENT I
11' 11' 14' I 11' 11'
LANE LANE MEDIAN LANE LANE
2 0% - - 2.0%
(USUAL) (USUAL) — — — — — — — — — — — — — — — — — —I
AXIS OF ROTATION NEGATIVE LENGTH INDICATES OFFSET
TO THE LEFT OF THE EXISTING TL
INTERIM CROSS CREEK RD TYPICAL SECTION
EXHIBIT J
�l r � Lakeside Estates of Georgetown
26000Via orue399 `' Cross Creek Road South Segment Cross Section
TerraceAustin, Texas 78746 Georgetown, Williamson County, Texas
State of Texas Registration No. F-928
January 2025
Exhibit K
INTENTIONALLY DELETED
Exhibit L
Lakeside Estates Municipal Utility District
Finance Plan (ETJ MUD) $0.9750 Tax Rate
July 30, 2025
Executive Summary
Land Use
Estimated Construction Costs(a)
Type of Development
Acreage
#Lots/Sq. Ft.
Developer Contribution Items
Single Family Lots
408.80
1,312
Water Improvements (includes impact fees)
$
33,775,500
Existing Towers
11.50
Wastewater Improvements
38,613,190
Hotel/Resort
14.60
150
Storm Sewer Improvements
35,293,500
W WTP
14.70
Contingencies
Amenity Center
2.70
subtotal $
107,682,190
Parkland
43.40
District Items
ROW, Floodplain, Open Space
226.40
Otfsite Water Improvements
$
7,025,000
Total
722.10
1,462
Otfsite Wastewater hnprovemenis
2,219,040
Offsite Roadway Improvements
38,000,000
Contingencies
-
subtotal $
47,244,040
Other
Roadways
$
31,498,500
Impact Fees (1,350 LUE's @ $11,000/LUE)
-
Park & Recreational Facilities
4,899,606
subtotal $
36,398,106
Total Construction Costs $
191,324,336
Creation and Organizational Costs
150,000
Total Construction, Creation, Operation
Costs $
191,474,336
Estimated Developer Interest (2 yrs. @ 5.00%)
$
19,132,434
Total Reimbursable Costs $
210,606,769
(a) Provided by Kimky Hom Iadudes Eagiveeriag & Coafi g
ies
Projected Assessed Valuation
Number of
Acreage
House
Lot
Total Lots
Value
Parcel
56.16 $
1,504,352
$ 265,474
$ 1,769,826 43
$
76,102,500
Parcel
10.36
1,595,025
281,475
1,876,500 10
18,765,000
Parcel
16.06
1,595,025
281,475
1,876,500 11
20,641,500
Pareel7
44.96
1,455,290
256,816
1,712,106 52
89,029,500
Pareel8
19.66
1,548,387
273,245
1,821,632 19
34,611,000
Parcel
33.36
921,257
162,575
1,083,831 132
143,065,750
Pareel 10
32.46
932,176
164,502
1,096,677 127
139,278,000
Parcel 11
28.96
912,436
161,018
1,073,454 119
127,741,000
Parcel 12
21.86
861,700
152,065
1,013,764 104
105,431,500
Parcel 13
8.36
854,991
150,881
1,005,872 37
37,217,250
Parcel 14
15.56
858,142
151,437
1,009,579 76
76,728,000
Parcel 15
13.76
952,016
168,003
1,120,019 52
58,241,000
Pared 16
24.46
928,194
163,799
1,091,992 99
108,107,250
Parcel 17
12.16
918,616
162,109
1,080,725 50
54,036,250
Parcel 18
28.86
823,768
145,371
969,139 153
148,278,250
Parcel 19
41.86
823,291
145,287
968,577 228
220,835 618
Total
408.80
1312
$
1,458,109,368
$
1,458,109,368
Single -Family
22,500,000
Resort (150 Rooms @ $150K/Room)
Projected Ultimate Assessed Value
RnnA rcc..nc
$
1,480,609,368
Year
Bond Issue
Site
Developer
Reimbursement
Surplus Operating
Funds
Total Reimbursements
Issued By*
2027
$ 16,700,000
$ 13,442,050
$ -
$ 13,442,050
District
2028
19,000,000
15,308,500
-
15,308,500
District
2029
16,500,000
13,279,750
-
13,279,750
District
2030
3,810,000
3,000,250
-
3,000,250
District
2031
25,385,000
20,567,350
-
20,567,350
District
2032
23,000,000
18,627,000
-
18,627,000
District
2033
23,000,000
18,627,000
-
18,627,000
District
2034
23,000,000
18,627,000
-
18,627,000
District
2035
23,000,000
18,554,500
-
18,554,500
District
2036
23,000,000
18,554,500
-
18,554,500
District
2037
23,000,000
18,554,500
-
18,554,500
District
2038
23,000,000
18,554,500
-
18,554,500
Limited District
2039
11,850,000
9,520,303
-
9,520,303
Limited District
2040
6,760 000
5,389 566
5,389,566
Limited District
$ 261005 000
$ 210,606,769
$
$ 210,606,769
* Total par amount of bonds issued by the District is $219 395 000 and the total par amount of bonds issued by the Limited District is $41 610 000.
Taxes
Debt Service
Maintenance & Operation
Total
Debt Service
Maintenance & Operation
Total
Debt Service
Maintenance & Operation
Total
2027
2028
2029
2030
2031
$ 0.3105
0.6645
$ 0.3985
0.5765
$ 0.4985
0.4765
$ 0.4900
0.4850
$ 0.5670
0.4080
$ 0.9750
$ 0.9750
$ 0.9750
$ 0.9750
$ 0.9750
2032
2033
2034
2035
2036
$ 0.6190
0.3560
$ 0.6505
0.3245
$ 0.7160
0.2590
$ 0.7835
0.1915
$ 0.8510
0.1240
$ 0.9750
$ 0.9750
$ 0.9750
$ 0.9750
$ 0.9750
*Assumes Limited District begins in 2038.
Public Finance Group hu prepared the following analysis utilizing the Developer's existing load Plan as well as estimated roars, values and lot absorptions as provided
by the Developer, and hblw R ..a Group makes as assurances that the prp,M within the Disoia will be developed is the manner herein described.
No one other than the Developer roa rely oa theve projections.
2037
2038*
2039
$ 0.8910
0.0840
$ 0.3812
0.0688
$ 0.4160
0.0340
$ 0.9750
$ 0.4500
$ 0.4500
Pik: 7.30.25 1
PUBLIC
FINANCE
GIOLT "
Lakeside Estates Municipal Utility District
of Costs - Water Bonds
Total
Estimated
Construction Costs Costs
1. Water Improvements (includes impact fees) $ 33,775,500
2. Offsite Water Improvements 7,025,000
3. Creation and Organizational Costs 150,000
4. Developer Interest (2 yrs @ 5.00%) 4,080,050
Total Construction Costs 45,030,550
Non Construction Costs
A.
Legal Fees (3.0%)
$
1,680,300
B.
Financial Advisor Fee (2.5%)
1,400,250
C.
Capitalized Interest (2 yrs. @ 5.00%)
5,601,000
D.
Bond Discount (3%)
1,680,300
E.
Cost of Issuance
221,565 (a)
F.
Attorney General's Review Fee (0.10% or $9,500 Max)
56,010
G.
TCEQ Review Fee (0.25%)
140,025
H.
Bond Application Report (x4)
200,000
Total Non -Construction Costs
$
10,979,450
TOTAL
BOND ISSUE REQUIREMENT
$
56,010,000
(a)
The cost of issuance includes the following costs:
Estimated (4 Series)
Publication of Notice of Sale
$
2,000
TCEQ Filing Fee
2,000
Disclosure Counsel
48,000
IRS Form 8038 filing Fee
1,000
Bond Preparation Fee
3,000
Courier Deliveries, Faxes, Copies, Postage
1,000
Printing & Shipping OS
4,800
Reimbursement Report
56,000
Rating
101,500
Miscellaneous
2,265
$
221,565
PUBLIC
FINANCE
Lakeside Estates Municipal Utility District
of Costs -Road Bonds
Total
Estimated
Construction Costs Costs
1. Roadways $ 31,498,500
2. Offsite Roadway Improvements 38,000,000
3. Developer Interest (2 yrs @ 5.00%) 6,949,850
Total Construction Costs 76,448,350
Non Construction Costs
A.
Legal Fees (3.0%)
$
2,831,550
B.
Financial Advisor Fee (2.5%)
2,359,625
C.
Capitalized Interest (2 yrs. @ 5.00%)
9,438,500
D.
Bond Discount (3%)
2,831,550
E.
Cost of Issuance
181,040 (a)
F.
Attorney General's Review Fee (0.10% or $9,500 Max)
94,385
G.
TCEQ Review Fee (0.25%)
-
H.
Bond Application Report (x4)
200,000
Total Non -Construction Costs
$
17,936,650
TOTAL
BOND ISSUE REQUIREMENT
$
94,385,000
(a)
The cost of issuance includes the following costs:
Estimated (4 Series)
Publication of Notice of Sale
$
2,000
TCEQ Filing Fee
2,000
Disclosure Counsel
48,000
IRS Form 8038 filing Fee
1,000
Bond Preparation Fee
3,000
Courier Deliveries, Faxes, Copies, Postage
1,000
Printing & Shipping OS
4,800
Reimbursement Report
-
Rating
116,000
Miscellaneous
3,240
$
181,040
PUBLIC
FINANCE
Lakeside Estates Municipal Utility District
Construction Costs
1. Wastewater Improvements
2. Storm Sewer Improvements
3. Offsite Wastewater Improvements
4. Developer Interest (2 yrs @ 5.00%)
of Costs - W
Total Construction Costs
Non Construction Costs
A. Legal Fees (3.0%)
B. Financial Advisor Fee (2.5%)
C. Capitalized Interest (2 yrs. @ 5.00%)
D. Bond Discount (3%)
E. Cost of Issuance
F. Attorney General's Review Fee (0.10% or $9,500 Max)
G. TCEQ Review Fee (0.25%)
H. Bond Application Report (x5)
TOTAL BOND ISSUE REQUIREMENT
Bonds
Total Non -Construction Costs
(a) The cost of issuance includes the following costs:
Publication of Notice of Sale
TCEQ Filing Fee
Disclosure Counsel
IRS Form 8038 filing Fee
Bond Preparation Fee
Courier Deliveries, Faxes, Copies, Postage
Printing & Shipping OS
Reimbursement Report
Rating
Miscellaneous
4
Total
Estimated
Costs
$ 38,613,190
35,293,500
2,219,040
7,612,573
83,738,303
$ 3,115,500
2,596,250
10,385,000
3,115,500
285,972 (a)
103,850
259,625
250,000
$ 20,111,697
$ 103,850,000
Estimated (5 Series)
$ 2,500
2,500
60,000
1,250
3,750
1,250
6,000
70,000
137,000
1.722
$ 285,972
PUBLIC
FINANCE
GK( UP1a.
Lakeside Estates Municipal Utility District
of Costs -Park & Recreational Bonds
Total
Estimated
Construction Costs Costs
1. Park & Recreational Facilities $ 4,899,606
2. Developer Interest (2 yrs @ 5.00%) 489,961
Total Construction Costs 5,389,566
Non Construction Costs
A.
Legal Fees (3.0%)
$
202,800
B.
Financial Advisor Fee (2.5%)
169,000
C.
Capitalized Interest (2 yrs. @ 5.00%)
676,000
D.
Bond Discount (3%)
202,800
E.
Cost of Issuance
46,174 (a)
F.
Attorney General's Review Fee (0.10% or $9,500 Max)
6,760
G.
TCEQ Review Fee (0.25%)
16,900
H.
Bond Application Report
50,000
Total Non -Construction Costs
$
1,370,434
TOTAL
BOND ISSUE REQUIREMENT
$
6,760,000
(a)
The cost of issuance includes the following costs:
Estimated (1 Series)
Publication of Notice of Sale
$
500
TCEQ Filing Fee
500
Disclosure Counsel
12,000
IRS Form 8038 filing Fee
250
Bond Preparation Fee
750
Courier Deliveries, Faxes, Copies, Postage
250
Printing & Shipping OS
1,200
Reimbursement Report
14,000
Rating
14,500
Miscellaneous
2,224
$
46,174
PUBLIC
FINANCE
Lakeside Estates Municipal Utility District
Land Development Schedule
Lots to be Developed
2026
2027
2028
2029
2030
2031
2032
2033
2034
2035
Total
Parcel
43
0
0
0
0
0
0
0
0
0
43
Parcel
10
0
0
0
0
0
0
0
0
0
10
Parcel
11
0
0
0
0
0
0
0
0
0
11
Parcel
52
0
0
0
0
0
0
0
0
0
52
Parcel
0
19
0
0
0
0
0
0
0
0
19
Parcel
0
1 132
0
0
0
1 0
0
0
0
0
132
Parcel 10
0
0
127
0
0
1 0
0
0
0
1 0
127
Parcel ll
0
0
119
0
0
0
0
0
0
0
119
Parcel12
0
0
0
104
0
0
0
0
0
0
104
Parcel13
0
0
0
0
37
0
0
0
0
0
37
Parcel14
0
0
0
0
76
0
0
0
0
0
76
Parcel15
0
0
0
0
0
52
0
0
0
0
52
Parcel16
1 0
1 0
0
1 0
0
99
1 0
1 0
1 0
0
99
Parcel17
0
0
0
0
1 0
0
50
0
0
1 0
50
Parcel18
0
0
0
0
0
0
153
0
0
0
153
Parcel 19
0
0
0
0
0
0
0
228
0
0
228
Total Lots Developed
116
151
246
104
113
151
203
228
0
0
1312
116 267 513 617 730 881 1084 1312 1312 1312
Homes Constructed
2026
2027
2028
2029
2030
2031
2032
2033
2034
2035
Total
Parcel
0
43
0
0
0
0
0
0
0
0
43
Parcel
0
10
0
0
0
0
0
0
0
0
10
Parcel
0
11
0
0
0
0
0
0
0
0
11
Parcel
0
36
16
0
0
0
0
0
0
0
52
Parcel
0
0
19
0
0
0
0
0
0
0
19
Parcel
0
0
1 115
17
0
0
1 0
0
0
0
132
Parcel 10
0
0
0
127
0
0
0
0
0
1 0
127
Parcel ll
0
0
0
6
113
0
0
0
0
0
119
Parcel12
0
0
0
0
37
67
0
0
0
0
104
Parcel13
0
0
0
0
0
37
0
0
0
0
37
Parcel14
0
0
0
0
0
46
30
0
0
0
76
Parcel15
0
0
0
0
0
0
52
0
0
0
52
Parcel16
0
0
0
0
0
0
1 68
1 31
0
0
99
Parcel17
0
0
0
0
0
0
0
50
0
0
50
Parcel18
0
0
0
0
0
0
0
69
184
0
153
Parcel 19
0
0
0
0
1 0
0
0
0
66
162
228
Total Homes Constructed
0
100
150
150
1 150
1 150
150
150
150
1 162
1312
0 100 250 400 650 900 1050 1200 1350 1512
Resort
Acres Rooms Year
7.30 75 2030
7.30 75 2031
14.60 150
PUBLIC
FINANCE
GROUP""
MM06Lakeside Estates Municipal Utility District
PROJECTED ULTIMATE ASSESSED VALUATION
Projected 2026 Assessed Valuation $ 6,351,000
Cumulative
0 houses
Plus:
0 Houses
@
1,504,352 /House
Parcel 1
$
0
0 Houses
@
1,595,025 /House
Parcel
-
0
0 Houses
@
1,595,025 /House
Parcel
-
0
0 Houses
@
1,455,290 /House
Parcel?
-
0
0 Houses
@
1,548,387 /House
Parcel 8
-
0
0 Houses
@
921,257 /House
Parcel
-
0
0 Houses
@
932,176 /House
Parcel 10
-
0
0 Houses
@
912,436 /House
Parcel 11
-
0
0 Houses
@
861,700 /House
Parcel 12
-
0
0 Houses
@
854,991 /House
Parcel 13
-
0
0 Houses
@
858,142 /House
Parcel 14
-
0
0 Houses
@
952,016 /House
Parcel 15
-
0
0 Houses
@
928,194 /House
Parcel 16
-
0
0 Houses
@
918,616 /House
Parcel 17
-
0
0 Houses
@
823,768 /House
Parcel 18
-
0
0 Houses
@
823,291 /House
Parcel 19
-
0
0
-
43 lots
Plus:
43 Lots
@
265,474 /Lot
Parcel 1
11,415,375
10 lots
10 Lots
@
281,475 /Lot
Parcel
2,814,750
11 lots
11 Lots
@
281,475 /Lot
Parcel
3,096,225
52 lots
52 Lots
@
256,816 /Lot
Parcel?
13,354,425
0 lots
0 Lots
@
273,245 /Lot
Parcel 8
-
0 lots
0 Lots
@
162,575 /Lot
Parcel
-
0 lots
0 Lots
@
164,502 /Lot
Parcel 10
-
0 lots
0 Lots
@
161,018 /Lot
Parcel 11
-
0 lots
0 Lots
@
152,065 /Lot
Parcel 12
-
0 lots
0 Lots
@
150,881 /Lot
Parcel 13
-
0 lots
0 Lots
@
151,437 /Lot
Parcel 14
-
0 lots
0 Lots
@
168,003 /Lot
Parcel 15
-
0 lots
0 Lots
@
163,799 /Lot
Parcel 16
-
0 lots
0 Lots
@
162,109 /Lot
Parcel 17
-
0 lots
0 Lots
@
145,371 /Lot
Parcel 18
-
0 lots
0 Lots
@
145,287 /Lot
Parcel 19
-
116
116
30,680,775
127.53
Less:
###### Acres
@
15,000 /Acre
(1,912,875)
Projected 2027
Assessed Valuation
$ 35,118,900
Cumulative
43 houses
Plus:
43 Houses
@
1,504,352 /House
Parcel 1
$ 64,687,125
10
10 Houses
@
1,595,025 /House
Parcel
15,950,250
11
11 Houses
@
1,595,025 /House
Parcel
17,545,275
36
36 Houses
@
1,455,290 /House
Parcel?
52,390,437
0
0 Houses
@
1,548,387 /House
Parcel 8
-
0
0 Houses
@
921,257 /House
Parcel
-
0
0 Houses
@
932,176 /House
Parcel 10
-
0
0 Houses
@
912,436 /House
Parcel 11
-
0
0 Houses
@
861,700 /House
Parcel 12
-
0
0 Houses
@
854,991 /House
Parcel 13
-
0
0 Houses
@
858,142 /House
Parcel 14
-
0
0 Houses
@
952,016 /House
Parcel 15
-
0
0 Houses
@
928,194 /House
Parcel 16
-
0
0 Houses
@
918,616 /House
Parcel 17
-
0
0 Houses
@
823,768 /House
Parcel 18
-
0
0 Houses
@
823,291 /House
Parcel 19
-
100
100
150,573,087
IPUBLIC
FINANCE
7
GROLT"'
43 lots
Plus:
0 Lots
@
265,474 /Lot
Parcel 1
-
10 lots
0 Lots
@
281,475 /Lot
Parcel
-
11 lots
0 Lots
@
281,475 /Lot
Parcel
-
52 lots
0 Lots
@
256,816 /Lot
Parcel?
-
19 lots
19 Lots
@
273,245 /Lot
Parcel
5,191,650
132 lots
132 Lots
@
162,575 /Lot
Parcel
21,459,863
0 lots
0 Lots
@
164,502 /Lot
Parcel 10
-
0 lots
0 Lots
@
161,018 /Lot
Parcel 11
-
0 lots
0 Lots
@
152,065 /Lot
Parcel 12
-
0 lots
0 Lots
@
150,881 /Lot
Parcel 13
-
0 lots
0 Lots
@
151,437 /Lot
Parcel 14
-
0 lots
0 Lots
@
168,003 /Lot
Parcel 15
-
0 lots
0 Lots
@
163,799 /Lot
Parcel 16
-
0 lots
0 Lots
@
162,109 /Lot
Parcel 17
-
0 lots
0 Lots
@
145,371 /Lot
Parcel 18
-
0 lots
0 Lots
@
145,287 /Lot
Parcel 19
-
267
151
26,651,513
180.54
Less:
53.01 Acres
@
15,000 /Acre
(795,188)
Projected 2028
Assessed Valuation
$ 211,548,312
Cumulative
43 houses
Plus:
0 Houses
@
1,504,352 /House
Parcel 1
$ -
10
0 Houses
@
1,595,025 /House
Parcel
-
11
0 Houses
@
1,595,025 /House
Parcel
-
52
16 Houses
@
1,455,290 /House
Parcel?
