HomeMy WebLinkAboutORD 2026-11 - 4th Amendment to Development Agreement for Parkside on the RiverORDINANCE NO. a? 02 tP — //
AN ORDINANCE OF THE CITY COUNCIL OF THE CITY OF
GEORGETOWN, TEXAS AMENDING ORDINANCE NOS. 2019-69,
2020-84, 2021-40, and 2024-18 AND APPROVING A FOURTH
AMENDMENT TO DEVELOPMENT AGREEMENT FOR PARKSIDE
ON THE RIVER SUBDIVISION," REPEALING CONFLICTING
ORDINANCES AND RESOLUTIONS; INCLUDING A SEVERABILITY
CLAUSE; AND ESTABLISHING AN EFFECTIVE DATE.
RECITALS
WHEREAS, on October 8, 2019, by City Council Ordinance No. 2019- 69, the City
Council approved the "Development Agreement for Parkside on the River Subdivision"
dated to be effective on November 19, 2020, and recorded under Document No.
2019117441, Official Public Records of Williamson County, Texas (the "Original
Development Agreement") pertaining to land referred to in the Original Development
Agreement as the Remainder Tract and the 2243 Acre Tract.
WHEREAS, on December 8, 2020, by City Council Ordinance No. 2020- 84, the City
Council approved the " First Amendment to and Partial Assignment of Development
Agreement for Parkside on the River" dated effective December 8, 2020 and recorded
under Document No. 2020162167, Official Public Records of Williamson County, Texas,
(the "First Amendment") to, among other things, address changed circumstances relating
to School Tract and the Fire Station Tract.
WHEREAS, on May 25, 2021, by City Council Ordinance No. 2021-40, the City
Council approved the "Second Amendment to Development Agreement Parkside on the
River Subdivision," dated effective May 25, 2021, and recorded under Document No.
2021082512 Official Public Records of Williamson County, Texas, to add the GP II
Property (therein defined) and HM GPII, LP to the Development Agreement (the "Second
Amendment").
WHEREAS, on April 9, 2024, by City Council Ordinance No. 2024-18, the City
Council approved the "Third Amendment to Development Agreement Parkside on the
River Subdivision, dated effective April 9, 2025, and recorded under Document No.
2024031828 Official Public Records of Williamson County, Texas, to add the so-called
"Leader ETJ Tract" (therein defined) to the Development Agreement (the "Third
Amendment").
Ordinance No. rq C)^ W l I
Approving Fourth Amendment to Development Agreement Parkside on the River Page 1
WHEREAS, the Parkside Parties to the Development Agreement now desire to add
the "Dufner Tract" into the Development Agreement, revise tree preservation standards,
and make other conforming changes as set forth in the Fourth Amendment to
Development Agreement Parkside on the River Subdivision attached hereto as
Attachment 1 to this Ordinance (the "Fourth Amendment").
WHEREAS, the City Council of the City of Georgetown finds that it has the
authority to approve the Fourth Amendment to Development Agreement for Parkside on
the River pursuant to Section 212. 172 of the Texas Local Government Code.
NOW THEREFORE, BE IT ORDAINED BY THE CITY COUNCIL OF THE CITY OF
GEORGETOWN, TEXAS THAT:
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.
2. The City Council hereby finds that the foregoing recitals are true and correct,
and the recitals are hereby incorporated into this Ordinance by reference for all purposes
as set forth in full. The City Council hereby finds that this Ordinance compliance with the
Vision Statement of the City of Georgetown 2030 Comprehensive Plan.
3. The Fourth Amendment to Development Agreement Parkside on the River
Subdivision in substantially the form attached hereto as Attachment 1 is approved by the
City Council and incorporated into this Ordinance for all purposes by this reference.
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.
5. The Mayor is authorized to sign this Ordinance and the Fourth Amendment to
Development Agreement Parkside on the River Subdivision in substantially the form
attached hereto as Attachment 1, and the City Secretary is authorized to attest.
6. This Ordinance and the Fourth Amendment to Development Agreement
Parkside on the River will become effective in accordance with the terms and conditions
stated in the Fourth Amendment to Development Agreement Parkside on the River
Subdivision, and the City Charter.
Attachment List:
Attachment 1 - Fourth Amendment to Development Agreement Parkside on the River
Subdivision (including all exhibits and schedules)
Ordinance No. ;-62.ro - /i
Approving Fourth Amendment to Development Agreement Parkside on the River Page 2
PA�. D AND APPROVED ON FIRST READING on the Ol� day of
2026.
PASSED AND APPROVED ON SECOND READING on the on the t'Kday of
!-&JV tka.VU 2026.
CITY OF GEORGETOWN, TEXAS
0
ATTEST:
By: 1
Robyn Dens re, City Secretary
APPROVED AS TO FORM:
By: \'O/�
Skye Masson, City Attorney
ame:Tosh Schroeder
Ordinance No. — /1
Approving Fourth Amendment to Development Agreement Parkside on the River Page 3
2026013970 Total Pages: 67
■III h'i?.& RUMAY'rZ 4r«41% Will 11111
STATE OF TEXAS § FOURTH AMENDMENT TO
§ DEVELOPMENT AGREEMENT
COUNTY OF WILLIAMSON §
§ PARKSIDE ON THE RIVER
CITY OF GEORGETOWN § SUBDIVISION
This FOURTH AMENDMENT TO DEVELOPMENT AGREEMENT ("Fourth
Amendment") is entered into by and between the City of Georgetown, Texas, a Texas
home -rule municipality located in Williamson County, Texas ("City"), HM Parkside,
LP, a Texas limited partnership ("HM Parkside" or "Primary Owner"), HM Parkside
Development, Inc., a Texas corporation affiliated with Primary Owner ("HMPK
Development"), HM GPII, LP, a Texas limited partnership affiliated with Primary
Owner ("HM GPII"), HM 2243 Development, Inc., a Texas corporation ("HM 2243"),
and HM GPII Development, Inc., a Texas corporation ("HM GPII Development").