23,284,638
19
19 Houses
@
1,548,387 /House
Parcel 8
29,419,350
115
115 Houses
@
921,257 /House
Parcel
105,944,523
0
0 Houses
@
932,176 /House
Parcel 10
-
0
0 Houses
@
912,436 /House
Parcel 11
-
0
0 Houses
@
861,700 /House
Parcel 12
-
0
0 Houses
@
854,991 /House
Parcel 13
-
0
0 Houses
@
858,142 /House
Parcel 14
-
0
0 Houses
@
952,016 /House
Parcel 15
-
0
0 Houses
@
928,194 /House
Parcel 16
-
0
0 Houses
@
918,616 /House
Parcel 17
-
0
0 Houses
@
823,768 /House
Parcel 18
-
0
0 Houses
@
823,291 /House
Parcel 19
-
250
150
158,648,512
43 lots
Plus:
0 Lots
@
265,474 /Lot
Parcel 1
-
10 lots
0 Lots
@
281,475 /Lot
Parcel
-
11 lots
0 Lots
@
281,475 /Lot
Parcel
-
52 lots
0 Lots
@
256,816 /Lot
Parcel?
-
19 lots
0 Lots
@
273,245 /Lot
Parcel 8
-
132 lots
0 Lots
@
162,575 /Lot
Parcel
-
127 lots
127 Lots
@
164,502 /Lot
Parcel 10
20,891,700
119 lots
119 Lots
@
161,018 /Lot
Parcel 11
19,161,150
0 lots
0 Lots
@
152,065 /Lot
Parcel 12
-
0 lots
0 Lots
@
150,881 /Lot
Parcel 13
-
0 lots
0 Lots
@
151,437 /Lot
Parcel 14
-
0 lots
0 Lots
@
168,003 /Lot
Parcel 15
-
0 lots
0 Lots
@
163,799 /Lot
Parcel 16
-
0 lots
0 Lots
@
162,109 /Lot
Parcel 17
-
0 lots
0 Lots
@
145,371 /Lot
Parcel 18
-
0 lots
0 Lots
@
145,287 /Lot
Parcel 19
-
513
246
40,052,850
241.95
Less:
61.41 Acres
@
15,000 /Acre
(921,188)
Projected 2029
Assessed Valuation
$ 409,328,486
PUBLIC
FINANCE
8 GROUT"'
Cumulative
43 houses
Plus:
0 Houses
@
1,504,352 /House
Parcel 1
$ -
10
0 Houses
@
1,595,025 /House
Parcel
-
11
0 Houses
@
1,595,025 /House
Parcel
-
52
0 Houses
@
1,455,290 /House
Parcel?
-
19
0 Houses
@
1,548,387 /House
Parcel 8
-
132
17 Houses
@
921,257 /House
Parcel
15,661,364
127
127 Houses
@
932,176 /House
Parcel 10
118,386,300
6
6 Houses
@
912,436 /House
Parcel 11
5,474,614
0
0 Houses
@
861,700 /House
Parcel 12
-
0
0 Houses
@
854,991 /House
Parcel 13
-
0
0 Houses
@
858,142 /House
Parcel 14
-
0
0 Houses
@
952,016 /House
Parcel 15
-
0
0 Houses
@
928,194 /House
Parcel 16
-
0
0 Houses
@
918,616 /House
Parcel 17
-
0
0 Houses
@
823,768 /House
Parcel 18
-
0
0 Houses
@
823,291 /House
Parcel 19
-
400
150
139,522,279
43 lots
Plus:
0 Lots
@
265,474 /Lot
Parcel 1
-
10 lots
0 Lots
@
281,475 /Lot
Parcel
-
11 lots
0 Lots
@
281,475 /Lot
Parcel
-
52 lots
0 Lots
@
256,816 /Lot
Parcel?
-
19 lots
0 Lots
@
273,245 /Lot
Parcel 8
-
132 lots
0 Lots
@
162,575 /Lot
Parcel
-
127 lots
0 Lots
@
164,502 /Lot
Parcel 10
-
119 lots
0 Lots
@
161,018 /Lot
Parcel 11
-
104 lots
104 Lots
@
152,065 /Lot
Parcel 12
15,814,725
0 lots
0 Lots
@
150,881 /Lot
Parcel 13
-
0 lots
0 Lots
@
151,437 /Lot
Parcel 14
-
0 lots
0 Lots
@
168,003 /Lot
Parcel 15
-
0 lots
0 Lots
@
163,799 /Lot
Parcel 16
-
0 lots
0 Lots
@
162,109 /Lot
Parcel 17
-
0 lots
0 Lots
@
145,371 /Lot
Parcel 18
-
0 lots
0 Lots
@
145,287 /Lot
Parcel 19
-
617
104
15,814,725
263.81
Less:
21.86 Acres
@
15,000 /Acre
(327,844)
Projected 2030
Assessed Valuation
$
564,337,646
Cumulative
43 houses
Plus:
0 Houses
@
1,504,352 /House
Parcel 1
$ -
10
0 Houses
@
1,595,025 /House
Parcel
-
11
0 Houses
@
1,595,025 /House
Parcel
-
52
0 Houses
@
1,455,290 /House
Parcel?
-
19
0 Houses
@
1,548,387 /House
Parcel 8
-
132
0 Houses
@
921,257 /House
Parcel
-
127
0 Houses
@
932,176 /House
Parcel 10
-
119
113 Houses
@
912,436 /House
Parcel 11
103,105,236
37
37 Houses
@
861,700 /House
Parcel 12
31,882,891
0
0 Houses
@
854,991 /House
Parcel 13
-
0
0 Houses
@
858,142 /House
Parcel 14
-
0
0 Houses
@
952,016 /House
Parcel 15
-
0
0 Houses
@
928,194 /House
Parcel 16
-
0
0 Houses
@
918,616 /House
Parcel 17
-
0
0 Houses
@
823,768 /House
Parcel 18
-
0
0 Houses
@
823,291 /House
Parcel 19
-
550
150
134,988,127
1PUBLIC
FINANCE
9
GROLT"'
43 lots
Plus:
0 Lots
@
265,474 /Lot
Parcel 1
-
10 lots
0 Lots
@
281,475 /Lot
Parcel
-
11 lots
0 Lots
@
281,475 /Lot
Parcel
-
52 lots
0 Lots
@
256,816 /Lot
Parcel?
-
19 lots
0 Lots
@
273,245 /Lot
Parcel 8
-
132 lots
0 Lots
@
162,575 /Lot
Parcel
-
127 lots
0 Lots
@
164,502 /Lot
Parcel 10
-
119 lots
0 Lots
@
161,018 /Lot
Parcel 11
-
104 lots
0 Lots
@
152,065 /Lot
Parcel 12
-
37 lots
37 Lots
@
150,881 /Lot
Parcel 13
5,582,588
76 lots
76 Lots
@
151,437 /Lot
Parcel 14
11,509,200
0 lots
0 Lots
@
168,003 /Lot
Parcel 15
-
0 lots
0 Lots
@
163,799 /Lot
Parcel 16
-
0 lots
0 Lots
@
162,109 /Lot
Parcel 17
-
0 lots
0 Lots
@
145,371 /Lot
Parcel 18
-
0 lots
0 Lots
@
145,287 /Lot
Parcel 19
-
730
113
17,091,788
287.72
Less:
23.91 Acres
@
15,000 /Acre
(358,688)
Projected 2031
Assessed Valuation
$
716,058,872
Cumulative
43 houses
Plus:
0 Houses
@
1,504,352 /House
Parcel 1
$
10
0 Houses
@
1,595,025 /House
Parcel
11
0 Houses
@
1,595,025 /House
Parcel
52
0 Houses
@
1,455,290 /House
Parcel?
19
0 Houses
@
1,548,387 /House
Parcel 8
132
0 Houses
@
921,257 /House
Parcel
127
0 Houses
@
932,176 /House
Parcel 10
119
0 Houses
@
912,436 /House
Parcel 11
-
104
67 Houses
@
861,700 /House
Parcel 12
57,733,884
37
37 Houses
@
854,991 /House
Parcel 13
31,634,663
46
46 Houses
@
858,142 /House
Parcel 14
39,474,537
0
0 Houses
@
952,016 /House
Parcel 15
-
0
0 Houses
@
928,194 /House
Parcel 16
0
0 Houses
@
918,616 /House
Parcel 17
0
0 Houses
@
823,768 /House
Parcel 18
0
0 Houses
@
823,291 /House
Parcel 19
-
700
150
128,843,083
43 lots
Plus:
0 Lots
@
265,474 /Lot
Parcel 1
-
10 lots
0 Lots
@
281,475 /Lot
Parcel
-
11 lots
0 Lots
@
281,475 /Lot
Parcel
-
52 lots
0 Lots
@
256,816 /Lot
Parcel?
-
19 lots
0 Lots
@
273,245 /Lot
Parcel 8
-
132 lots
0 Lots
@
162,575 /Lot
Parcel
-
127 lots
0 Lots
@
164,502 /Lot
Parcel 10
-
119 lots
0 Lots
@
161,018 /Lot
Parcel 11
-
104 lots
0 Lots
@
152,065 /Lot
Parcel 12
-
37 lots
0 Lots
@
150,881 /Lot
Parcel 13
-
76 lots
0 Lots
@
151,437 /Lot
Parcel 14
-
52 lots
52 Lots
@
168,003 /Lot
Parcel 15
8,736,150
99 lots
99 Lots
@
163,799 /Lot
Parcel 16
16,216,088
0 lots
0 Lots
@
162,109 /Lot
Parcel 17
-
0 lots
0 Lots
@
145,371 /Lot
Parcel 18
0 lots
0 Lots
@
145,287 /Lot
Parcel 19
-
881
151
24,952,238
333.23
Less:
45.51 Acres
@
15,000 /Acre
(682,688)
75
Plus:
75 Resort
@
150,000 /Room
11,250,000
Projected 2032
Assessed Valuation
$
880,421,506
Pt BLIC
Fl NXWE
10 GROUP"`
Cumulative
43 houses
Plus:
0 Houses
@
1,504,352 /House
Parcel 1
$ -
10
0 Houses
@
1,595,025 /House
Parcel
-
11
0 Houses
@
1,595,025 /House
Parcel
-
52
0 Houses
@
1,455,290 /House
Parcel?
-
19
0 Houses
@
1,548,387 /House
Parcel 8
-
132
0 Houses
@
921,257 /House
Parcel
-
127
0 Houses
@
932,176 /House
Parcel 10
-
119
0 Houses
@
912,436 /House
Parcel 11
-
104
0 Houses
@
861,700 /House
Parcel 12
-
37
0 Houses
@
854,991 /House
Parcel 13
-
76
30 Houses
@
858,142 /House
Parcel 14
25,744,263
52
52 Houses
@
952,016 /House
Parcel 15
49,504,850
68
68 Houses
@
928,194 /House
Parcel 16
63,117,162
0
0 Houses
@
918,616 /House
Parcel 17
-
0
0 Houses
@
823,768 /House
Parcel 18
-
0
0 Houses
@
823,291 /House
Parcel 19
-
850
150
138,366,275
43 lots
Plus:
0 Lots
@
265,474 /Lot
Parcel 1
-
10 lots
0 Lots
@
281,475 /Lot
Parcel
-
11 lots
0 Lots
@
281,475 /Lot
Parcel
-
52 lots
0 Lots
@
256,816 /Lot
Parcel?
-
19 lots
0 Lots
@
273,245 /Lot
Parcel 8
-
132 lots
0 Lots
@
162,575 /Lot
Parcel
-
127 lots
0 Lots
@
164,502 /Lot
Parcel 10
-
119 lots
0 Lots
@
161,018 /Lot
Parcel 11
-
104 lots
0 Lots
@
152,065 /Lot
Parcel 12
-
37 lots
0 Lots
@
150,881 /Lot
Parcel 13
-
76 lots
0 Lots
@
151,437 /Lot
Parcel 14
-
52 lots
0 Lots
@
168,003 /Lot
Parcel 15
-
99 lots
0 Lots
@
163,799 /Lot
Parcel 16
-
50 lots
50 Lots
@
162,109 /Lot
Parcel 17
8,105,438
153 lots
153 Lots
@
145,371 /Lot
Parcel 18
22,241,738
0 lots
0 Lots
@
145,287 /Lot
Parcel 19
-
1084
203
30,347,175
381.54
Less:
48.31 Acres
@
15,000 /Acre
(724,688)
150
Plus:
75 Resort
@
150,000 /Room
11,250,000
Projected 2033
Assessed Valuation
$
1,059,660,268
Cumulative
43 houses
Plus:
0 Houses
@
1,504,352 /House
Parcel 1
$
10
0 Houses
@
1,595,025 /House
Parcel
11
0 Houses
@
1,595,025 /House
Parcel
-
52
0 Houses
@
1,455,290 /House
Parcel?
-
19
0 Houses
@
1,548,387 /House
Parcel 8
-
132
0 Houses
@
921,257 /House
Parcel
-
127
0 Houses
@
932,176 /House
Parcel 10
-
119
0 Houses
@
912,436 /House
Parcel 11
-
104
0 Houses
@
861,700 /House
Parcel 12
-
37
0 Houses
@
854,991 /House
Parcel 13
-
76
0 Houses
@
858,142 /House
Parcel 14
-
52
0 Houses
@
952,016 /House
Parcel 15
-
99
31 Houses
@
928,194 /House
Parcel 16
28,774,000
50
50 Houses
@
918,616 /House
Parcel 17
45,930,813
69
69 Houses
@
823,768 /House
Parcel 18
56,839,996
0
0 Houses
@
823,291 /House
Parcel 19
-
1000
150
131,544,809
PUBLIC
FINANCE
11
GROUT"'
43 lots
Plus:
0 Lots
@
265,474 /Lot
Parcel 1
-
10 lots
0 Lots
@
281,475 /Lot
Parcel
-
11 lots
0 Lots
@
281,475 /Lot
Parcel
-
52 lots
0 Lots
@
256,816 /Lot
Parcel?
-
19 lots
0 Lots
@
273,245 /Lot
Parcel 8
-
132 lots
0 Lots
@
162,575 /Lot
Parcel
-
127 lots
0 Lots
@
164,502 /Lot
Parcel 10
119 lots
0 Lots
@
161,018 /Lot
Parcel 11
104 lots
0 Lots
@
152,065 /Lot
Parcel 12
37 lots
0 Lots
@
150,881 /Lot
Parcel 13
76 lots
0 Lots
@
151,437 /Lot
Parcel 14
52 lots
0 Lots
@
168,003 /Lot
Parcel 15
99 lots
0 Lots
@
163,799 /Lot
Parcel 16
50 lots
0 Lots
@
162,109 /Lot
Parcel 17
153 lots
0 Lots
@
145,371 /Lot
Parcel 18
228 lots
228 Lots
@
145,287 /Lot
Parcel 19
33,125,343
1312
228
423.40
Less:
41.86 Acres
@
15,000 /Acre
150
Plus:
0 Resort
@
150,000 /Room
Projected 2034
Assessed Valuation
Cumulative
43 houses
Plus:
0 Houses
@
1,504,352 /House
Parcel 1
$
10
0 Houses
@
1,595,025 /House
Parcel
11
0 Houses
@
1,595,025 /House
Parcel
-
52
0 Houses
@
1,455,290 /House
Parcel?
-
19
0 Houses
@
1,548,387 /House
Parcel 8
-
132
0 Houses
@
921,257 /House
Parcel
-
127
0 Houses
@
932,176 /House
Parcel 10
-
119
0 Houses
@
912,436 /House
Parcel 11
-
104
0 Houses
@
861,700 /House
Parcel 12
-
37
0 Houses
@
854,991 /House
Parcel 13
-
76
0 Houses
@
858,142 /House
Parcel 14
-
52
0 Houses
@
952,016 /House
Parcel 15
-
99
0 Houses
@
928,194 /House
Parcel 16
-
50
0 Houses
@
918,616 /House
Parcel 17
-
153
84 Houses
@
823,768 /House
Parcel 18
69,196,517
66
66 Houses
@
823,291 /House
Parcel 19
54,337,185
1150
150
43 lots
Plus:
0 Lots
@
265,474 /Lot
Parcel 1
-
10 lots
0 Lots
@
281,475 /Lot
Parcel
-
11 lots
0 Lots
@
281,475 /Lot
Parcel
-
52 lots
0 Lots
@
256,816 /Lot
Parcel?
-
19 lots
0 Lots
@
273,245 /Lot
Parcel 8
-
132 lots
0 Lots
@
162,575 /Lot
Parcel
-
127 lots
0 Lots
@
164,502 /Lot
Parcel 10
-
119 lots
0 Lots
@
161,018 /Lot
Parcel 11
-
104 lots
0 Lots
@
152,065 /Lot
Parcel 12
-
37 lots
0 Lots
@
150,881 /Lot
Parcel 13
-
76 lots
0 Lots
@
151,437 /Lot
Parcel 14
-
52 lots
0 Lots
@
168,003 /Lot
Parcel 15
-
99 lots
0 Lots
@
163,799 /Lot
Parcel 16
-
50 lots
0 Lots
@
162,109 /Lot
Parcel 17
-
153 lots
0 Lots
@
145,371 /Lot
Parcel 18
-
228 lots
0 Lots
@
145,287 /Lot
Parcel 19
-
1312
0
423.40
Less:
0.00 Acres
@
15,000 /Acre
150
Plus:
0 Resort
@
150,000 /Room
Projected 2035
Assessed Valuation
33,125,343
(627,844)
$ 1,223,702,576
123,533,702
$ 1,347,236,278
12
PUBLIC
FINANCE
GROUT"'
Cumulative
43 houses
Plus:
0 Houses
@
1,504,352 /House
Parcel 1 $ -
10
0 Houses
@
1,595,025 /House
Parcel -
11
0 Houses
@
1,595,025 /House
Parcel -
52
0 Houses
@
1,455,290 /House
Parcel? -
19
0 Houses
@
1,548,387 /House
Parcel 8 -
132
0 Houses
@
921,257 /House
Parcel
127
0 Houses
@
932,176 /House
Parcel 10
119
0 Houses
@
912,436 /House
Parcel 11 -
104
0 Houses
@
861,700 /House
Parcel 12 -
37
0 Houses
@
854,991 /House
Parcel 13 -
76
0 Houses
@
858,142 /House
Parcel 14 -
52
0 Houses
@
952,016 /House
Parcel 15 -
99
0 Houses
@
928,194 /House
Parcel 16 -
50
0 Houses
@
918,616 /House
Parcel 17 -
153
0 Houses
@
823,768 /House
Parcel 18 -
228
162 Houses
@
823,291 /House
Parcel 19 133,373,090
1312
162
133,373,090
43 lots
Plus:
0 Lots
@
265,474 /Lot
Parcel 1 -
10 lots
0 Lots
@
281,475 /Lot
Parcel -
11 lots
0 Lots
@
281,475 /Lot
Parcel -
52 lots
0 Lots
@
256,816 /Lot
Parcel? -
19 lots
0 Lots
@
273,245 /Lot
Parcel 8 -
132 lots
0 Lots
@
162,575 /Lot
Parcel -
127 lots
0 Lots
@
164,502 /Lot
Parcel 10 -
119 lots
0 Lots
@
161,018 /Lot
Parcel 11 -
104 lots
0 Lots
@
152,065 /Lot
Parcel 12 -
37 lots
0 Lots
@
150,881 /Lot
Parcel 13 -
76 lots
0 Lots
@
151,437 /Lot
Parcel 14 -
52 lots
0 Lots
@
168,003 /Lot
Parcel 15 -
99 lots
0 Lots
@
163,799 /Lot
Parcel 16 -
50 lots
0 Lots
@
162,109 /Lot
Parcel 17 -
153 lots
0 Lots
@
145,371 /Lot
Parcel 18 -
228 lots
0 Lots
@
145,287 /Lot
Parcel 19 -
1312
0
-
423.40
Less:
0.00 Acres
@
15,000 /Acre
-
150
Plus:
0 Resort
@
150,000 /Room
-
Projected 2036
Assessed Valuation
$ 1,480,609,368
13 1PUBLIC
FINANCE
GROLT"'
Lakeside Estates Municipal Utility District
Summary of Costs
Esr3mated
Water
Water
Winer
Water
Roads
Roads
Roads
Roads
Wastewater
Wastewater
Wastewater
War4water
Wastewater
Park
Park
Covslruaion Coati
Corp
2W7
2028
3029
2030
2W1
2032
2033
2034
2035
2036
207
2038
2039
2040
MO
Tohl
C-i. Coats and Developer -A
$ 210,456,769
$ 13,292,050
$ 15,308,5W
$ 13,279,750
$ 3,W0,250 $
20,567350
$ 18,627000
$ 18,627000
$ 18627 W0
$ 18,554,5W
$ 18,554,5W
$ 18,554,500
$ 18,554,SW
$ 9,520,303
$ 5,389,566
$
S 210A56,769
subtotal 210,456.169
Park and Recreational FeGlltles
13.292.050
15308,500
13.219.7
3.OW.250
20,567350
18.627.000
18.627.000
18.621.OW
18554.5W
18554.500
18.554M
185545W
9.520303
5389566
-
210,456.169
Total Covsrrucllon c-
$ 210A5C769
$ 13.292.050
$ 1530&5110
$ 13,Y1.7.
$ 3.-0 m $
20.561.350
$ 18.62].000
$ 18.629.000
$ 18.627,000
$ 18554300
$ 185m4
$ 18.554.500
$ 18554500
$ 9.520.303
$ 5.38%566
$ -
$ 210.456.769
Novcovslrucllon c-
Leal Fees(3.00%1
$ 501.000
$ 510.000
$ 495.000
$ 114.3W $
761.550
$ 690.000
$ 690.000
$ 6W.W0
$ 6W.W0
$ 6W.W0
$ 690.000
$ 6W.W0
$ 355.500
$ 202.800
$ -
$ 7.830.150
Fi.ia1 Advisory F.(2.50°/o)
417.500
4]5.W0
412.5W
95,250
634.625
575.000
575.000
55.W0
55.W0
55.W0
575.000
515.W0
296.250
169.000
-
6.525.125
Capitalized -A years@5.W%)
1,670,000
1,-,-
1,650,W0
381,W0
2,538,500
2,300,000
2,300,000
2,3W,W0
2,3W,W0
2,3W,W0
2,300,000
2,3W,W0
1,185,000
676,000
-
26,100,500
Bind Diu-(3.00%)
MUM
50,W0
495,W0
1143W
761,550
690,000
690,000
6%,W0
690,W0
6%,W0
690,000
6%,W0
355,500
202,800
-
7,830,150
TCEO Issuarae-MIS %1
41.750
41.1W
41,250
9,525
-
-
-
-
17.1W
51.1.
57.500
11.1W
2M25
16.900
-
416.550
Crwtioo �OperatiwE-,
150.000
-
MANAdtnivisredon
avd Oreavivtion
60.000
W.000
W.000
41.565
46..0
45.000
45.Ooo
45.000
W.000
W.000
60.00o
W.000
45X2
46.174
-
734.751
Attomev Geveral Fee (0 M@
16.700
19.W0
16.5W
3,810
25.385
23.000
23.000
23.-23.-23.-23.000
23.W0
11.810
6.760
-
261.005
Comive ,
6oM Application Repotr C-
S0000
50000
50000
50000
S0000
50000
50000
10,"
10,-
10,"
50000
10,-
10000
10000
700,000
Total Novconstruclion Costs
$ 3,407,950
$ 3,691,5W
$ 3,220,250
$ BW,750 $
4,817,650
$ 4,373,000
$ 4,373,000
$ 4,373,W0
$ 4,445,500
$ 4,445,500
$ 4,445,500
$ 4,445,1W
$ 2,329,697
$ 1,370,434
$ -
$ 50,548,231
Total Bovd Issue Renvirement
$ I6.100.000
$ 19,000,000
$ 1650 .-
$ 3,810.W $
25.385.000
$ 23.000.000
$ 23.000.000
$ 23.000.000
$ 23.-.-
$ 23,OIMI.-
$ 23.000.000
$ 23.-.-
$ 11.850.000
$ 6.760A00
$ -
$ 261.005.000
Prgec[eiA sei Valuation
$ 35.11&900
$ 211,548,312
$ 409.32B.4B6
$ 564.337.646 $
716MU72
$ 880A21.506
$ 1.059.6%268
$ 1.223.-.516
$ 1.347.236.-
$ L480-.-
$ 1.525.027b-
$ 1,510,778.09
$ 1.617.901.833
$ 1666A38.888
$ 1.'/16.432.055
1-Bap
167,440,959
359,883,442
525,585,356
678,128,566
839,330,M7
1,014,850,578
1,182,691,999
1,316,352,852
1,447,266,096
1,513,923,079
1,513,923,079
1,6W,120,994
1,654,304,62A
1,703,933,763
1,,716,432,055
Qumdative Debt Oucvmdive
$ 16,700,000
$ 35,1W,W0
$ 52,2W,W0
$ 56,010,000 $
81,395,000
$ 104,395,000
$ 127,395,000
$ 150,395,W0
$ 113,395,W0
$ 1%,395,W0
$ 219,395,000
$ 242395,W0
$ 254,2A5,000
$ 261,005,000
$ 261,W5,W0
%ofCwmlative Debt to Assessed Velumiov
47.11%
16.88%
12.75%
9.M
11.37%
11.86%
12.02%
12.2 o
12.87/
13.261/o
14.39%
15.43%
11.71%
15.66%
15.21%
ISep
997%
9.92%
9.93%
8.260A
9.70%
10.29%
10.77%
11.43%
11.98%
12.9 A
14.49%
15.09•A0
15.37%
15.32%
15.21%
14 GROUP"'
1PUBLIC
akeside Estates Municipal Utility District
jecdon oflncome and Expenses
Mb is Cash Plow
-h-3% annaalin a nn
Bouds Issued by District-$219,395,000
Bonds Issued by Liadted D6trict-$41,610,000
6.7 0.000 Unlimited Tax BOuds, Series 2027
$3.810.000 Unlimited Tax Bonds,Series 2030
$23.000.000 Unlimited Tax Road BOuds, Series 2033 $23.000.000 Unlimited Tax Bonds, Series 2036
$2J,000.000 Unlimited Tax Bonds, Series 2038
9.000,000 Unlimited Tax Bonds. Series 2028
$25.385.000 Unlimited Tax Road Bonds. Series 2031
$23.000.000 Unlimited Tax Road Bouds, Series 2034 $23.000.000 Unlimited Tax Bonds, Series 203]
$11,850.000 Unlimited Tax Bonds, Series 2039
fiS00,000 Unlimited Tax Bouds, Series 2029
$23,000,000 Uulimited Tex Road Bouds, Series 203E
$23,000,000 Uulimited Tex Bonds, $arias 2035
$6,]60,000 Unlimited Tex Perk Bonds, Series 2040
ared b, Public Finan«G-O LLC
Water
Water Water Water Road Road
Road Road Wastewater
Wastewater
Wastewater
Wastewater
Wastewater
Park
Projected
Tax Rate Tax Investment Total
Proi-d
Proiected Pmiected Proiected Pmiected Pmiected
Pmiected Pmiected Pmiected
Pmiected
Pmiected
Proieet A
Proieet A
Proieet A
Proieeted
Cumulative
Pereeutaae
Assessed
Per Conections Iueome AvaBable
Series 2027
Series 2028 Series 2029 Series 2030 Series 2031 Series 2032
Series 2033 Series 2034 Series 2035
Series 2036
Series 2037
Series 2038
Series2039
Series2040
Total
Debt Faud
of S.b--at
Y- 11suR."
$100 AV. r. 091 Ja 4.0% for Debt
Gu s.96x
.5.00% a5.00% a5.00% a5.00% a5.00%
a5.00% a5.00% a5.00%
a5.00%
a5.00%
gxao°4
axaa i°
rxaa°i°
Debt
Balance
Year's Debt
2026 $ 6,351,000
-
$ 3,6]0,000 (b)
202] $ 35,118900
1 0.3105 $ $ 66,800 $ 1,736,800
$
$
3,636,800 (c)
435.54%
2028 211,548312
0.3985 1091 141172 3,891,316
835,000
$
835,000
41M:316 On
263.66%
2029 409,328,486
0.4985 843,020 188,253 5,737,589
835,000
950,000 S
1,]85,000
4333,589 W
114.49%
2030 564,33],646
0.4900 2,040,503 173,344 6,51 31
1135,11
13]5,000 1,1]5,000 S
3,]85,000
5,300,931 (0
131.08%
2031 716,058,8]2
0.56]0 2,]65,254 212,03] 8,2]8,22]
1,23],233
13]3,]50 1,16],500 265,500 S
4,043,983
6,534,244 (s)
111.34%
2032 880,421,506
0.6190 4,060,054 261,370 10,855,667
1,234,000
1,3]3,984 1,169:500 211,]50 1,819,2'0 S
5,868,484
718],1" '
9].20%
2033 1,059,660,268
0.6505 5,449,809 291,487 13,028,480
1,23],000
1,373,250 1,16],611 272,500 1196,710 1,650,000
$
7,497,111
7,831,369 0)
85.91%
2034 1,223,]02j]6
0.]160 6,893,090 313,255 15,037,714
1,233,750
1,3]3,]50 1,1]0,]50 268,488 1,]94,000 1,625,000
1,650,000 $
9,115,]38
8,221,9]6 0)
76.48%
2035 134],236,278
0.]835 8,761,710 328,8]9 1]312,566
1,236,485
1,3]3,000 1,169,]50 268,500 1,]98,247 1,630,000
1,625,000 1,650,000 $
10,]50,982
8,861,584 (k)
]4.44%
2036 1,480,609,368
0.8510 ]0,15911 6 314163 19,]]1,644
1,239,000
1,378,208 1,16],750 268,]50 1,799,500 1,626141
1130,000 1125,000 1,1]0,000
$
11,904,649
10,166,991 0)
]].80%
203] 1,525:112]19
0.8800 12,599,986 406,680 23,173,660
1,237,000
1,377,500 1,166,626 268,]50 1,]9],250 1,626,000
1,626,441 1,630,000 1,184,000
1,155,000 $
13,068,56]
12,405,093 (ml
8].20%
2038 1,5]0,]]8,4]9
0.3815 13,420,213 496,204 26,321,540
1,238,750
1,377,500 1,1]0,]50 268,934 1,798,500 1,627,000
1,626,000 1,626,441 1,182,250
1,154,]50
1,155,000 $
14,225,875
1%280,665 (n)
258.23%
2039 1,61],901,833
0.4160 1 992 1 131,227 19,804,411
-
- - - - -
- - 1,183,b38
1,154,500
1,1'14,]50
1,650,000 S
5,142:888
15337,523 (o)
250.89%
2040 1,666,438,888
0.4300 6,]30,4]2 613,501 22,681,496
-
- - - - -
- - 1,183,]50
1,157,399
1,154,500
1,625,000
992,5W $
6,113,149
Ibj68,34]
249.57%
2041 1,666,438,888
0.4300 ],165,687 662,734 24396,168
-
- - - - -
- - 11181,750
1,154,000
1,157,399
1,630,000
9]],500
538'000
6,638,649
17,758,119
266.87%
204E 1,666,438,888
0.4300 ],165,687 710,325 25,634,131
-
- - - - -
- - 1,184,]50
1,153,]50
1,154,000
1,626,441
9]],250
558,000
6,654,191
18,9]9,940
285.29%
2043 1,666,438,888
0.4300 ],165,687 759,198 26,904,825
-
- - - - -
- - 1,ISO,bIb
1,153,500
1,153,750
1,626,000
9]],455
561,500
6,652,821
20,252,004
304.261
2044 1,666,438,888
0.4300 ],165,687 810,080 28,227,]]1
-
- - - - -
- - 1,I80,500
1,156,396
1,I53,500
1,62],000
9]8,]50
560,Os4
6,616,229
21,571,542
323.61%
2045 1,666,438,888
0.4300 ],165,687 862,862 29,600,091
-
- - - - -
- - 1,183,250
1,153,000
1,156,396
1,631,500
980,250
561,500
6,665,896
22,934,195
345.09%
2046 1,666,438,888
0.4300 ],165,68] 917,368 31,017,250
-
- - - - -
- - 1,180,]50
1,152,]50
1,153,000
1,626,864
9]Sj00
558,000
6,646,864
243]0,386
366.35%
2047 1,666,438,888
0.4300 ],165,687 974,815 32,510,888
-
- - - - -
- - l,181,341
1,I52,500
1,152,]50
1,630,]50
9]5,941
559,wo
6,652,282
25,858,60b
388.47
2048 1,666,438,888
0.4300 7,165,68] 1,034,344 34,OSB,b38
-
- - - - -
- - 1,I80,]50
1,I55,393
1,I52,500
1,630,250
9]],]50
559,933
6,656,576
2],402,062
411.36%
2049 1,666,438,888
0.4300 ],165,687 1,096,082 35,663,831
-
- - - - -
- - 1,183,000
1,152,000
1,155,393
1,633,000
9]9,250
558,]50
6,661393
29,002,438
435.38%
2050 1,666,438,888
0.4300 ],165,68] 1,160,098 3]328,223
-
- - - - -
- - 1,185,000
1,151,]50
1,152,000
1,630,966
979,250
562,500
6,661,466
30,666,15]
460.83%
2051 1,666,438,888
0.4300 ],165,687 1,226,670 39,059,115
-
- - - - -
- - l,l]9,8IO
1,I5I,500
1,I51,]50
1,632,]50
9]8,621
560,250
6,b54,680
32,404,435
486.43%
205E 1,666,438,888
0.4300 ],165,68] 1,296,177 40,666,299
-
- - - - -
- - 1,183,]50
1,I54,390
1,I5I,500
1,634,500
9]9,]50
557,749
6,661,640
34,204,659
419.53%
2053 1,666,438,888
0.4300 ],165,687 1,368,186 42,738,533
-
- - - - -
- - 1,180,250
2,646,000
1,154,390
1,634,000
980,000
SSSj00
8,153,140
34j85,392
381.15%
2054 1,666,438,888
0.4300 ],165,687 1,383,416 43,134,495
-
- - - - -
- - 1,181,]50
3,571,000
1,151,000
1,632,979
9]8,500
558,]50
9,073,979
34,060,516
338.65%
2055 1,666,438,888
0.4300 ],165,68] 13b2,421 42,SSB,b24
-
- - - - -
- - l,18I,022
4,546,000
1,I50,]50
1,636,250
980,730
563,000
10,05],]52
32,530,872
326.04%
2056 1,666,438,888
0.4300 ],165,687 1301,235 40,997,794
-
- - - - -
- - 1,184,250
4,468,099
1,150,500
1,633,500
980,000
561,2]7
9,9]],625
31,020,168
2]].14
205] 1,666,438,888
0.4300 ],165,687 1,210,807 39,426,662
-
- - - - -
- - 4,345,000
3,881,000
1,153,388
1,633,250
97,750
83,000
11,193,388
28,233,275
241.51%
2058 1,666,438,888
0.4300 ],165,687 1,129,331 36,528,293
-
- - - - -
- - 5357,500
3366,000
1,150,000
1,636,388
97,500
82,750
11,690,138
24,838,155
190.03%
2059 1,666,438,888
0.4300 ],165,687 993,526 32,997,368
-
- - - - -
- - b,]88,199
3318,500
1,149,750
1,634,250
9],503
82,500
13,0]0,]01
19,926,667
143.79%
2060 1,666,438,888
0.4300 ],165,687 797,067 27,889,421
-
- - - - -
- - 8,557,500
2336,318
1,149,500
1,635,250
9],000
82,462
13,858,029
14,031,392
99.73%
2061 1,666,438,888
0.4300 ],165,687 561,256 21,758,335
-
- - - - -
- - -
105,000
12,147,385
1,638,000
96,7 0
82,000
14,069,135
],689,199
53.79%
2062 1,666,438,888
0.4300 ],165,687 307,568 15,162,455
-
- - - - -
- - -
-
12,4]9,250
1,63],66]
96,500
B1,]50
14,295,167
867,288
2].26%
2063 1,666,438,888
0.4300 7,165,687 34,692 8,06],666
-
- - - - -
- - -
-
-
1,638,000
961,500
561 j00
3,181,001
4,816,666
3.6.46%
20M 1,666,438,989
0.4300 ],165,687 195,467 12,27,820
-
- - - - -
- - -
-
-
-
981,]50
562393
1:544,143
10,703,6]]
1905.42%
2065 1,666,438,888
0.4300 7,165,687 428,147 18,297,511
561,750
561,750
17,735,761
$ 259363A82 $ 26.996,841
S 12•798.218
$ 13325M2 $ IMM237 $ 2.151172 $ 12.601497 $ 9,784A41
$ 8.15A41 $ 653L441 S 49.864,376
S 46.700.494 $
51,144301 $
40A24,556 $
19395.249 $
11316.897 $
294,725.062
Projected Aasexsed Valuanmis. Amual
assessed valuanore are provided by Ne appraisal distrims.
Capitalized lvteresl(2ym®5%) mdWWiu S,nes2027bond proceeds S 1,670,000
fucludes Capitalized lmemst (gym Q
5%)imindedm Beres 2029 hood proceeds S 1,900,000
Includes Capitalizedlmmeaz(2MQ5%)
iminded m Seres 2029 hood proceeds S1150,000
fucludes Capitalized ln[meaz(2MQ5%)
iminded m Seres 2030 hood proceeds S 381,000
ncludes Capitalized lnt a(2ym.Q5%)
iminded m Seres 2031 hood proceeds 12,538,500
Iucludes Capitalized luter�Y(2ym.Q5%)
iminded m Seres 2032 bond proceeds $2300,000
Iucludes Capitalized imemst(2ym.Q
5%) iminded N Senea 2033 hood proceeds 12300,000
bclndes Capitalized ln-9(2ym.Q5%)
iucluded iu 9enea 2034 hood proceeds 52300,000
nclndea Capitalized lntuest(gym.Q5%)wcluded
iu 9enea 2035bondproceeds 12300,000
Imindea Capitalized lntuen(2yTs.QS%)wcluded
iu 9enea 2036 hood proceois 12j00,000
bclndes Capitalized ln-9(2ym.Q5%)
wcluded iu Berea 2037 bondproceeds 52300,000
Imindea Capitalized IMt,eA(2y .QS%)wcludediu
Benea2038boodproceois $2,300,000
Iucludes Capitalized lutere&(2ym. Q 5%)included" Smies 2039 bondproceede S 1,185,000
Includes Capitalizedintmeaz(2ym,Q5%) iminded m Banes 240 bond proceeds S 6765000
IFINANCE
15 GROUP"`
akeside Estates Municipal Utility District
rojecdon oflncome and Expenses
City cash Flow - Assumes Lhnited Djstrlct in 2038
Gr ,h.3%annualI Patlon
;16,700,000 UnOmited Tax Bonds, Series 2027
$3,810,000 UnOmind Tax Bonds, Serle, 2030
$23,000,000 U.NmUM Tax Road Bonds, Series 2033
$23,000,000
;19,000,000 Un8m0ed Tax Bonds, Series 2028
$25,385,000 Unfimited Tax Road Bonds, Series 2031
$23,000,000 U.NmUM Tax Road Bonds, Series 2034
$23,000,000
;16,500,000 UnBmited Tax Bonds, Series 2029
$23,000,000 Unfimited Tax Road Bonds, Series 2032
$23,000,000 U,B H,d Tax Bond,, Series 2035
$23,000,000
ared by Public Fimnce Gmnp LLC
Water
Water
Water
Water
Road
Road
Road
Road
Projected
Tax Rate
Tax
Investment
Total
Projected
Proj-e
Projected
Projected
Projected
Projected
Projected
Projected
Projected
Cumulative
P-mta
Assessed
Per
Collections
Income
Available
Series 2027
Serer 2028
Series 2029
Serer 2030
Serle, 2031
Series 2032
Serle, 2033
Series 2034
Total
Debt Fund
of S,b,,gm,t
Year
ymmuonl'l
$100 A.V.
a-
A4o0ti
for Debt
A500
AS.00h
AsoOti
A 'M
aS.00
95-1
A,00%
As.00%
Debt
Balnoce
Year•, Debt
2111
21:101,911,122
0.0616
-
-
-
2039
22,455,967,631
0.0475
13,429,977
-
13,429,977
1,235,682
1,376,000
1,170,250
268,000
1,795,885
1,631,500
1,627,000
1,626,000
10,730,317
2,699,660
25.14%
2040
23, 129,646,660
0.0460
1Q666,585
107,986
13,474,231
1,238,000
1,374,871
1,168,500
272,250
1,801,000
1,626,864
1,631,500
1,627,000
10,739,986
2,734,245
25.44%
2041
23,823:536:060
0.0460
10,639,637
]09,370
13,483,252
1,240,250
1,378,500
1,172,090
271,000
1,7%,750
1,630,750
1,626,864
1,631,500
10,747,705
2,735,548
25A5%
2042
24,538,242,142
0.0421
10,958,827
109,422
13,803,7%
1,2A0,750
1,377,000
1,171,000
269,868
1,800,750
1,630,250
1,630,750
1,626,864
10,747,233
3,056,563
28.42%
2043
25574,389,406
0.0420
10,330,600
122,263
13,509,426
1,2A0,814
1,378,750
1,170,000
272,750
1,799,945
1,633,000
1,630,250
1,630,750
10,756,259
2,753,167
25.58%
2'
26:12:621:011
0.0410
10,615,244
110,127
13,478,537
1,241,500
1,379,962
1,172,500
270,500
1,802,250
1,630,966
1,633,000
1,630,250
10,760927
2,717,610
25.24%
2045
26,813'99,721
0.0400
10,673,375
108,704
13,499,689
1,241,500
1,381,250
1,174,492
273,000
1,799,500
1,632,750
1,630,966
1,633,000
10,766,458
2,733,231
25.39%
216
27,611007:713
0.0385
10,725,440
109,329
13,568,000
1,239,500
1,381,750
1,172,250
270,288
1,804,500
1,634,500
1,632,750
1,630,966
10,766,503
2,801,497
26.01%
2047
28 446:547,944
0.0375
10,632,933
112,060
13,546,490
1,241,364
1,380,000
1,174,500
271,750
1,803,659
1,634,000
1,634,500
1,632,750
10,772,523
2,773,966
25.74%
2048
29,299,944:312
0.0365
10,667,455
110,959
13,552,380
11.44,250
1,381,962
1,11,750
2731
1,801,500
1,632y79
1,634:000
1,634,500
10,776,941
2,775,439
25.75%
2049
30, 178:942,714
0.0350
10,1,480
111:0161
13,580,937
1,240,500
1,384,500
1,173,816
273,750
1,803,500
1,636:250
1,632979
1,634,000
10,779,296
2,801,641
26.01%
2010
31:084,310:995
0.0345
10,562,630
112,066
13,476,336
1,244,1000
1,380,250
1,174,250
269,189
1,802,500
1,633,500
1,636,250
1,632,979
10,7' 18
2,1 918
25.06%
2051
32,016:840,32:
0.0325
10,724,087
108,117
13,535,122
1,246,067
1,383,500
1,173:250
274,000
1,804,756
1,633,250
1,633:500
1,636150
10,784,573
2,750:548
25.50%
2052
32,977 34 53
0.0275
10,405,473
110,022
13,266,044
11,250
1,384,103
1,175,000
273150
1,806,250
1,636,388
1,633,250
1,633,500
10,785:990
2,480,053
25.99%
2053
33,966:665,901
0.0230
9,068,770
99,202
11:648,025
-
1,386,000
1,174,549
272,000
1,805,500
1,634,250
1,636,388
1,633,250
9,541,937
2,106:088
25:m%%
2054
34,915,665,878
0.0195
7,812,333
14,244
10,002:665
-
-
1,176,000
270,319
1,11 250
1,635,250
1,634,250
1,636,388
8,158,457
1,844,208
26.39%
2055
36:035,235,854
0.0171
6,822,205
73,768
8,740, 181
-
-
-
273,000
1,808,711
1,638,000
1,635,250
1,634,250
6,989,211
1,750970
26.05%
2016
37:116,292,930
0.01020
6, 11:0251
70,039
7,983,034
-
-
-
-
1,811,250
1,637,667
1,638,000
1,635,250
61722,167
1,260,867
25.66%
2057
38,229,781,710
0.0075
4:453955
50,435
5,765,257
-
-
-
-
-
1,638,000
1,637,667
1,638,000
4,913,667
851,590
26.00%
2058
39,376,675,169
0.0030
34,01
3,752,887
-
-
-
-
-
-
1,638:000
1,637,667
3:275,667
477,220
29.13%
2059
40,557975,424
1:167,131
1181300
19089
1,677,609
1638000
1638000
39,609
$ 190.094.564
$ 1.872,281
$
17378.927
$ 20,708.397 $
18.767,198 $
4,617.914
$ 32.454,456
$ 31,040.114
$ 32.667,114
$ 34,293.114
$ 191927.237
(a) Pr jetted Assessed Vacation,. Acmal assessed vaWaOom are provided by the appraisal &i ias
rFUtVWZ
p�UB/�� *�`
16 Iasi
> o
°wzN
0 5
12'
10'
to- 15' CoG WATER EASEMENT
15' PUE
SIDEWALK
6' I 6' SIDEWALK
FLEXIBLE BASE
TREATED SUBG
DE
25' 25'
F.O.C. TO F.O.C. 94, F.O.C. TO F.O.C.
R.O.W.
LAKESIDE ESTATES BOULEVARD CROSS SECTION
EXHIBIT
M
Iftl v*Hom Lakeside Estates of Georqetown 0 20 40
2600 Via Fortuna lI ``'' Lake Side Estates Blvd Cross Section
Terrace I, Suite 300
Austin, Texas 78746 Georgetown, Williamson County, Texas
State of Texas Registration No.F-928 July 2025 GRAPHIC SCALE IN FEET
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Exhibit N-2
EXHIBIT O
LOT LANDSCAPING REQUIREMENTS
In addition to the landscaping requirements set forth in the City's Code of Ordinances
and UDC, the follow provisions shall apply to landscaping on the Land:
• No person may plant or install St. Augustine grass anywhere within the Land.
• No sod maybe placed inside yards that are less than 10' in width.
Consent Agreement
Lakeside Estates MUD Page 1
EXHIBIT P
MAINTENANCE AGREEMENT
HOMEOWNERS
ASSOCIATION, INC.
FOR THE
LAKESIDE ESTATES MUNICIPAL UTILITY DISTRICT
NOTE ON THE USE OF THIS FORM: The Consent Agreement requires either
the District or the FICA to maintain certain improvements This form is drafted as
if the FICA will maintain the improvements, and therefore must be revised or
duplicated if the District maintains some or all of those areas.
STATE OF TEXAS §
COUNTY OF WILLIAMSON §
This Maintenance Agreement (this "Agreement") is made to be effective as of the
Effective Date (defined below) by and between the CITY OF GEORGETOWN,
TEXAS, a home -rule city located in Williamson County, Texas (the
LAKESIDE ESTATES GEORGETOWN, LLC, a Texas limited liability company,
("Developer"), and , a Texas non- profit corporation
(the "HOA")], (individually, a "Far " and collectively, the "Parties"), and is as
follows:
RECITALS
WHEREAS, the Lakeside Estates Municipal Utility District (the "District") is a municipal
utility district within the City's extraterritorial jurisdiction authorized by the Consent
Agreement between the City, the Developer, and, on its creation the District, attached to
Ordinance No. passed and approved by the
Georgetown City Council on , 2025 (the
"Consent Agreement"), consisting of approximately 722.1 acres of land in Williamson
County, Texas, more particularly described in that certain Special Warranty Deed dated
July 12, 2021 from EJKK Investments Limited Partnership, a Texas limited partnership, to
Lakeside Estates Georgetown, LLC, a Texas limited liability company, recorded in the
Official Public Records of Williamson County, Texas as Document No. 2021111746, as
corrected by Document No. 2022124883, and also described by metes and bounds and
surveyor's sketch on Exhibit A attached to the Consent Agreement, and
WHEREAS, it is anticipated that at full build out the District will have approximately
1,312 single family residential lots, a hotel/resort on 14.6 acres, an amenity center on 2.7
acres, 43.4 acres of public parkland, and related rights of way, public trails, and open
space areas; and
Maintenance Agreement (FORM)
Lakeside Estates MUD
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EXHIBIT P
WHEREAS, the HOA is a nonprofit corporation having as its members all persons
or entities becoming a holder of all or a portion of the fee simple interest in any Lot
in the District, which membership in the HOA is not severable from the ownership of
the Lot; and
WHEREAS, the Consent Agreement requires either the District or the HOA to,
among other things, maintain the HOA Areas/Improvements (as defined in the
Consent Agreement), and the District Areas/Improvements (as defined in the
Consent Agreement) in accordance with the terms of the Consent Agreement and
this Agreement; and
WHEREAS, the HOA has the authority to levy HOA Assessments against the Lots
within the District to provide a permanent source of funding for the HOA to pay for
performing its responsibilities under this Agreement; and
WHEREAS, pursuant to the Consent Agreement and Related Agreements (as
defined in the Consent Agreement), the HOA Areas/Improvements have been or will
be conveyed to the HOA, in trust for the public, and will be maintained by the HOA;
and
WHEREAS, the HOA acknowledges and agrees that the County has exclusive
jurisdiction and control of the ROW (as defined in the Consent Agreement); and
NOW, THEREFORE, in consideration of the premises, in furtherance of the mutual
benefits to be derived by the general public and the members of the HOA, and other
good and valuable consideration, the receipt and sufficiency of which are hereby
acknowledged, the City, the Developer, and the HOA agree as follows:
1. RECITALS AND AGREEMENT ADOPTED. The recitals set out above are true
and correct and are hereby incorporated into this Agreement by this reference as
though each were set out in full herein. In addition, the Consent Agreement and
Related Agreements are incorporated into this Agreement as if all were set out in
full.
2. DEFINITIONS. In addition to the terms defined in the Recitals to this Agreement,
(i) capitalized words used in this Agreement and not defined herein will have the
meanings set out in the Consent Agreement, and (ii) the following words, shall, when
capitalized, have the following meanings when used in this Agreement:
"Developer" has the meaning given in the Consent Agreement.
Maintenance Agreement (FORM)
Lakeside Estates MUD
Page 2 of 12
EXHIBIT P
"District AreaslImprovements" means, for the purposes of this Agreement,
means, collectively, all areas and improvements other than the District
Wastewater Improvements (defined in the Consent Agreement) that are
to be owned and maintained by the District (i.e., not by the HOA, the
City, or any other Governmental Authority or an End Buyer), including,
without limitation, the Private Amenity Center Improvements, Private
Amenity Center Site, Public Parkland, Public Parkland Improvements,
Drainage Facilities, Entry Monumentation, Walls and Fencing, Sidewalks
and Sidewalk Easements (within the boundaries of the Land), and the
Open Space Areas, all of which are required to be maintained in
perpetuity by the District. [NOTE: Definition subject to revision to allocate
between District and HOA]
"HOA AreaslImprovements" means, for the purposes of this Agreement,
collectively, all areas and improvements to be owned and maintained by
the HOA (i.e., not by the City, the District, or any other Governmental
Authority or an End Buyer), including, without limitation, the Private
Amenity Center Site, Private Amenity Center Improvements, Public
Parkland, Public Parkland Improvements, Private Drainage Facilities,
Entry Monumentation, Walls and Fencing, Sidewalks and Sidewalk
Easements (within the boundaries of the Land), and Open Space Areas,
all of which are required to be maintained in perpetuity by the HOA.
[NOTE: Definition subject to revision to allocate between District and HOA]
"HOA Assessments" means the assessments the HOA imposes for the
purposes of, among other things, funding its obligations under this
Agreement.
3. MAINTENANCE REQUIREMENTS.
3.1 The HOA shall, at its sole cost and expense, perform or cause to be performed,
all repairs, maintenance, and replacement work when and as needed to keep
the HOA Areas/Improvements, in good condition suitable for use and
enjoyment by the public including, but not limited to, regular mowing, edging,
trimming; regular landscape maintenance including re -planting of trees,
shrubs and other landscaping to replace dead or diseased plantings; regular
weed, ant, mosquito and algae control; irrigation, and irrigation system
maintenance and repair; keeping the areas free of all trash and debris and
properly functioning; painting; striping; and other work necessary to maintain
the HOA Areas/Improvements in perpetuity, and to replace those elements at
the end of their useful life. The HOA shall be solely responsible for
maintenance of the HOA Areas/Improvements, and the City and the District
Maintenance Agreement (FORM)
Lakeside Estates MUD
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EXHIBIT P
shall have no obligations for same.
3.2 The HOA shall, at its sole cost and expense, perform or cause to be performed,
all maintenance and repair work related to the Private Drainage Facilities
including, but not limited to, regular mowing, clearing, and weed control, and
keeping the areas free of all trash and debris and proper functioning as
drainage facilities.
3.3 Beginning after the Effective Date, between the dates December 1st and
February 28th of the following year, and any time there is a possibility of
freezing temperatures, the HOA shall turn off the irrigation systems' timers
and shall only operate the irrigation systems manually in order to prevent the
icing of improved areas and equipment.
4. WATER CONSERVATION. The HOA agrees that it will install and maintain drought -
resistant landscaping and water conserving natural turf, and will not install, or allow to
be installed, St. Augustine grass anywhere in the HOA Areas/Improvements.
5. NO LIENS. The HOA shall not cause, suffer or allow any liens to be placed on the District
Areas/Improvements by, through or under the HOA.
6. HOA ASSESSMENTS.
6.1 The HOA shall levy HOA Assessments in such amounts necessary to
perform its responsibilities under this Agreement.
6.2 The HOA shall also levy HOA Assessments in amounts, as reasonably
determined by the City, necessary to maintain reserves, and ultimately
replace, the HOA Areas/Improvements at the end of their useful life.
7. Developer Responsibilities to HOA. Until the later of (i) the date on which the
assessments to be collected from End Buyers produce sufficient funds to perform the
obligations of the HOA under this Agreement, and (ii) the date on which Developer
Completes or causes Completion of construction of the HOA Areas/Improvements
serving or located within the Land, Developer will be jointly and severally
responsible for performing the HOA's obligations under this Agreement. For
purposes hereof, the HOA will be deemed to have sufficient funds to perform its
obligations if the HOA has operated for two (2) consecutive years after Completion
of all District Areas/Improvements without requiring any subsidies from Developer.
8. INSURANCE.
8.1 Prior to the commencement of any work in the HOA Areas/Improvements
Maintenance Agreement (FORM)
Lakeside Estates MUD
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EXHIBIT P
under this Agreement, the HOA shall furnish copies of all required
endorsements and an original completed Certificate(s) of Insurance to the
City Manager (as defined in the Consent Agreement), which shall be clearly
labeled with the legal name of the HOA in the Description of Operations
block of the Certificate. The Certificate(s) shall be completed by an agent
and signed by a person authorized by that insurer to bind coverage on its
behalf. The City will not accept Memorandum of Insurance or Binders as
proof of insurance. The Certificate(s) or form must have the agent's
signature, including the signer's company affiliation, title and phone
number, and be mailed, with copies of all applicable endorsements, directly
from the insurer's authorized representative to the City. Failure to obtain
and maintain the required insurance shall constitute a material default of
this Agreement. No officer or employee, other than the City Manager, shall
have authority to waive this requirement.
8.2 Notwithstanding the provisions of Section 7.3 below, the City reserves
the right to review the insurance requirements of this Article during the
effective period of this Agreement and any extension or renewal hereof
and to modify insurance coverages and their limits when deemed
necessary and prudent by the City Manager based upon changes in
statutory law, court decisions, or circumstances surrounding this
Agreement. In no instance will the City allow modification at the
request of the HOA whereupon the City may incur increased risk.
8.3 The HOA's financial integrity is of interest to the City; therefore, subject
to the HOA's right to maintain reasonable deductibles in such amounts
as are approved by the City, the HOA shall obtain and maintain in full
force and effect for the duration of this Agreement, and any extension
hereof, at the HOA's sole expense, insurance coverage written on an
occurrence basis, by companies authorized and admitted to do business
in the State of Texas and with an A.M. Best's rating of no less than A-
(VII), in the following types and for an amount not less than the amount
listed:
Maintenance Agreement (FORM)
Lakeside Estates MUD
Page 5 of 12
EXHIBIT P
TYPE
AMOUNTS
Workers' Compensation
Statutory
Employers' Liability
$1,000,000 / $1,000,000 / $1,000,000
Commercial General Liability Insurance to
include coverage for the following:
For Bodily Injury and Property
Damage of $1,000,000 per occurrence;
Premises operations
$2,000,000 General Aggregate, or its
*b. Independent Contractors
equivalent in Umbrella or Excess
Products/completed operations
Liability Coverage
Personal Injury
Contractual Liability
*f. Environmental Impairment/Impact
sufficiently broad to cover disposal liability
*g. Broad form property damage, to include
fire legal liability
Business Automobile Liability
Owned/leased vehicle
Non -owned vehicle
Combined Single Limit for Bodily
Hired Vehicles
Injury and Property Damage of
$1,000,000 per occurrence
*May be waived by City Manager if not applicable to activities performed by the
HOA
8.4 The City shall be entitled, upon request and without expense, to receive
copies of the policies, declaration page and all endorsements thereto as they
apply to the limits required by the City, and may require the deletion,
revision, or modification of particular policy terms, conditions, limitations
or exclusions (except where policy provisions are established by law or
regulation binding upon either of the parties hereto or the underwriter of
any such policies) as may be required to comply with the terms of this
Agreement. The HOA shall be required to comply with any such requests
and shall submit a copy of the replacement Certificate of insurance to the
City at the address provided below within 30 days of the requested change.
The HOA shall pay any costs incurred resulting from said changes.
City of Georgetown
Attn. City Manager
P.O. Box 409
Georgetown, TX 78627
Maintenance Agreement (FORM)
Lakeside Estates MUD
Page 6 of 12
EXHIBIT P
8.5 The HOA agrees that with respect to the above required insurance, all
insurance policies are to contain or be endorsed to contain the following
provisions:
8.5.1 Name the City, its officers, officials, employees, volunteers, and
elected representatives as additional insured's by endorsement,
as respects operations and activities of, or on behalf of, the named
insured performed under contract with the City, with the
exception of the workers' compensation and professional liability
policies; and
8.5.2 Provide for an endorsement that the "other insurance" clause
shall not apply to the City when the City is an additional insured
shown on the policy; and
8.5.3 Workers' compensation and employers' liability policies will
provide a waiver of subrogation in favor of the City.
8.6 The HOA agrees to give the City written notice of any suspension,
cancellation, non -renewal or material change in coverage of any of the
insurance policies required to be obtained and maintained by the HOA
under the terms of this Agreement. Within five (5) calendar days of a
suspension, cancellation or non -renewal of coverage, the HOA shall
provide a replacement Certificate of Insurance and applicable
endorsements to the City. The City shall have the option to suspend the
HOA's authorization and liability under this Agreement should there be a
lapse in coverage at any time during this Agreement. Failure to provide
and to maintain the required insurance shall constitute a material breach of
this Agreement.
8.7 Nothing herein contained shall be construed as limiting in any way the
extent to which the HOA may be held responsible for payments of damages
to persons or property resulting from the HOA's performance of the work
covered under this Agreement.
8.8 It is agreed that the HOA's insurance shall be deemed primary and non-
contributory with respect to any insurance or self-insurance carried by the
City for liability arising out of operations under this Agreement.
8.9 It is understood and agreed that the insurance required is in addition to and
separate from any other obligation contained in this Agreement.
Maintenance Agreement (FORM)
Lakeside Estates MUD
Page 7 of 12
EXHIBIT P
9. INDEMNIFICATION. THE HOA INDEMNIFIES THE CITY ONLY FOR CLAIMS
ATTRIBUTED TO THE HOA AND THE HOA ASSUMES ENTIRE RESPONSIBILITY
AND LIABILITY FOR ANY CLAIM OR ACTIONS BASED ON OR ARISING OUT
OF INJURIES, INCLUDING DEATH, TO PERSONS OR DAMAGES TO OR
DESTRUCTION OF PROPERTY, SUSTAINED OR ALLEGED TO HAVE BEEN
SUSTAINED IN CONNECTION WITH OR TO HAVE ARISEN OUT OF OR
INCIDENTAL TO THE PERFORMANCE OF THE ACTIVITIES DESCRIBED IN
SECTION 3 ABOVE BY THE HOA, ITS AGENTS AND EMPLOYEES, AND ITS
SUBCONTRACTORS, THEIR AGENTS AND EMPLOYEES.
10. TERM. This Agreement shall be effective from the Effective Date and shall continue
in effect until the earlier of (i) the District is annexed and dissolved, pursuant to the
terms hereof, and its obligations are fully assumed by the City, at the City's sole
election, or (ii) until this Agreement is terminated in writing by mutual agreement of
the parties, or as otherwise provided herein or allowed by law.
11. ASSIGNMENT. The HOA shall not assign, sublet, or transfer its interest in this
Agreement without prior written consent of the City, which may be withheld for any
reason. If consent is granted, it shall then be the duty of the HOA, its successors and
assigns, to give prompt written notice to the City of any assignment or transfer of any
of the HOA's rights in this Agreement.
12. MISCELLANEOUS PROVISIONS.
12.1 Laws Observance. The HOA shall not do, nor cause to be done, anything on or
to the HOA Areas/Improvements during the term of this Agreement in
violation of the laws of the United States, the State of Texas, or any of the
ordinances of the City.
12.2 No Waiver. No waiver by the City of any default or breach of any covenant,
condition, or stipulation herein contained shall be treated as a waiver of any
subsequent default or breach of the same or any other covenant, condition, or
stipulation hereof.
12.3 Severability. In case any one or more of the provisions contained in this
Agreement shall for any reason be held to be invalid, illegal, or unenforceable
in any respect, such invalidity, illegality, or unenforceability shall not affect any
other provision thereof, and this Agreement shall be considered as if such
invalid, illegal, or unenforceable provision had never been contained herein.
12.4 Notice. Any notices required or appropriate under this Agreement shall be
Maintenance Agreement (FORM)
Lakeside Estates MUD
Page 8 of 12
EXHIBIT P
given in writing to the HOA at the address shown below, and to the City at
City of Georgetown, Attn. City Manager, P.O. Box 409, Georgetown, TX 78627.
12.5 Headings. The paragraph headings contained herein are for convenience of
reference and are not intended to define, extend, or limit any provisions of this
Agreement.
12.6 Turisdiction and Venue. This Agreement will be interpreted according to the
Constitution and laws of the State of Texas. Venue of any court action brought
directly or indirectly by reason of this Agreement shall be in Williamson
County, Texas. This Agreement is made and is to be performed in Williamson
County, Texas, and is governed by the laws of the State of Texas.
12.7 Authorization. The signers of this Agreement each hereby represents that he or
she has full authority to execute this Agreement on behalf of the Party for
which he or she is acting.
12.8 Entire Agreement. This Agreement and the Consent Agreement, and any
attached exhibits to those agreements, contain the final and entire agreement
between the Parties hereto and contain all of the terms and conditions agreed
upon, and supersedes all other agreements, oral or otherwise, regarding the
maintenance of the HOA Areas/Improvements.
[Remainder of page intentionally left blank. Signature page follows.]
Maintenance Agreement (FORM)
Lakeside Estates MUD
Page 9 of 12
EXHIBIT P
EXECUTED to be effective as of the date of final signature below (the "Effective
Date").
THE HOA:
By:
Name:
Title:
Address for Notice:
THE STATE OF TEXAS §
COUNTY OF WILLIAMSON §
This instrument was acknowledged before me this day of
, 2025 by President of
the I a
Texas non-profit corporation on behalf of said corporation.
(seal)
Notary Public State of Texas
Maintenance Agreement (FORM)
Lakeside Estates MUD
Page 10 of 12
EXHIBIT P
THE CITY:
City of Georgetown, Texas,
a home -rule municipality
Josh Schroeder, Mayor
ATTEST:
By:
Robyn Densmore, City Secretary
APPROVED AS TO FORM:
By:
Skye Masson, City Attorney
THE STATE OF TEXAS §
COUNTY OF WILLIAMSON §
This instrument was acknowledged before me this day of
, 2025 by Josh Schroeder, Mayor of the City of
Georgetown, Texas, a home -rule municipality, on behalf of the City of Georgetown,
Texas.
(seal)
Notary Public State of Texas
Page 11 of 12
EXHIBIT P
DEVELOPER:
Lakeside Estates Georgetown, LLC,
a Texas limited liability company
By: Lakeside Estates MGMT, LLC,
a Texas limited liability company,
its manager
By:
STATE OF TEXAS §
COUNTY OF
Sathish Babu Chakka, Manager
This instrument was acknowledged before me the day of
2025, by Sathish Babu Chakka, Manager
of Lakeside Estates MGMT, LLC, a Texas limited liability company, the manager of
Lakeside Estates Georgetown, LLC, a Texas limited liability company, on behalf of said
limited liability companies.
(seal)
Notary Public State of Texas
Page 12 of 12
EXHIBIT Q-1
Master Development Fee Calculation Form
Applies if Developer Completes Master Plan Water Line before the Master Plan Water Line Completion
Deadline
EXAMPLE, FOR ILLUSTRATIVE PURPOSES ONLY —
NET BOND REIMBURSEMENT AMOUNT = $ 2,000,000
9% OF NET BOND REIMBURSEMENT AMOUNT x 9% = $ 180,000
MASTER DEVELOPMENT FEE: 180 000
(= 9% of Net Reimbursement Amount)
INSTALLMENT WORKSHEET
TOTAL DISTRICT BONDS SOLD:
$
LESS ALLOWABLE DEDUCTIONS:
Surplus and Escrowed Funds
$
Non -Construction Costs:
Legal and Financial Advisory Fees:
$
Interest Costs:
Capitalized Interest
$
Developer Interest
$
Bond Discount
$
Administrative and Organization
$
(including creation costs and operating advances)
Bond Application, Market Study,
$
and other bond issuance costs
(based upon costs approved for reimbursement under
applicable TCEQ rules, and an audit of
developer reimbursable expenses performed at the time of each Bond issue)
TCEQ Bond Issuance Fee
$
Attorney General Fee
$
Application, Review and Inspection Fees
$
Water Impact Fees Paid by Developer as of Bond Sale Date$
TOTAL ALLOWABLE DEDUCTIONS: $
NET MDF AFTER ALLOWABLE DEDUCTIONS: $
CITY PERCENTAGE: X 9%
TOTAL MDF:
Consent Agreement
Lakeside Estates MUD Page 1
EXHIBIT Q-2
Master Development Fee Calculation Form
Applies if Developer does not Complete Master Plan Water Line before the Master Plan Water Line
Deadline
EXAMPLE, FOR ILLUSTRATIVE PURPOSES ONLY —
NET BOND REIMBURSEMENT AMOUNT = $ 2,000,000
10% OF NET BOND REIMBURSEMENT AMOUNT x 10% = $ 200,000
MASTER DEVELOPMENT FEE: 200 000
(= 10% of Net Reimbursement Amount)
INSTALLMENT WORKSHEET
TOTAL DISTRICT BONDS SOLD:
$
LESS ALLOWABLE DEDUCTIONS:
Surplus and Escrowed Funds
$
Non -Construction Costs:
Legal and Financial Advisory Fees:
$
Interest Costs:
Capitalized Interest
$
Developer Interest
$
Bond Discount
$
Administrative and Organization
$
(including creation costs and operating advances)
Bond Application, Market Study,
$
and other bond issuance costs
(based upon costs approved for reimbursement under
applicable TCEQ rules, and an audit of
developer reimbursable expenses performed at the time of each Bond issue)
TCEQ Bond Issuance Fee
$
Attorney General Fee
$
Application, Review and Inspection Fees
$
TOTAL ALLOWABLE DEDUCTIONS: $
NET MDF AFTER ALLOWABLE DEDUCTIONS: $
CITY PERCENTAGE: X 10%
TOTAL MDF:
ACTUAL AMOUNT TO BE BASED ON COSTS APPROVED FOR REIMBURSEMENT BY TCEQ AS AUDITED BY DISTRICT AUDITOR.
Consent Agreement
Lakeside Estates MUD Page 2
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EXHIBIT R
�l rlim Lakeside Estates of Georgetown
2600 Via Fortuna I `' Cross Creek Road & SH 29 INTERSECTION
Terrace I, Suite 300
Austin, Texas 76746 Georgetown, Williamson County, Texas
State of Texas Registration No. F-928
January 2025
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ft
MM
Phasing Lot Breakdown
Phase
45' Lots
50' Lots
6D" Lots
70' Lots
80' Lots
Estate
Lots
1
31
121
106
102
29
D
2
0
0
0
0
0
61
3
123
95
0
0
0
D
4
D
0
0
0
0
72
5
0
18
69
37
11
0
6
95
68
31
7
0
0
7
37
7
106
70
16
0
total
286
309
312
216
56
133
22%
24%
24%
�I Hom Lakeside Estates of Georgetown 0 ,000 200o W IV
Via Fortun
Terrace I, Suite 300
Austin, Texas 78746 Georgetown, Williamson County, Texas �
2025 GRAPHIC SCALE IN FEET
State of Texas Registration No.F-928 July
EXHIBIT T
PARTIAL ASSIGNMENT OF RECEIVABLES AGREEMENT
Lakeside Estates Georgetown, LLC, a Texas limited liability company (the "Assignor"),
has entered into a Development Financing Agreement (the "Financing Agreement") with
Lakeside Estates Municipal Utility District ("District") in connection with the design
and construction of certain water, sewer, drainage, water quality, road and other facilities
on the condition that the Assignor will be reimbursed in the future from the sale of bonds
issued by the District for such purposes, subject to the terms and conditions of the
Financing Agreement.
Assignor hereby assigns to the City of Georgetown, Texas ("Assignee") nine
percent (9%) or ten percent (10%) of the proceeds received from the District through the
issuance of one or more series of Bonds by the District, as said amount is determined
pursuant to Exhibits Q-1 and Q-2 attached to the Consent Agreement by and between
the City the Assignor, and the District (the "Master Development Fee"), and shall
continue to pay the Master Development Fee out of every Bond issuance by the District.
The District and the Assignor shall ensure that each payment of a Master
Development Fee will be paid to the City in conjunction and simultaneously with the
Assignor's reimbursement from the Bonds.
Assignor and Assignee agrees that this partial assignment of the Funds shall
terminate at such time as the District is terminated. Assignor and Assignee shall file an
executed termination of this Partial Assignment of Receivables with the District and in
the Official Public Records of Williamson County, Texas at such time.
By execution of this instrument, Assignee hereby accepts such assignment and
assumes all of Assignor's rights, title, and interests in and to the Master Development
Fee, and instructs the District to pay the Master Development Fee to the Assignee rather
than the Assignor.
Executed to be effective on the day of 2025.
(signatures follow)
Consent Agreement
Lakeside Estates MUD
(Lakeside Estates Subdivision)
Page 1 of 4
STATE OF TEXAS
Q
COUNTY OF
ASSIGNOR:
LAKESIDE ESTATES GEORGETOWN, LLC,
a Texas limited liability company
By: Lakeside Estates MGMT, LLC,
a Texas limited liability company,
its manager
By:
Sathish Babu Chakka, Manager
Date:
This instrument was acknowledged before me the day of
2025, by Sathish Babu Chakka, in his capacity as Manager of
Lakeside Estates MGMT, LLC, a Texas limited liability company, the manager of
Lakeside Estates Georgetown, LLC, a Texas limited liability company, on behalf of said
limited liability companies.
Notary Public Signature
Printed Name:
My Commission Expires:
Consent Agreement
Lakeside Estates MUD
(Lakeside Estates Subdivision)
Page 2 of 4
The Assignee hereby accepts the Partial Assignment of Receivables.
Executed this the day of 2025.
ASSIGNEE:
CITY OF GEORGETOWN, TEXAS
ATTEST:
By:
City Secretary
Consent Agreement
Lakeside Estates MUD
(Lakeside Estates Subdivision)
Mayor
Page 3 of 4
The District hereby consents to the Partial Assignment of Receivables.
Executed this the
ATTEST:
Name:
Title:
STATE OF TEXAS §
0-
COUNTY OF WILLIAMSON §
day of
20
LAKESIDE ESTATES MUNICIPAL UTILITY
DISTRICT
oard President
This instrument was acknowledged before me the day of
20, by , President of Lakeside Estates
Municipal Utility District, a special district formed and operating under Chapters 49 and
54 of the Texas Water Code.
Notary Public Signature
Printed Name:
My Commission Expires:
Consent Agreement
Lakeside Estates MUD
(Lakeside Estates Subdivision)
Page 4 of 4
Exhibit U
STRATEGIC PARTNERSHIP AGREEMENT
BETWEEN THE CITY OF GEORGETOWN, TEXAS AND
LAKESIDE ESTATES MUNICIPAL UTILITY DISTRICT
THE STATE OF TEXAS § KNOW ALL MEN BY THESE
CITY OF GEORGETOWN §
COUNTY OF WILLIAMSON § PRESENTS:
This Strategic Partnership Agreement (this "Agreement") is made and entered
into by and between the City of Georgetown, Texas, a home rule municipal corporation
created and existing under the laws of the State of Texas and situated in Williamson
County, Texas acting by and through its duly authorized City Council ("City"), and
Lakeside Estates Municipal Utility District, a conservation and reclamation district
created pursuant to Article XVI, Section 59 of the Texas Constitution and acting by and
through its duly authorized Board of Directors ("District"), under the authority of Section
43.0751 of the Texas Local Government Code ("LGC" or "Local Government Code"). In
this Agreement, the City and, prior to the Conversion Date, as defined below, the District,
and, after the Conversion Date, the Limited District are sometimes individually referred
to herein as a "Party" and collectively as the "Parties."
1. RECITALS
1.01 WHEREAS, the District encompasses approximately 722.1 acres of land in
Williamson County, Texas being described in that certain Special Warranty Deed dated
July 12, 2021 from EJKK Investments Limited Partnership, a Texas limited partnership, to
Lakeside Estates Georgetown, LLC, a Texas limited liability company, recorded in the
Official Public Records of Williamson County, Texas as Document No. 2021111746 as
corrected by Document No. 2022124883, and also described by metes and bounds and
surveyor's sketch on the attached Exhibit A (the "Property").
1.02 WHEREAS, the Property is within the District, and the District is located entirely
within the extraterritorial jurisdiction of the City of Georgetown in Williamson County,
Texas, entirely within the jurisdictional boundaries of Williamson County Emergency
Services District No. 4, and entirely within the certificated boundaries of the Pedernales
Electric Cooperative.
1.03 WHEREAS, as of the Effective Date, Lakeside Estates Georgetown, LLC, a Texas
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limited liability company ("Developer"), is the owner of the Property.
1.04 WHEREAS, the City and Developer are parties to that certain Consent Agreement
dated to be effective on , 2025, pertaining to the
creation of the District on the Property and development of the Project (as defined
therein) on the Property (the "Consent Agreement"), recorded as Document No.
in the Official Public Records of Williamson County, Texas, and the
District, after its confirmation election, joined the Consent Agreement as a party.
1.05 WHEREAS, the Consent Agreement requires the District to own, operate, and
maintain certain land and facilities in perpetuity.
1.06 WHEREAS, the City and the District are entering into this Agreement in
accordance with LGC § 43.0751 to plan for the conversion of the District to a limited
district upon, and continuation of the Limited District after full purpose annexation of
the District by the City, for the purpose of the District and then the Limited District
owning, operating, and maintaining the District Infrastructure, and to address other
matters related thereto.
1.07 WHEREAS, the District conducted public hearings regarding this Agreement on
202J at _.m. at
and on
202, at _.m. at , notice
thereof having been given in accordance with the procedural requirements of LGC §
43.0751 and thereafter approved this Agreement on
202J in open session at a meeting held in accordance with the Open Meetings Act.
1.08 WHEREAS, the City conducted public hearings regarding this Agreement
on , 202, and on , 202J during its regular meetings in the City
Council Chambers of the City Hall located at 808 Martin Luther King Jr. Blvd.,
Georgetown, Texas 78626, notice thereof having been given in accordance with LGC
§ 43.0751 and thereafter approved this Agreement on
, 202, in open session at a meeting held in accordance
with the Open Meetings Act.
1.09 WHEREAS, all procedural requirements imposed by state law for the adoption of
this Agreement have been met.
1.10 WHEREAS, in accordance with the requirements of LGC § 43.0751(p)(1), nothing
in this Agreement requires the District to provide revenues to the City solely for the
purpose of obtaining an agreement to forgo annexation of the District.
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1.11 WHEREAS, in accordance with the requirements of LGC § 43.0751(p)(2), this
Agreement provides benefits to the City and the District that are reasonable and
equitable.
NOW, THEREFORE, for and in consideration of the mutual agreements,
covenants, and conditions contained in this Agreement, and other good and valuable
consideration, the City and the District agree as follows:
2. DEFINITIONS, PURPOSE, AND LEGAL AUTHORITY
2.01 Incorporation of Recitals. The Recitals to this Agreement are hereby agreed to
and adopted by the Parties as findings of fact and are incorporated into this Agreement
for all purposes.
2.02 Definitions. As used in this Agreement, each of the following terms when
capitalized shall have the meaning indicated:
2.02.01 "Agreement" means this Strategic Partnership Agreement between the City
of Georgetown, Texas and Lakeside Estates Municipal Utility District.
2.02.02 "Annexation Date" has the meaning given in Section 4.01.
2.02.03 "City Council" means the City Council of the City.
2.02.04 "City" means the City of Georgetown, Texas.
2.02.05 "Consent Agreement" means that certain Consent Agreement dated to be
effective on , 2025, adopted by City Ordinance No.
pertaining to the creation of the District on the Property and
development of the Project on the Property recorded as Document No.
in the Official Public Records of Williamson County,
Texas, and includes any amendments to that document as it may be amended from
time to time by the Parties thereto.
2.02.06 "Consent Conditions" means those conditions relative to the operation of the
District contained the Consent Agreement. Without limitation, those conditions
include the following obligations: ownership, operation and maintenance of the
District Wastewater Facilities in compliance with the District WWTP Permit and all
federal, state and local laws pertaining to the provision of domestic wastewater
service, as well as ownership, operation, and maintenance of the District
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Areas/Improvements.
2.02.07 "Developer" means Lakeside Estates Georgetown, LLC, a Texas limited
liability company, and its permitted successors and assigns.
2.02.08 "Developable Land" means those portions of the Property that are located (a)
outside of the boundaries of the 100-year floodplain; and (b) outside of the boundaries
of the Treated Effluent Spray Irrigation Fields.
2.02.09 "District" means the Lakeside Estates Municipal Utility District in
Williamson County, Texas.
2.02.10 "District Boundaries" means the geographical boundaries of the District as
they exist on Effective Date, as well as property that may be annexed in the future by
the District, with the City's prior written consent per the terms and conditions of the
Consent Agreement.
2.02.11 "District Areasllmprovements" has the meaning given in the Consent
Agreement.
2.02.12 "District Infrastructure" has the meaning given in the Consent Agreement.
2.02.13 "District Wastewater Improvements" has the meaning given in the Consent
Agreement.
2.02.14 "Effluent Disposal Area" has the meaning given in the Consent Agreement.
2.02.15 "Effective Date" pursuant to LGC § 43.0751(c), means the date this
Agreement is approved by the City Council.
2.02.16 "LGC" or "Local Government Code" means the provisions of the Texas Local
Government Code in effect on the Effective Date.
2.02.17 "Limited District" means the limited district that, pursuant to this
Agreement, is converted from the District upon, and continues to exist after, full
purpose annexation by the City in accordance with the terms of this Agreement.
2.02.18 "Limited District Obligations" has the meaning given in Section 5.02.
2.02.19 "Notice" means any formal notice or communication required or authorized
to be given by one Party to another by this Agreement.
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2.02.20 "Parties" means, collectively, the City and the District and, after the
Conversion Date, the Limited District. When singular the term "Party" means one of
them.
2.02.21 "Property" means approximately 722.1 acres of land in Williamson County,
Texas, being described in that certain Special Warranty Deed dated July 12, 2021 from
EJKK Investments Limited Partnership, a Texas limited partnership, to Lakeside
Estates Georgetown, LLC, a Texas limited liability company, recorded in the Official
Public Records of Williamson County, Texas as Document No. 2021111746 as
corrected by Document No. 2022124883, which is more particularly described by
metes and bounds and surveyor's sketch on the attached Exhibit A.
2.02.22 "Related Agreements" means the Consent Agreement, the WWTP Permit, the
WWTP Operating Agreement, the Maintenance Agreement(s), and the Partial
Assignment of Receivables Agreement.
2.02.23 "Relocated Effluent Disposal Area" has the meaning given in the Consent
Agreement.
2.02.24 "TCEQ" means the Texas Commission on Environmental Quality, or its
successor agency.
2.02.25 "Transportation Infrastructure Debt" means the debt issued by the District
related to the design, construction, and installation of roads and improvements in aid
of roads.
2.02.26 "Water Infrastructure Debt" means the debt issued by the District related to
the design, construction, and installation of water distribution lines and related
facilities, as well as water impact fees.
2.02.27 "Wastewater Service" has the meaning given in the Consent Agreement.
2.02.28 "WWTP" has the meaning given in the Consent Agreement.
2.02.29 "WWTP Effluent Limitation and Monitoring Requirements" has the
meaning given in the Consent Agreement.
2.02.30 "WWTP Operating Agreement" has the meaning given in the Consent
Agreement.
2.02.31 "WWTP Operator" has the meaning given in the Consent Agreement.
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2.02.32 "WWTP Permit" has the meaning given in the Consent Agreement.
3. PURPOSE OF THE AGREEMENT.
3.01 Purpose. The purpose of this Agreement is to define and clarify, through
contractual agreement, the terms and conditions of the full purpose annexation of the
District by the City, the continuation of the existence of the District after full purpose
annexation by the City as the Limited District, and the relationship between the City and
the District and the Limited District, including taxation and the provision of services by
the City and matters related to the issuance of debt by the District and the Limited District.
3.02 District Boundaries. The District agrees to not alter the District boundaries,
whether by subdividing, increasing, or decreasing the boundaries, without the prior
written consent of the City Council, regardless of legislative or state granted authority to
do so. If additional territories are annexed into the District boundaries with the City's
consent in the manner allowed by the Consent Agreement, those territories shall be
considered part of the District and will be bound by this Agreement.
3.03 Notice to Landowners. Written notice in the form required by Section 49.4521 of
the Texas Water Code shall be provided by Developer or the District to purchasers of real
property in the District pursuant to Section 49.452(a-1) and Section 49.4521 of the Texas
Water Code (as those notice requirements may be amended by the Texas Legislature from
time to time), and shall be recorded by Developer or the District in the Official Public
Records of Williamson County, Texas. Any land subsequently annexed into the District
shall be included within District's notice obligations as set forth above.
4. ANNEXATION PROVISIONS
4.01 Consent to Full Purpose Annexation. The District hereby consents to full purpose
annexation of the District by the City at any time on or after the first to occur of the
following two events: (a) the fifteenth (15f) anniversary of the date of the first bond
issuance by the District; or (b) the date on which the District issues bonds to reimburse
Developer for 90% of the amount eligible for reimbursement to Developer under
applicable laws, TCEQ regulations, and the Consent Agreement pertaining to the
improvements within or serving the Developable Land in the District (the "Annexation
Date"). The City hereby agrees not to annex the District for full municipal purposes prior
to the Annexation Date.
4.02 Limited District. The District agrees that the City's full purpose annexation
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ordinance shall, consistent with this Agreement, provide that the District is converted to
the Limited District, and that the Limited District will retain all obligations related to the
indebtedness of the District relating to the District Infrastructure for so long as may be
necessary for the Limited District to own, operate, and maintain the District
Infrastructure, and to fully discharge all indebtedness related to those obligations. The
conversion of the District to the Limited District shall be for the purpose of owning,
maintaining, and operating the District Infrastructure, consisting of the District
Wastewater Improvements and the District Areas/Improvements, the latter defined in the
Consent Agreement as including, without limitation, the Private Amenity Center
Improvements, Private Amenity Center Site, Public Parkland, Public Parkland
Improvements, Drainage Facilities, Entry Monumentation, Walls and Fencing, Sidewalks
(within the boundaries of the Land), and the Open Space Areas. The Limited District will
have the duties and authorities listed in Section 5.02.
4.03 Annexation Procedures Generally.
4.03.01 Applicable Procedures. Pursuant to LGC § 43.0751(s), the procedures
described in LGC Ch. 43, Subchapters C-2, C-4, and C-5 do not apply to annexations
under strategic partnership agreements; instead, the procedures established in the
strategic partnership agreement control. Therefore, the Parties have agreed that the
annexation procedure established by this Agreement shall control over any other law
and shall be the exclusive procedure applicable to the full purpose annexation of the
District. The procedures by which the City may annex the District for full municipal
purposes are as follows:
(a) Notice of a full purpose annexation shall be given by the City to the
governing body of the District in writing not less than ninety (90) days
before the proposed effective date of the full purpose annexation. The
notice shall state that the City will require the District to convert to and
continue as the Limited District.
(b) The City shall conduct two public hearings and shall annex the District on
the terms set forth herein. The two public hearings must be conducted on
or after the 40th day but before the 201h day before the date of the first reading
of the annexation ordinance. Notice of the hearings must be posted on the
City's internet website and published in newspapers of general circulation
in the City and the District. The notice for the hearings must be published
at least once on or after the 20th day but before the 101h day before the date
of the hearing. The notice for each hearing must be posted on the City's
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internet website on or after the 20I day but before the 101h day before the
date of the hearing any must remain posted until the date of the hearing. A
single publication of notice of both public hearing is sufficient provided that
the date of public cation falls within the notice period applicable to each
hearing. No additional notice of annexation shall be required. The notice
and hearing requirements of this paragraph do not negate, limit, or qualify
the District's consent to fully purpose annexation, which is expressly
provided in Section 4.01 of this Agreement, and the City shall not be
required to obtain additional consent to annexation from any other person
or entity.
(c) The City shall state what City services are to be provided to the Limited
District, as described in Section 4.04.
(d) The City annexation ordinance shall state that the District is converted to
and shall continue as the Limited District.
(e) The Limited District shall be called "Lakeside Estates Limited District" but
is referred to herein as the "Limited District."
4.04 Municipal Services.
4.04.01 Before the publication of the notice for the first public hearing on
annexation of the District, the City shall identify the services the City will deliver the
District upon full purpose annexation. The services shall be substantially similar to
the services the City to similarly situated territories; except that, (1) the City Council
will require the District to continue as the Limited District in order to perform the
Limited District Obligations, as defined in Section 5.02, and (2) because the District is
in the jurisdictional boundaries of Williamson County Emergency Service District No.
4 and the certificated boundaries of the Pedernales Electric Cooperative, the City will
not provide, and shall not be required to provide, fire services, emergency medical
services, or electric services to the territory upon or after full purpose annexation.
4.04.02 Responsibility for District Infrastructure. Except under the conditions set
forth in Section 4.02.03 of this Agreement, the District Infrastructure will continue to
be owned, operated, and maintained by the Limited District for so long as the District
Infrastructure continues to exist.
4.04.03 Exception for District Wastewater Improvements. The City will not
assume the responsibility for ownership, operation, or maintenance of the District
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Wastewater Improvements unless the City Council agrees otherwise in a written
agreement adopted by ordinance.
4.04.04 Adoption by Ordinance. The service agreement shall be attached to and
adopted by the full purpose annexation ordinance.
5. STATUS OF DISTRICT FOLLOWING FULL PURPOSE ANNEXATION
5.01 Status of the District Following Full Purpose Annexation. Upon full purpose
annexation of the District, the District shall be converted to the Limited District as of the
full purpose annexation date, and shall continue as the Limited District upon the terms
hereinafter provided and the City assume all Water Infrastructure Debt and all
Transportation Infrastructure Debt pursuant to LGC § 43.075 upon the terms provided
in the Consent Agreement and this Agreement. After full purpose annexation, the
residents in the District will be eligible to vote in City elections, and will be subject to all
property taxes, sales and use taxes, hotel occupancy taxes, alcoholic beverage taxes,
franchise taxes, special purpose district taxes, and other taxes imposed by the City.
5.02 Duties of the Limited District. Upon the Annexation Date, the District
Infrastructure will become the property of the Limited District, and the Limited District
shall (a) continue to own, operate, control, maintain, repair, replace, and provide security
and insurance for the District Infrastructure (collectively, the "Limited District
Obligations"), and (b) issue any future bonds which may be required (i) to make
improvements, extensions, or expansions to the District Infrastructure, (ii) to refund the
District or Limited District bonds, and (iii) to the extent the Developer has not been fully
reimbursed by the District for the purposes authorized, and under the terms and
processses provided for, in the Consent Agreement, to reimburse the Developer for such
purposes and such terms and processes. None of the District Infrastructure may be sold,
conveyed, leased, mortgaged, assigned, or otherwise transferred to a third Party without
the City Council's prior written consent. The Parties agree that the City shall have no
obligation during the existence of the District or the Limited District to perform any of
the Limited District Obligations. The Parties agree that the City shall not be liable for any
claims or causes of action arising out of or resulting from the Limited District Obligations,
including any District Infrastructure that may be located on property owned by the City,
or for any action or inaction of the Limited District related to same. Upon the Annexation
Date, the City will assume all of the District's other outstanding obligations,
indebtedness, liabilities, and assets, including all obligations on or related to the District's
outstanding bonds not related to the Limited District Obligations. The Limited District
may lease or hire employees, agents, representatives, consultants, or other service
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providers to perform the normal administrative duties of the Limited District, and must
hire qualified, licensed operators of the District WWTP, except that all contracts shall
provide that if the Limited District is dissolved for any reason, the contracts shall
automatically expire on the date of dissolution.
5.03 Funding of Limited District Obligations. It is the responsibility of the Limited
District to provide all necessary funding for capital and operations and maintenance
expenses necessary for the performance of the Limited District Obligations from and after
the Annexation Date. The Limited District is expressly authorized and required to levy
and collect taxes sufficient to meet the outstanding debt service requirements for any debt
previously issued by the District —expressly excluding all Water Infrastructure Debt and
all Transportation Infrastructure Debt —and to pay necessary operation expenses
associated therewith.
5.04 Limitation on Authority. Except as enumerated in Section 5.02 and Section 5.03,
the Limited District shall have no other functions, purposes, or authorities. If the Limited
District takes any formal action to discharge a function or authority that is not directly
related to the specific functions and purposes enumerated in Section 5.03 and Section
5.04, the City may proceed as allowed in Article 5.05.
5.05 Dissolution of the Limited District. The Limited District shall not be dissolved
without the prior written consent of the City Council. The City may dissolve the Limited
District at any time, provided that the City provides at least six (6) months written notice
of the Limited District of its intent to dissolve the Limited District. Upon dissolution of
the Limited District, the City shall (a) take over all the property and other assets of the
Limited District; (b) assume all the debts, liabilities, and obligations of the Limited
District; and (c) perform all functions of the Limited District, including the provision of
Wastewater Services, but not including services provided by Williamson County
Emergency Service District No. 4 or by the Pedernales Electric Cooperative.
5.06 Audit; Review of District Records. The District, at its sole expense, shall conduct
an annual audit each year to the extent required by the Texas Water Code and the rules
of the TCEQ to be performed by an independent certified public accountant. The District
shall file a copy of the completed audit with the City's Finance Director. The District shall
make its financial records available to the City for inspection during normal business
hours and with prior reasonable notice.
5.07 INDEMNITY. TO THE EXTENT PERMITTED BY LAW, THE LIMITED
DISTRICT SHALL INDEMNIFY, DEFEND AND HOLD HARMLESS THE CITY
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FROM ANY CLAIMS, DEMANDS, ACTIONS, AND CAUSES OF ACTION
WHOSOEVER ARISING OUT OF OR RESULTING FROM THE LIMITED DISTRICT
OBLIGATIONS, INCLUDING BUT NOT LIMITED TO THE MAINTENANCE,
OPERATIONS OR OWNERSHIP OF THE DISTRICT AREAS/IMPROVEMENTS
AND THE DISTRICT INFRASTRUCTURE OWNED OR CONTROLLED BY THE
LIMITED DISTRICT, OR THE MAINTENANCE, OPERATIONS OR OTHER
ACTIVITIES OF THE LIMITED DISTRICT ON ANY PROPERTY OWNED BY THE
CITY.
6. DEFAULT AND REMEDIES FOR DEFAULT
6.01 Default.
6.01.01 Upon the occurrence, or alleged occurrence, of an event of default under or
violation of this Agreement or a Related Agreement, the non -defaulting Party shall
send the defaulting Party Notice of its default or violation or alleged default or
violation. The defaulting Party must cure its default or violation within thirty (30)
days following receipt of the Notice of default or violation. The thirty (30) day cure
period may be extended for an additional thirty (30) days (or for a longer period if the
Parties mutually agree in writing) if: (a) the defaulting Party is using its best efforts to
cure promptly cure the non-performance; (b) cure cannot practically be achieved
within thirty (30) days; and (c) within the first thirty (30) days after receipt of the
Notice from the non -defaulting Party, the defaulting Party gives the non -defaulting
Party written notice of the defaulting Party's need for additional time and of the
specific actions it is taking to cure its breach or non-performance using its best efforts,
and the number of days it requires to cure its breach or nonperformance. As used in
this Section, the term "best efforts" means the application of diligence and resources
reasonably necessary to cure the nonperformance in a businesslike fashion with due
regard for the seriousness of the nonperformance and its impact on the other Party
and those to whom the other Party may have legal or contractual obligations.
6.01.02 If the default or violation is not cured by the defaulting Party within the
applicable cure period described in Section 6.01.01, the non -defaulting Party may sue
for enforcement or cancellation of this Agreement. However, prior to bringing any
proceeding in a court of law or before a court of competent jurisdiction, the Parties
may, but are not required to, resolve the issue through mediation or arbitration. If the
Parties agree to seek mediation or arbitration, they must participate in good faith and
without delay. However, neither of the Parties is obligated to pursue mediation or
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arbitration that does not resolve the issue in dispute within sixty (60) days after the
defaulting Party receives the Notice of default. The Parties shall share the costs of
mediation or arbitration equally. The Parties further agree that the City is not
obligated to resolve any dispute based on a mediation or an arbitration decision under
this Agreement if the mediation or arbitration decision compromises the City's
sovereign immunity as a home rule city or in any other way.
6.01.03 If the Parties are unable to resolve their dispute through mediation or
arbitration (if applicable), or if the defaulting Party fails to cure the default or violation
within the applicable cure period described in Section 6.01.01, the non -defaulting
Party shall have all rights and remedies for relief available in law and equity and all
rights and remedies provided in this Agreement, including but not limited to an
action under the Uniform Declaratory Judgment Act, specific performance,
mandamus and injunctive relief. The defaulting Party specifically waives any right
to terminate this Agreement. The Parties acknowledge that the City's remedies shall
include the right, in the City's sole discretion, to terminate this Agreement and
proceed with full purpose annexation of the District, or any portion thereof, pursuant
to the requirements otherwise applicable for such annexation as if this Agreement had
never been entered into. The Parties agree that damages, if any, to which the non -
defaulting Party may be entitled shall be limited to actual damages and shall not
include special or consequential damages.
6.01.04 All of these rights and remedies shall be cumulative.
7. MISCELLANEOUS PROVISIONS
7.01 Duplicate Counterparts. This Agreement may be executed in duplicate
counterparts but shall not be effective unless executed by both the City and the District.
7.02 No Immunity Waivers. No Party waives or surrenders any of its respective
governmental powers, immunities or rights, except as specifically waived pursuant in
this Section 7.02. Each Party waives its respective governmental immunity from suit and
liability only as to any action brought by the other Party to pursue the remedies available
under this Agreement. Nothing in this Section 7.02 shall waive any claims, defenses or
immunities that either Party has with respect to suits against them by persons or entities
not a party to this Agreement.
7.03 No Conflicting Agreements. As of the Effective Date there are no agreements,
oral or written, between the Parties which are in conflict with this Agreement.
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7.04 Entire Agreement. This Agreement and the Related Agreements, together with all
of the exhibits and attachments to this Agreement and to the Related Agreements,
collectively constitute the entire agreement between the Parties with respect to the terms
and conditions governing the annexation of the District and the authority and duties of
the Limited District. No representations or agreements other than those specifically
included in this Agreement and the Related Agreements shall be binding on the City, the
District, or the Limited District.
7.05 Notice.
7.05.01 Means of Delivery. It is contemplated that the Parties will contact each
other concerning the subject matter of this Agreement. Any notice given under this
Agreement must be in writing and may be given: (i) by depositing it in the United
States mail, certified, with return receipt requested, properly addressed to the Party
to be notified and with all charges prepaid; or (ii) by depositing it with Federal
Express, United Parcel Service, the United States Postal Service, or another nationally
recognized delivery service that provides written confirmation of parcel shipment
tracking and delivery, addressed to the Party to be notified and with all charges
prepaid; or (iii) by personally delivering it to the Party, or any agent of the Party listed
in this Section, with delivery evidenced by a signed personal delivery receipt from a
person duly authorized to accept personal service on behalf of the Party. Notice will
be effective when received.
7.05.02 Addresses for Notice. For purposes of notice, the addresses of the Parties,
until changed as provided below, will be as follows:
City: City of Georgetown
808 Martin Luther King Jr. St.
Georgetown, Texas 78626
Attn: City Manager
With a required copy to:
City of Georgetown, City Attorney
809 Martin Luther King, Jr. St.
Georgetown, Texas 78626
Attn: City Attorney
District:
Lakeside Estates Municipal Utility District
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c/o
7.05.03 Notice Changes. The Parties may change their addresses and/or contact
persons for Notice purposes by providing ten (10) days written notice of the changes
to the other Party.
7.06 Calculating Dates. If any date or period provided in this Agreement ends on a
Saturday, Sunday, or legal holiday, the applicable period for calculating Notice is
extended to the first business day following the Saturday, Sunday, or legal holiday.
7.07 Time is of the Essence. Time is of the essence in all matters pertaining to this
Agreement.
7.08 Severability or Modification of Agreement as a Result of Modification of the
LGC or Other Statutory Authority for the Agreement.
7.08.01 If any part of this Agreement, or the application of the part of this
Agreement to any person or circumstance is held by a court of competent jurisdiction
to be invalid or unconstitutional for any reason, the Parties agree that they will amend
or revise this Agreement to accomplish to the greatest degree practical the same
purpose and objective of the part determined to be invalid or unconstitutional,
including without limitation amendments or revisions to the terms and conditions of
this Agreement pertaining to or affecting the rights and authority of the Parties in
areas of the District annexed by the City pursuant to this Agreement, whether for
limited or full purposes.
7.08.02 If any part of this Agreement is modified in whole or in part as a result of
amendments to the underlying state code and statutory authority for this Agreement,
the Parties agree and understand that such modification may frustrate the purpose of
this Agreement. The Parties agree that they will attempt to amend or revise this
Agreement to accomplish to the greatest degree practical (i) the same purpose and
objective of the part of this Agreement affected by the modification of the underlying
state code and statutory authority and (ii) the original intent and purpose of this
Agreement. If the Parties cannot agree on any such amendment or revision within
ninety (90) days from the effective date of amendment of the state code and statutory
authority for this Agreement, then this Agreement shall terminate (except for the
provisions of Article III which shall specifically survive such termination for the
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remaining term set forth in Section 4.13 of this Agreement), unless the Parties agree
to an extension of time for negotiation of the modification.
7.09 No Waiver. Any failure by a Party to the Agreement to insist upon strict
performance by the other Party of any provision of this Agreement shall not be deemed
a waiver of the provision or of any other provision of the Agreement. The Party has the
right at any time to insist upon strict performance of any of the provisions of the
Agreement.
7.10 Applicable Law and Venue. The construction and validity of the Agreement shall
be governed by the laws of the State of Texas. Venue shall be in Williamson County,
Texas.
7.11 Reservation of Rights. To the extent not inconsistent with this Agreement or a
Related Agreement, each Party reserves all rights, privileges, and immunities under
applicable law.
7.12 Further Agreement and Documents. Both Parties agree that at any time after
execution of this Agreement, they will, upon request of the other Party, exchange any
other documents necessary to effectuate the terms of this Agreement. Both Parties also
agree that they will do any further acts or things as the other Party may reasonably
request to effectuate the terms of this Agreement.
7.13 Incorporation of Exhibits and Other Documents by Reference. The Exhibits and
the Related Agreements, and other documents attached to or referred to in this
Agreement, are incorporated into this Agreement by this reference for all purposes.
7.14 Assignability, Successors, and Assigns. This Agreement is not assignable by
either Party without the prior written consent of the governing bodies of both Parties.
This Agreement shall be binding upon and inure to the benefit of the Parties and their
respective representatives, successors, and assigns as permitted by this Agreement.
7.15 No Third Party Beneficiaries. This Agreement is solely for the benefit of the City
and the District, and neither the City nor the District intends by any provision of this
Agreement to create any rights in any third -party beneficiaries or to confer any benefit or
enforceable rights under this Agreement or otherwise upon anyone other than the City
and the District.
7.16 Amendment. This Agreement may only be amended in writing and with the
Page 15 of 19
Exhibit U
approval of the governing bodies of the City and the District. To the extent allowed by
law, the Parties are not required to conduct additional hearings pursuant to LGC §
43.0751 prior to amending this Agreement.
7.17 Severability. The provisions of this Agreement are severable and, in the event any
word, phrase, clause, sentence, paragraph, section, or other provision of this Agreement,
or the application thereof to any person or circumstance, shall ever be held or determined
to be invalid, illegal, or unenforceable for any reason, and the extent of such invalidity or
unenforceability does not cause substantial deviation from the underlying intent of the
Parties as expressed in this Agreement, then such provision shall be deemed severed from
this Agreement with respect to such person, entity or circumstance, without invalidating
the remainder of this Agreement or the application of such provision to other persons,
entities or circumstances, and a new provision shall be deemed substituted in lieu of the
provision so severed which new provision shall, to the extent possible, accomplish the
intent of the Parties as evidenced by the provision so severed.
7.18 Term of the Agreement and Term of Limited District.
7.18.01 Except as it may otherwise be continued or terminated as set forth herein,
this Agreement shall remain in effect for a period of one (1) year after date that the
Limited District is dissolved.
7.18.02 The term of the Limited District shall commence on the creation of the
Limited District (on the full purpose annexation date) and continue for initial term of ten
(10) years. Thereafter, the term of the Limited District shall automatically extend for
successive ten (10) year periods without further action of the governing bodies of the City
or the Limited District until the City dissolves the Limited District pursuant to Section
5.05. If the Limited District is dissolved, the Board of Directors for the Limited District
shall continue to exist after the date that the Limited District is dissolved, for the sole
purpose of doing any and all acts or things necessary to transfer the assets, obligations,
indebtedness, and liabilities to the City, including to convey the District Infrastructure to
the City, as well as the associated land, easements, warranties license agreements, as -built
plans/record drawings, permits, records and all other documents and rights related to
the District Infrastructure. Upon completion of the transfer of all assets, obligations,
indebtedness, and liabilities to the City, the Board of Directors shall cease to exist.
7.19 Recordation. The City shall cause this Agreement to be recorded in the Official
Public Records of Williamson County, Texas, at the District's expense.
7.20 Incorporation of Exhibits by Reference. All exhibits attached to this Agreement
are incorporated into this Agreement by reference for the purposes set forth herein, as
Page 16 of 19
Exhibit U
follows:
Exhibit A - Limited District Boundaries (signed and sealed surveyor's sketch
and surveyor's metes and bounds, and general location map)
IN WITNESS WHEREOF, this Agreement is executed in duplicate counterparts by the
duly authorized representatives of each of the Parties on the dates accompanying their
respective signatures.
[THE REMAINDER OF THIS PAGE IS INTENTIONALLY LEFT BLANK
SIGNATURE PAGES AND ACKNOWLEDGEMENTS FOLLOW]
Page 17 of 19
CITY:
CITY OF GEORGETOWN, TEXAS
By:
Josh Schroeder, Mayor
ATTEST:
By:
Robyn Densmore, City Secretary
APPROVED AS TO FORM:
By:
Skye Masson, City Attorney
STATE OF TEXAS §
§
COUNTY OF WILLIAMSON §
This instrument was acknowledged before me the day of
202J by Josh Schroeder, Mayor of the City of
Georgetown, Texas, a home -rule city, on behalf of the City.
(seal)
Strategic Partnership Agreement
Lakeside Estates MUD
Notary Public, State of Texas
Page 18
DISTRICT:
LAKESIDE ESTATES MUNICIPAL UTILITY
DISTRICT
By:
Printed Name:
Title: Board President
ATTEST:
Name:
Title: Board Secretary
STATE OF TEXAS §
COUNTY OF WILLIAMSON §
This instrument was acknowledged before me the day of
20_, by , President of Lakeside
Estates Municipal Utility District, a special district formed and operating under Chapters
49 and 54 of the Texas Water Code.
(seal)
Notary Public, State of
Strategic Partnership Agreement
Lakeside Estates MUD
Page 19
EXHIBIT V
Wall and Fencing Standards
■ Any fence that faces a street shall be constructed so that the front side of the fencing faces
the street.
■ Wood fences that face a street shall have a cap and be stained.
■ All fences on lots abutting, or adjacent to any greenbelt or critical environmental feature
shall be of wrought iron, along the rear property line and along the side property lines (from
the rear property line to the back of the house).
■ All wrought iron fences shall be 6 feet in height with pickets no greater than 4 inches apart
and painted bronze or black.
■ A minimum 6-foot-tall masonry wall shall be provided between any residential lot and a
Neighborhood/Residential Collector level road or higher when the residential lot backs up to
such a roadway.
■ Masonry columns and/or wall offsets or articulations shall be provided every 125 feet.
■ Wrought iron fence segments may be incorporated along the wall to provide variety and
view windows into open space and open-ended cul de sacs.
■ Alternative fencing type shall be allowed for any areas designated for wrought iron fence on
Exhibit F. Wood elements must be a consistent stain color. Fence must match the height of
any adjoining lot privacy fence. Alternative fence type shall match the image below:
■ Ownership and maintenance of the Walls and Fencing shall be the responsibility of the HOA.
EV-1-TE M • srrs�
■r �+ak.AF4&
Consent Agreement
Lakeside Estates MUD Page 1
EXHIBIT W
WWTP EFFLUENT DISCHARGE STANDARDS
Regardless of any less stringent standards set forth in the WWTP Permit, Developer
agrees that it will cause the WWTP to and WWTP Operator to comply with the following
effluent limitations and monitoring requirements, which shall be included in the WWTP
Operating Agreement:
EFFLUENT LIMITATIONS AND MONITORING REQUIREMENTS
Conditions of the WWTP Permit: No discharge of pollutants into water in the state is
authorized.
A. Effluent Limitations
Character: Treated Domestic Sewage Effluent
Volume: Daily Average Flow — 0.19 MGD from the treatment system (Interim phase)
Daily Average Flow — 0.38 MGD from the treatment system (Final phase)
uali : The following effluent limitations are required:
Effluent Concentrations
(Not to Exceed)
Daily
7-Day
Daily
Single
Parameter
Average
Average
Maximum
Grab
mg/1
mg/1
mg/
mg/1
Biochemical Oxygen
5
7.5
13
18
Demand (5-day)
Ammonia Nitrogen
3
6
10
15
Total Suspended Solids
5
10
20
30
The pH shall not be less than 6.0 standard units nor greater than 9.0 standard units.
The effluent shall be chlorinated in a chlorine contact chamber to a residual of 1.0 mg/l
with a minimum detention time of 20 minutes. If the effluent is to be transferred to a
holding pond or tank, re -chlorination prior to the effluent being delivered into the
irrigation system will be required. A trace total chlorine residual shall be maintained in
the effluent at the point of irrigation application.
1
Consent Agreement
Lakeside Estates MUD
EXHIBIT W
WWTP EFFLUENT DISCHARGE STANDARDS
B. Monitoring Requirements:
Parameter
Monitoring Fre uenc
Sample Type
Flow
Continuous
Totalizing Meter
Biochemical Oxygen
3 separate days/week
Composite
Ammonia Nitrogen
3 separate days/week
Composite
Demand (5-day)
Total Suspended Solids
3 separate days/week
Composite
H
One/week
Grab
Total Chlorine Residual
Five/week
Grab
The monitoring shall be done after the final treatment unit and prior to storage of the
treated effluent. If the effluent is land applied directly from the treatment system,
monitoring shall be done after the final treatment unit and prior to land application.
These records shall be maintained on a monthly basis and be available at the plant site
for inspection by authorized representatives of the Commission for at least three years.
The permittee shall install and use a SCADA system that monitors important equipment
status, water levels, treatment parameters, and other compliance -related conditions
recorded 24- hours per day, 7-days per week.
0
Consent Agreement
Lakeside Estates MUD
EXHIBIT W
WWTP EFFLUENT DISCHARGE STANDARDS
Consent Agreement
Lakeside Estates MUD
EXHIBIT X
Post Annexation Surcharge Formula
The following calculation is intended to allow the City to collect sufficient funds for
payment of the debt service remaining on the District's Bonds at the time of annexation, as
authorized by Section 54.016(h), Texas Water Code. After annexation, the water rates charged to
customers receiving water services at properties that were within the territorial boundary of the
District at the time of annexation may vary from the water rates charged to customers receiving
services at other properties within the City in order to compensate the City for the assumption of
the debt on the District's Bonds. These water rates will be reflected as a post annexation surcharge
on the customers' monthly utility bills and will be stated as a percentage of the water rates of the
City. The amount of the post -annexation surcharge and the percentage of the City's water rates
will vary as the City's rates are amended, but in no event will the rates of customers charged the
post annexation surcharge exceed 125% of the water rates charged to other customers within the
City who are not otherwise subject to a post -annexation surcharge.
FORMULA FOR SURCHARGE CALCULATION:
A= PxI
- [(1 + I)-n]
2. S =
12 x ESCFs
Where:
A =
total annual post annexation surcharge
P =
principal outstanding on the District's Bonds, less any reduction provided for
by Note 1, below
I =
average annual effective interest rate on the District's outstanding Bonds
n
years remaining in debt retirement period
ESFCs =
total number of equivalent single family customer connections within the
territorial boundary of the District
S =
monthly post annexation surcharge per equivalent single family connection, but
in no event will S exceed 125% of the water and sewer rates charged to other
customers within the City
Note 1: P will be reduced by the amount of District funds transferred to the City at the time of
annexation or received by the City after annexation, including any debt service taxes paid to the
City for the year of annexation as provided in this Agreement.
Note 2: For purposes of illustration, the following are examples of the application of the formula
set forth above and the calculation of the post annexation surcharge under this Exhibit based on
certain assumptions:
Consent Agreement
Lakeside Estates MUD
Page 1 of 2
EXHIBIT X
Post Annexation Surcharge Formula
Example 1:
Principal Remaining: $3,000,000
Interest Rate: 4.5 %
Remaining Term of bonds: 15 years
Equivalent Single Family Connections: 1,183
Monthly Surcharge: $19.68
Example 2:
Principal Remaining: $5,000,000
Interest Rate: 6.25 %
Remaining Term of bonds: 15 years
Equivalent Single Family Connections: 2,500
Monthly Surcharge: $17.44
Example 3:
Principal Remaining: $1,000,000
Interest Rate: 6.25 %
Remaining Term of bonds: 5 years
Equivalent Single Family Connections: 3,168
Monthly Surcharge: $6.29
Consent Agreement
Lakeside Estates MUD
Page 2 of 2
EXHIBIT Y
Parkland Improvements — Descriptions and Cost Estimates
rSEC Planning, LLC
Lakeside Estates
Park Amenity Estimates
May 29, 2025
ITEM QUA. UNIT COST TOTAL
PRIVATE AMENITY CENTER
Hardscape
Amenity Building (Resident Only)
1
EA
$
600,000.00
$
600,000.00
Parking Lot
10,000
SF
$
12.00
$
120,000.00
Pool (Resident Only)
4,000
SF
$
110.00
$
440,000.00
Pool Decking (Resident Only)
9,000
SF
$
12.00
$
108,000.00
Pool Coping (Resident Only)
300
LF
$
15.00
$
4,500.00
Pool Bubblers and Splash Equipment (Resident Only)
1
LS
$
10,000.00
$
10,000.00
Pool Shade Structures (Resident Only)
4
EA
$
30,000.00
$
120,000.00
Pool Fence (Resident Only)
500
LF
$
35.00
$
17,500.00
Pool Gate (Resident Only)
2
EA
$
1,200.00
$
2,400.00
Playground (Turn -key)
1
ALLOWANCE
$
125,000.00
$
125,000.00
Picnic Pavilion (30'x50')
1
EA
$
150,000.00
$
150,000.00
6' Concrete Sidewalk Trail
1,200
LF
$
36.00
$
43,200.00
Pavilion Concrete Pad
2,000
SF
$
15.00
$
30,000.00
Site Furnishings
1
ALLOWANCE
$
50,000.00
$
50,000.00
Amenity Lighting
1
ALLOWANCE
$
50,000.00
$
50,000.00
Hardscape Subtotal
$
1,870,600.00
Planting
Shade Trees
20
EA
$
650.00
$
13,000.00
Ornamental Trees
15
EA
$
450.00
$
6,750.00
Turf Sod and Irrigation
30,000
SF
$
1.50
$
45,000.00
4" Depth Topsoil
370
CY
$
34.50
$
12,777.78
Seed Hydromulch and Irrigation
45,000
SF
$
1.15
$
51,750.00
2" Depth Topsoil
278
CY
$
34.50
$
9,583.33
Plant Bed (Soil, Mulch, Plants, Irrigation)
7,500
SF
$
3.00
$
22,500.00
Tree Bubblers (2 per shade / 1 per ornamental)
55
EA
$
80.00
$
4,400.00
Irrigation Controller
1
EA
$
1,500.00
$
1,500.00
Planting Subtotal
$
167,261.11
AMENITY CENTER SUBTOTAL $ 2,037,861.11
PARK A - NON EXCLUSIVE PUBLIC
Hardscape
Pavilion (20'x30')
1
EA
$
100,000.00
$
100,000.00
Pavilion Concrete Pad
600
SF
$
15.00
$
9,000.00
Dog Park (Chain link fence, gates, equipment)
1
LS
$
50,000.00
$
50,000.00
Workout Stations
1
ALLOWANCE
$
250,000.00
$
250,000.00
Decomposed Granite (Picnic Area)
4,000
SF
$
2.50
$
10,000.00
6'Concrete Sidewalk Trail
1,450
LF
$
48.00
$
69,600.00
Site Furnishings
1
ALLOWANCE
$
40,000.00
$
40,000.00
Hardscape Subtotal
$
528,600.00
Planting
Shade Trees
20
EA
$
650.00
$
13,000.00
Ornamental Trees
10
EA
$
450.00
$
4,500.00
Turf Sod and Irrigation
20,000
SF
$
1.50
$
30,000.00
4" Depth Topsoil
247
CY
$
34.50
$
8,518.52
Seed Hydromulch and Irrigation
110,000
SF
$
1.15
$
126,500.00
2" Depth Topsoil
679
CY
$
34.50
$
23,425.93
Plant Bed (Soil, Mulch, Plants, Irrigation)
2,000
SF
$
3.00
$
6,000.00
Tree Bubblers (2 per shade / 1 per ornamental)
50
EA
$
80.00
$
4,000.00
Irrigation Controller
1
EA
$
1,500.00
$
1,500.00
Planting Subtotal
$
217,444.44
PARK B SUBTOTAL
$
746,044.44
Consent Agreement Page 1
Lakeside Estates MUD
EXHIBIT Y
Parkland Improvements — Descriptions and Cost Estimates
PARK B - NON-EXCLUSIVE PUBLIC
Hardscape
Pavilion (20'x30')
1
EA
$
100,000.00
$
100,000.00
Pavilion Concrete Pad
600
SF
$
15.00
$
9,000.00
Sport Court
1
EA
$
100,000.00
$
100,000.00
Playground (Turn -key)
1
ALLOWANCE
$
120,000.00
$
120,000.00
10' Trike Track (Track, Signs, Paint)
200
LF
$
85.00
$
17,000.00
6' Concrete Sidewalk Trail
3,250
LF
$
48.00
$
156,000.00
Site Furnishings
1
ALLOWANCE
$
25,000.00
$
25,000.00
Hardscape Subtotal
$
527,000.00
Planting
Shade Trees
30
EA
$
650.00
$
19,500.00
Ornamental Trees
10
EA
$
450.00
$
4,500.00
Turf Sod and Irrigation
40,000
SF
$
1.50
$
60,000.00
4" Depth Topsoil
494
CY
$
34.50
$
17,037.04
Seed Hydromulch and Irrigation
200,000
SF
$
1.15
$
230,000.00
2" Depth Topsoil
1,235
CY
$
34.50
$
42,592.59
Plant Bed (Soil, Mulch, Plants, Irrigation)
4,000
SF
$
3.00
$
12,000.00
Tree Bubblers (2 per shade / 1 per ornamental)
70
EA
$
80.00
$
5,600.00
Irrigation Controller
1
EA
$
1,500.00
$
1,500.00
Planting Subtotal
$
392,729.63
PARK C SUBTOTAL
$
919,729.63
PARK C - NON EXCLUSIVE PUBLIC
Hardscape
Pavilion (20'x30')
1
EA
$
100,000.00
$
100,000.00
Pavilion Concrete Pad
600
SF
$
15.00
$
9,000.00
Bocce Court (Synthetic Turfand concrete curb finish)
2
EA
$
25,000.00
$
50,000.00
Decomposed Granite (Picnic Area)
4,000
SF
$
2.50
$
10,000.00
6' Concrete Sidewalk Trail
2,000
LF
$
48.00
$
96,000.00
Site Furnishings
1
ALLOWANCE
$
50,000.00
$
50,000.00
Hardscape Subtotal
$
315,000.00
Planting
Shade Trees
15
EA
$
650.00
$
9,750.00
Ornamental Trees
10
EA
$
450.00
$
4,500.00
Turf Sod and Irrigation
30,000
SF
$
1.50
$
45,000.00
4" Depth Topsoil
370
CY
$
34.50
$
12,777.78
Seed Hydromulch and Irrigation
55,000
SF
$
1.15
$
63,250.00
2" Depth Topsoil
340
CY
$
34.50
$
11,712.96
Plant Bed (Soil, Mulch, Plants, Irrigation)
2,000
SF
$
3.00
$
6,000.00
Tree Bubblers (2 per shade / 1 per ornamental)
40
EA
$
80.00
$
3,200.00
Irrigation Controller
1
EA
$
1,500.00
$
1,500.00
Planting Subtotal
$
157,690.74
PARK D SUBTOTAL
$
472,690.74
TRAIL SYSTEM - NON EXCLUSIVE PUBLIC
Trails
Trail Clearing and Grubbing / Trail Grading
1
ALLOWANCE $ 150,000.00
$
150,000.00
8' Trail
22,798
LF $ 20.00
$
455,960.00
8' Offsite Trail
1,500
LF $ 20.00
$
30,000.00
Site Furnishings /Trailheads/Trailheadparking
1
ALLOWANCE $ 100,000.00
$
100,000.00
Hardscape Subtotal
$
735,960.00
Total
$
4,91 285.
10%Contingency
$
491,228.59
GRAND TOTAL
$
5,403,514.52
TOTAL NON EXCLUSIVE PUBLIC
$
4,101,114.52
*Cost Estimate does not include site preparation, tree removal, site clearing, site grading,
utilities, permits, or fees
Consent Agreement Page 2
Lakeside Estates MUD
Exhibit Z- Tree Standards
Tree Preservation
Purpose.
The purpose of the Tree Preservation regulations is to conserve, protect and enhance existing trees
and natural landscapes that are healthy and contribute to the character, safety and health of the
City and ETJ of Georgetown. It is recognized that the presence of trees contributes to the overall
quality of life and environment of the community. Trees are an integral part of air quality, water
absorption, water purification, and noise and heat abatement. Unless otherwise allowed by this
chapter, no property shall be clear-cut or selectively cleared, nor shall a Protected Tree or Heritage
Tree be removed, without first securing the necessary approval from the City.
Applicabilitk
A. The provisions of this Section 8.02 shall apply to all non-exempt property located within
the city limits and extraterritorial jurisdiction (ETJ) of the City.
Exceptions•
A. Exempt Properties: For the purposes of this chapter, the term "Exempt Properties" shall mean
all Single-family and Two-family lots platted prior to February 13, 2007
B. Hazardous Trees.
1. Natural Disasters and Other Emergencies. If a Protected Tree or Heritage Tree is
determined to be causing a danger or to be in a hazardous condition due to a natural disaster
such as a tornado, fire, storm, flood, or other similar events that endangers public health,
welfare, or safety, the requirements of this section may be waived as deemed necessary by
the Planning Director. The Planning Director shall publish a standard for identifying a method
of documenting the removal to qualify for this standard.
2. Airport Clear Zone. Protected and Heritage Trees located in the Airport Clear Zone are
exempt from the requirements of this section. Map of airport clear zone can be found within
the adopted Airport Master Plan.
3. Sight Triangles. If the Development Engineer determines a protected or Heritage Tree is
interfering with the safe visibility at a sight triangle of an existing public street, the tree may be
removed without fulfilling the mitigation requirements of this chapter.
4. Dead Trees. The provisions of the mitigation requirements do not apply to a Protected or
Heritage Tree that is already dead or fatally diseased prior to starting a project. Determination
shall be made by a Certified Arborist to execute this exemption.
C. Agriculture Exemptions. Property used agriculturally as defined by this Code shall be exempt
from the requirements specified herein.
D. City of Georgetown Capital Improvement Projects. City of Georgetown utility and
transportation capital improvement projects shall be exempt from the requirements of this
section.
E. Public Utilities. Pruning the canopy of Protected Trees and Heritage Trees may be carried out
by public utility providers in the City's right-of-way or public utility easement without prior
approval by the Planning Director, if performed by or under the supervision of an International
Society of Arboriculture (ISA) Certified Arborist. Removal of a Protected or Heritage Tree
requested by any utility provider in the City's right-of-way or public utility easement must be
submitted to the Planning Director for review and approval or through a right-of-way permit in
accordance with Chapter 12.08 of the City Code of Ordinances.
Essential Terms Defined
A. Protected Tree: Any tree, excluding Hackberry, Chinaberry, Ashe Juniper (cedar),
Mountain Cedar, Blueberry Juniper, Post Cedar, Chinese Tallow, and Mesquite, that has a
diameter at breast height (DBH) of 12 inches or larger, excluding Heritage Trees.
B. Heritage Tree. Any of the following tree species that has a DBH of 26 inches or larger:
Live Oak, Post Oak, Shumard Oak, Bur Oak, Chinquapin Oak, Monterey Oak, Bald
Cypress, American Elm, Cedar Elm, Pecan, Walnut, Texas Ash, or Southern Magnolia. The
Heritage Tree classification may also be designated by resolution of the City Council to
any tree of historical value or significant community benefit.
C. Diameter Breast Height (DBH): the diameter of a tree measured at four and one-half feet
above ground, as further defined in Chapter 16. Multi -Stem Tree Measurement: The DBH
of a tree with more than one trunk shall be calculated as the sum of the DBH of the largest
trunk and one-half the sum of the remaining trunks. Trees over 1/2" shall be rounded up to
the nearest whole tree. Trees under 1/2" shall be rounded down to the nearest whole tree.
For example, a tree measuring 12.2 inches in diameter at breast height (DBH) would be
recorded as 12 inches and a tree measuring 12.7 inches in DBH would be recorded as 13
inches.
D. Construction: Any manmade change to improved or unimproved real estate, including,
but not limited to, adding buildings or other structures, mining, dredging, filling, paving,
excavation, drilling operations, grading, clearing, or removing the vegetative cover.
Exclusions from this definition include maintenance of lawns, gardens, and trees; minimal
clearing of vegetation for surveying; and bona fide agricultural activities
E. Critical Root Zone (CRZ): a circular region measured outward from the tree trunk
representing the essential root area that must be protected for the tree's survival and is
calculated as one foot of radial distance for every one inch of DBH.
F. Critical Root Zone Protection Zone: An area that constitutes at least 50 percent (50%)
of the total CRZ and includes one-half the radial distance of the CRZ for each tree being
preserved
2
G. Critical Root Protection Plan: A plan that graphically identifies Protected Trees and
Heritage Trees and clearly delineates the Critical Root Zone to be protected for each tree
scheduled to remain on site.
H. Mitigation Inches: the inches used to calculate owed mitigation and calculated by
applying any prescribed mitigation ratios to DBH inches of removed Heritage and
Protected trees.
Credit Inches: the inches used to calculate credit toward mitigation and calculated by
applying any prescribed credit ratios to DBH or caliper inches of onsite credit trees or
replacement trees as applicable. Hackberry, Chinaberry, Ashe Juniper (Cedar), Mountain
Cedar, Blueberry Juniper, Post Cedar, Chinese Tallow, and Mesquite Trees shall not be
considered towards credit inches.
Disturbance to a Tree: Cut or fill that is greater than four inches in depth, the severing of
major roots, the placement of debris or fill, the cleaning, parking, storage, or active use of
equipment or materials, or the disposal of any waste material harmful to tree growth
and health, such as, but not limited to, paint, oil, solvents, asphalt, concrete, or mortar
K. Removed Tree:
1. If proposed or actual protection of the CRZ of a tree does not meet the requirements
of this section, then the tree shall be considered removed and shall require mitigation
2. Topping or excessively pruning more than 30 percent (30%) of the viable portion of a
Protected (non-residential only) or Heritage Tree crown.
3. Removing the tree from its physical location or dismantling tree in sections.
L. Existing Tree: Existing trees with a DBH of least three inches that remain on a site
subject to the above health and CRZ protection requirements of this code, excluding trees
Located within the ROW and excluding Hackberry, Chinaberry, Ashe Juniper (cedar),
Mountain Cedar, Blueberry Juniper, Post Cedar, Chinese Tallow, and Mesquite.
M. Tree Survey: A drawing showing the size, location, species and critical root zone of all
existing Protected Trees, Heritage Trees, and any trees to be used as credit. A table
summarizing the total number of inches, in accordance with generally accepted methods
of International Society of Arboriculture (ISA) shall be provided. See the UDC
Development Manual and the Landscape and Tree Technical Standards for more
information on the submission requirements Tree Surveys shall be valid for a period of ten
years with recertification of any trees shown on the survey to have a DBH of 24-25 inches
or 10-11 inches after five years.
N. Tree Inventory: Prepared by an arborist licensed by the International Society of
Arboriculture (ISA) and containing the tree survey and additional information describing
the health of the trees being surveyed. See the UDC Development Manual and the
Landscape and Tree Technical Standards for more information on the submission
requirements. Tree Inventories shall be valid for a period of ten years with recertification
of any trees shown on the survey to have a DBH of ten to 11 inches or DBH of 24 inches or
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Larger after five years. A new Tree Inventory shall be required for separate phases of long
term projects that extend longer than ten years.
O. Tree Preservation Plan- A plan that graphically represents the Tree Schedule and
identifies all protected, heritage and credit trees, indicating those being preserved and
those being proposed for removal.
Tree Preservation Standards
A. General Standards.
1. The City values its trees, and therefore, Protected and Heritage Tree protection
may be considered for priority over conflicting UDC development requirements
including, but not limited to, setbacks, lot design standards, building heights,
sidewalks, lighting, signage, parking design and numbers, drainage criteria,
connectivity, driveway separation, and utility extension and location.
2. If there is a conflict between a Protected or Heritage Tree protection and other
provisions of this Code, the applicant may request an alternative standard or
design, provided that public health and safety shall be maintained with all
proposed designs. An alternative standard or design that gives priority to Protected
or Heritage Tree protection may be approved by the Director through an
application for an Administrative Exception under the provisions of UDC Section
3.16
3. All preserved trees may also be credited towards the landscape requirements of
this code as applicable.
4. The Director may increase the amount of permitted impervious cover up to five
percent (5%) for the preservation of Protected Trees beyond the amount required
by Subsection 8.02.030.E. A one -percent (1 %) increase in impervious cover may
be granted for each one percent (1 %) of Protected Trees preserved beyond the
minimum required per Table 8.02.030. For example, a site required to preserve a
minimum of 30 percent (30%) of total Protected Trees may receive a three -
percent (3%) impervious cover bonus by preserving 33 percent (33%) of the
Protected Trees on a site. The maximum impervious cover shall not exceed that
specified in Section 11.02.010.
5. The Parkland dedication requirement maybe reduced if a Heritage Tree is saved
and 100% of the CRZ is protected within the dedicated Parkland lot in accordance
with Section 13.08.030.D of this Code, subject to approval by the Parks and
Recreation Director.
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6. The Director may approve a reduction in the number of parking spaces required by
ten percent (10%) for the preservation of each Heritage Tree, or each Protected
Tree. A maximum of a 30 percent (30%) total reduction may be granted under this
provision. Any reduction shall only be granted upon demonstration that the
reduction is responsible for the preservation of the applicable trees
7. Critical Root Zones.
a. All construction or disturbance shall occur outside of the Critical Root
Zone Protection Zone unless specifically approved.
b. The Planning Director may approve construction or disturbance closer to
the trunk than one-half the radial distance, depending on the size, spacing,
or species of the tree, the type of disturbance proposed, and uniqueness of
the situation, if acceptable supplemental nutrients and/or soil aeration are
provided and the probable survival rate of the tree is high. In such
circumstances, the Director may require the property owner provide a
written report from an ISA certified arborist documenting additional tree
care prescriptions.
c. Trees grow their root systems in response to the conditions and limitations
of their particular location. Root systems may not reflect the standard
Critical Root Zone configuration described in this chapter. When previous
development or existing conditions have prevented root growth within
some portion of the CRZ, the Planning Director will consider proposals for
a modified CRZ. A standard CRZ may include areas where roots are not
present, such as beneath streets or under foundations. The modified CRZ
provides design flexibility in these scenarios. The Planning Director may
require an ISA certified arborist to demonstrate the location of roots prior
to approving a modification to the CRZ
8. Any person who removes a Protected or Heritage Tree in violation of this chapter,
accidentally or otherwise, shall be required to comply with the mitigation
provisions of this section, and, if the act is intentional, to pay a fine for each tree
that is removed, as allowed by law, in addition to any penalties pursuant to
Chapter 15. Mitigation for projects without active permits shall be based on the
mitigation provisions applicable at the time of the violation, not those at the time
of platting or other approval
9. Protected and Heritage Trees may be transplanted to a suitable location either on
the same property or off -site, as approved by the Planning Director.
10. Trees to be retained for mitigation or credit shall be encircled with protective
fencing in advance of construction in accordance with the standards as adopted in
sections within this UDC and technical specifications.
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B. Heritage Trees
1. Applicability. The requirements of this chapter as they relate to Heritage
Trees shall be applicable to all development within the City's jurisdiction
including both residential and non-residential development, unless
otherwise exempted by chapter.
2. Removal. Heritage Trees may be removed only with the approval of a
Heritage Tree removal permit, per Section 3.23 of this Code, and after the
required mitigation has been provided. Heritage Trees shall not be removed
or damaged in rights -of -way or easements, unless specifically approved by
the Planning Director.
C. Protected Trees
1. Applicability. The requirements of this chapter as they relate to Protected Trees
shall be applicable to all non-residential development within the City's
jurisdiction.
2. Preservation Requirements.
a. The minimum percentage of Protected Tree inches required to be
preserved on site shall be based on the average density of all Protected
Trees on the site. For multi -site unified developments, the tree
preservation percentages may be averaged over the entire development
provided it is identified as such on the Subdivision Plat or Site
Development Plan for the development. Densities shall be determined
based on the Tree Survey. Mitigation shall be required for trees approved
for removal, using the calculations detailed in Subsection 8.02.040.C.
Table 8.02.030: Required Protected Tree Preservation
Average Tree Density
Minimum Percentage of Protected Tree
Inches
Required to be Preserved
1-10 trees per acre
30%
11 + trees per acre
20%
b. An applicant may preserve less than the minimum percentages in Table
8.02.030 provided that the inches of trees removed beyond the minimum
required to be preserved be mitigated at a rate of one and one-half times
the calculations required in Section 8.04.020.
Tree Mitigation
The following tree mitigation requirements shall be applied when a protected tree, including
heritage trees, for which a Tree Permit or Development Permit is required, is critically altered or
removed
A. General Standards.
1. Options for Mitigation. Mitigation maybe achieved through the following ways:
a. credit of existing trees on site,
b. replacement trees planted either on or off -site,
c. supplemental nutrition and aeration,
d. cost of tree infrastructure,
e. payment -in -lieu of replacement trees, or
f. a combination thereof.
2. Mitigation Ratios. The tree mitigation inch -to -inch ratio applies to the DBH of the
trees to be removed.
a. Protected Trees. Mitigation shall be provided at a 1:1 inch basis for the total
diameter inches of Protected Trees removed
b. Heritage Trees. Mitigation shall be provided at a 3:1 inch basis for the total
diameter inches of Heritage Trees removed
c. Other Trees. Mitigation shall be provided at a 2:1 inch basis for the total
diameter inches of any Protected Tree with a DBH of 26 inches or greater that is
not a Heritage Tree species.
3.Mitigation for ROW dedication. Where ROW dedication is required, but no public
improvements are required to be constructed as a part of the scope of work, mitigation
is not owed. At the time that those public improvements are constructed, mitigation
shall be due from the party constructing the public improvements.
A. Mitigation by On -Site Credit Trees.
Summary
Size of Tree
Credit Inches (Residential)
Credit Inches (Non -Residential)
3-11" DBH
1:1 Credit Inches
1:1 Credit Inches
Protected Trees
1:1 Credit Inches
---
Heritage Trees
---
3:1 Credit Inches for Heritage tree
inches preserved in excess of 50%
and only when more than 50% of
Heritage tree inches are preserved
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1. Mitigation Credit. Credit Inches may apply towards 100 percent of the required mitigation
inches.
2. Documentation. Credit trees shall be indicated on a Tree Survey, Tree Inventory, and
Mitigation Plan.
3. Location Requirements: Trees shall meet the following locational requirements. Trees shall
not be located in areas that:
a. Have been graded, cleared of vegetation, or used for construction
access or staging during development.
b. Have been set aside and planned for future development (parking,
proposed building footprint, or any other areas to be disturbed by future
development).
c. Are located within a Public Utility Easement.
d. Might impact the sight visibility zones of adjacent or future streets.
e. Are determined by the Director to be unsuitable based on specific site
conditions.
4. Tree Health. Determination of credit shall be based on the following: assessed health,
structure, growth habit, presence of disease or decline, and the available growing space of
the tree. Trees found to be in poor health, in decline, or presence of disease shall not be
used as credit.
5. Critical Root Zone Protection:
a. 3-6-inch DBH: Existing shade trees that remain on a site shall protect the full Critical
Root Zone from construction and disturbance.
b. All other preserved trees: Subject to the general standard for Critical Root Zone
protection as described by Tree Preservation Standards A. 7. for each tree being
preserved, including Protected Trees, Heritage Trees, and any other trees for which
credit for preservation is to be assigned per this chapter. This defined area shall be
flagged and encircled with protective fencing during construction.
6. Tree Credit by Development Type and Tree Size. Trees shall be credited for mitigation
based on the development types listed below. Subject to the above health and location
requirements.
a. Non-residential:
3-11" DBH: Existing shade trees that remain and meet the health, location,
and protection requirement outlined above shall be credited at a mitigation
ratio of 1:1 ratio credit as inches
1.9
ii. Heritage Trees: Non-residential developments preserving more than 50% of
Heritage tree inches, may be used for credit at a 3:1 ratio as credit inches. All
health, location, and protection requirements outlined above shall be met.
b. Residential:
i. 3" DBH - Protected Trees: Existing shade trees that remain and meet the
health, location, and protection requirement outlined above shall be credited
at a 1:1 ratio as credit inches.
7.Ornamental Trees. Trees classified as Ornamental Trees by the Preferred Plant List
adopted through the Development Manual may be considered on -site credit trees and
shall be credited at a 1:1 ratio as credit inches.
B. Mitigation by Planting On -Site Replacement Trees.
Summary
Size of Tree
Credit Inches
Trees planted on the western or southern
a credit of 1.5 :1 the total inches planted
exposures of a residential structures
shall be applied
Trees planted in public street ROW,
a credit of 2:1 the total inches planted
median lots, or public parks/public
shall be applied.
amenities, common recreation areas
On -site replacement trees planted on
a credit of 1:1 the total inches planted
residential lots shall be credited toward
shall be applied.
the mitigation requirements of a
residential development
Trees planted on residential lots for
a credit of 1:1 the total inches planted
residential landscaping requirements
shall be applied.
shall be credited toward the mitigation
requirements of a residential development
1. Type of trees. All replacement trees used for mitigation shall be from the preferred plant
List and generally reach the same size at maturity as the tree(s) removed.
2. Landscaping Credit. Trees planted for mitigation maybe used as credit towards the
Landscaping requirements for residential and non-residential development as applicable.
3. Location of Trees Planted.
c. Planted on the western or southern exposures of a habitable building for credit must
be located a minimum of ten (10) feet but a maximum of thirty (30) feet in distance
from the building.
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d. Trees planted along dedicated public street right of way, median lots, or parks/public
amenities for credit must meet the clear zone and other applicable requirements of
this code
e. Spacing of trees to allow for full growth of the tree must be maintained at the time of
planting;
C. Mitigation by Soil Aeration and Supplemental Nutrients or Other Supplemental
Treatment.
An applicant may spend up to 75 percent (75%) of the total cost of required mitigation
(based on fee -in -lieu calculation) for soil aeration, supplemental nutrients and/or other
supplemental treatment for on -site trees within the limits of construction, per the
Technical Standards. The materials and methods for soil aeration, supplemental nutrition,
or other supplemental treatment mitigation shall be approved by the Director prior to final
application approval. Soil aeration treatment shall commence after the completion of all
site construction and prior to any landscape installation. All treated areas shall be
mulched and remain un-compacted.
D. Cost of Tree Infrastructure.
An applicant may spend up to seventy-five percent (75%) of total costs of required
mitigation (based on fee -in -lieu calculation) for costs of tree infrastructure for newly
planted trees, or tree preservation. For purposes of this Section, tree infrastructure
includes the installation of root barriers and modular suspended pavement framing
systems which are required and approved for use by the Director and Development
Engineer for any trees which are located within a dedicated public street right of way or
City of Georgetown Easement, or which are installed within portions of the Critical Root
Zone within a public right of way of City of Georgetown Easement.
Trees eligible for this reduction must be provided a minimum square footage of pervious
cover surrounding the tree as approved by the City.
2. Costs estimates shall be provided to the City for review and approval prior to approval of
any Plans. Prior to final acceptance, the total cost of actual installation as evidenced by
paid receipts shall be submitted to the City for review and approval with any Record
Drawing changes, and Total Fee Due amended and paid or refunded, accordingly.
3. Trees planted within any public street rights of way dedicated to the City shall require a
License to encroach, including a commitment to maintain the trees.
E. Mitigation by Payment
While the primary goal is to retain and replant trees on a development site, when some or all
of the required mitigation trees cannot feasibly be planted in any area of the development
site or in a nearby park or other public property, the applicant shall pay a fee -in -lieu of
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planting mitigation trees. Payment is due per Mitigation Inch at a rate set by City Council
resolution. The funds shall be dedicated solely to tree planting and care and other tree
preservation activities. Refer to the fee schedule on the City's Development Manual for the
current rates. The payment(s) shall be made prior to final approval of the development
application authorizing the removal of the tree(s). Upon request to the Planning Director, a
reimbursement of mitigation payment may be issued due to deviations from the approved
Tree Mitigation Plan during construction of a project. At the approval of the Planning Director,
a reimbursement of mitigation fees paid may be requested for the preservation of any tree
identified on the Tree Preservation Plan as "removed" at time of final inspection.
Tree Preservation Permitting
Summary of Permitting
Tree
CRZ Plan
Mitigation
Payment or
Residential
Preservation
Plan
Plantings Due
Landscaping Plan
Plan/ Tree
Before
Inventory
Approval
PUD/Special
X
District
Preliminary
X
X
Plat
Stormwater
X (if not
X
X
Permit (SWP)
submitted when
property was
platted)
Construction
X
X
X
X
Plans (CON)
Final Plat (FP)
X
X
X
X
(if not part of
CON or SWP)
Site
X
X
X
X
Development
(if not part of
Permit (SDP)
final plat)
Residential
X
Building
(part of plot plan
Permit
showing
preservation of
trees noted on final
plat)
A. General:
1. Heritage Trees shall be graphically identified on Subdivision Plats, and the plat
shall contain a note stating that such trees cannot be removed without prior
consent from the City.
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2. Each plat shall contain certification, with a plat note, that all individual lots
containing Heritage Trees are configured and designed so that the lot is
developable for the intended purpose without requiring removal of the Heritage
Tree or exceeding the percentage of allowable disturbance within the Heritage Tree
CRZ
3. A pruning permit shall be required for pruning of Heritage Trees. All approved
pruning must be performed by an International Society of Arboriculture (ISA)
Certified Arborist or under the supervision of an ISA Certified Arborist, and must
follow the American National Standards Institute (ANSI) A300 standards. Heritage
Tree pruning permits do not apply to lots containing constructed single-family and
two-family dwellings.
B. Tree Survey and Preservation Plan. Tree Survey and Preservation Plan shall be provided
with each residential subdivision application and with each non-residential development
application, unless otherwise noted. Requirements for a tree survey and preservation plan
are outlined within the Development Manual.
1. No grading, excavation, trenching, or tree removal shall occur until the Tree
Preservation Plan has been approved and tree protection fencing is in place.
2. Each residential lot shall demonstrate an ability to meet all setbacks without the
removal of Heritage Trees and encroachment into the Critical Root Zone
Protection Zone.
3. Development within a public park may request tree survey and preservation plan
be limited to limits of construction.
C. Tree Inventory. A Tree Inventory shall be prepared by an arborist licensed by the
International Society of Arboriculture (ISA). Requirements for a tree inventory are outlined
within the Development Manual. A Tree Inventory shall be required when:
1. A Tree Preservation Plan proposes to satisfy, in any part, the mitigation
requirements with on -site credit trees,
2. A residential subdivision or Site Development Plan is to be planned and developed
in three or more phases, or
3. Alternative tree preservation and mitigation standards are being requested through
a Planned Unit Development (PUD), a Development Agreement, a Request for the
Creation of a Municipal Utility District (MUD), or a Subdivision Variance.
D. Tree Schedule. A tree schedule shall accompany a Tree Survey and shall indicate the
status of all surveyed trees on site.
E. Critical Root Zone (CRZ) Protection Plan, If Applicable. A CRZ protection plan is
required for residential subdivision Construction Plans or any non-residential
development application required by and subject to the provisions of this Code where
Heritage Trees are present and are planned to remain showing where tree protection
fencing will be located. City tree protection details from the Technical Standards shall be
included with the plan.
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F. Mitigation Plan. A Mitigation Plan shall include the mitigation required by this chapter any
time trees requiring mitigation are proposed to be removed. The Mitigation Plan shall
identify each tree to be removed (as indicated on the Tree Preservation Plan), label the
DBH and status (Protected or Heritage Tree), and identify which mitigation option is
proposed to be used. If mitigation is to be met by the on -Site Development Planting of
trees, a mitigation tree planting plan shall be included depicting the location, size, species
of the trees, and timing of installation. If Heritage Tree mitigation is required, a separate
line item from the Protected Tree mitigation shall be required.
G. Residential Building Permit Review- Landscape Plan. A Landscape Plan shall be
submitted for all new residential development at the time of building permit review. The
plan shall show the following:
1. Proposed location and species of required trees to be planted
2. Any heritage or landscape credit trees proposed to be preserved shall also include
location of the preserved tree and the following:
i. Compliance with protection of the critical root protection zone
ii. Fenced protection during construction per this chapter and the Technical
Standards.
OC►��� �-��='ti�'Y� FILED AND RECORDED
OFFICIAL PUBLIC RECORDS 2025070120
Fee: $801.00
09/04/2025 03:36 PM VDONNELLY
so a' Nancy e: Rister, County Clerk
Williamson County, Texas
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