I. RECITALS:
A. City, HM Parkside (as Primary Owner), and HM CR 176-2243, LP, a Texas limited
partnership affiliated with Primary Owner ("HM-CR"; also referred to as
"Affiliated LP") entered into the Development Agreement Parkside on the River
Subdivision (the "Original Development Agreement"), dated as of November 19,
2019, and recorded under Document No. 2019117041, Official Public Records of
Williamson County, Texas with respect to the original Property (defined in the
Original Development Agreement).
B. City, HM Parkside, HM-CR, and HMPK Development entered into a First
Amendment to and Partial Assignment of Development Agreement Parkside on
the River Subdivision (the "First Amendment") dated as of December 8, 2020, and
recorded under Document No. 2020162167, Official Public Records of Williamson
County, Texas. The First Amendment amends the Original Development
Agreement and acknowledges the conveyance by HM Parkside to HMPK
Development of certain land described in Assumption Special Warranty Deed
recorded under Document No. 2020068300, Official Public Records of Williamson
County, Texas, and referred to as the "Initial HM Development Property" herein and
in the First Amendment and the assignment by HM Parkside to HMPK
Development of HM Parkside's interest in the Development Agreement and the
Second A&R Consent Agreement (defined in Recital K below) as they related to
the Initial HM Development Property by Partial Assignment and Assumption
Agreements recorded in the Official Public Records of Williamson County, Texas
Parkside on the River
Fourth Amendment to Development Agreement (Dufner Tract) Page 1 of 24
as Document Nos. 2020141874 as to the Development Agreement and 2020073238
as to the Second A&R Consent Agreement.
C. City, HM Parkside, HM-CR, HMPK Development, and HM GPII entered into a
Second Amendment to Development Agreement Parkside on the River
Subdivision (the "Second Amendment") dated as of May 25, 2021, and recorded
under Document No. 2021082512, Official Public Records of Williamson County,
Texas, which added certain land described therein and referred to as the "GP II
Property" to the Property covered by the Original Development Agreement, as
modified by the First Amendment, and further modified the Original
Development Agreement as set forth therein.
D. By Assignment and Assumption Agreement Development Agreement Parkside
on the River Subdivision dated as of December 15, 2021 and recorded under
Document No. 2021190022, Official Public Records of Williamson County, Texas,
HM-CR assigned to HM 2243 all of its interest in and to the Original Development
Agreement, First Amendment and Second Amendment in connection with the
conveyance to HM 2243 of the 2243 South Tract, as defined and described in the
Original Development Agreement (save and except certain land conveyed to
Williamson County as right of way) and of the Leander ETJ Tract, as defined and
described in the Original Development Agreement, so that references in the
Original Development Agreement to "Affiliated LP" now mean and refer to HM
2243. HM-CR concurrently assigned all its interest in the Second A&R Consent
Agreement to HM 2243 by Assignment and Assumption Agreement dated as of
December 15, 2021 and recorded under Document No. 2021190025, Official Public
Records of Williamson County, Texas.
E. By Partial Assignment and Assumption Agreement dated as of December 28, 2021
and recorded under Document No. 2021195623, Official Public Records of
Williamson County, Texas, HM Parkside assigned its interest in and to the
Original Development Agreement, First Amendment, and Second Amendment to
HMPK Development as to certain land described therein and referred to as the "2na
HM Development Property" (so referred to herein). HM Parkside concurrently
assigned to HMPK Development its interest in and to the Second A&R Consent
Agreement as to the 2nd HM Development Property by Partial Assignment and
Assumption Agreement recorded under Document No. 2021195619, Official
Public Records of Williamson County, Texas.
F. By Partial Assignment and Assumption Agreement dated as of March 1, 2024 and
recorded under Document No. 2024015946, Official Public Records of Williamson
County, Texas, HM Parkside assigned its interest in and to the Original
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Fourth Amendment to Development Agreement (Dufner Tract) Page 2 of 24
Development Agreement, First Amendment and Second Amendment to HMPK
Development as to certain land described therein and referred to as the "3,d HM
Development Property" (so referred to herein). HM Parkside concurrently assigned
to HMPK Development its interest in and to the Second A&R Consent Agreement
as to the 3rd HM Development Property by Partial Assignment and Assumption
Agreement recorded under Document No. 2024015951, Official Public Records of
Williamson County, Texas.
G. City, HM Parkside, HM 2243, HMPK Development, and HM GPII entered into a
Third Amendment to Development Agreement Parkside on the River Subdivision
(the "Third Amendment") dated as of April 10, 2024, and recorded under Document
No. 2024031828, Official Public Records of Williamson County, Texas, which
added the Leander ETJ Tract to the Original Development Agreement, as modified
by the First Amendment and the Second Amendment.
H. On September 6, 2024, HM GPII conveyed to HM GP II Development 33.38 acres
(the "Ist GPII Development Property") out of the "47-Acre Tract" (as described and
so referred to in the Second Amendment) via Special Warranty Deed recorded in
the Official Public Records of Williamson County, Texas as Document No.
2024071340, and simultaneously assigned its interest in the Development
Agreement and the Second A&R Consent Agreement as they relate to the 1st GPII
Development Property to HM GPII Development by Partial Assignment and
Assumption Agreements recorded in the Official Public Records of Williamson
County, Texas as Document Nos. 2024071341 as to the Development Agreement
and 2024071342 as to the Second A&R Consent Agreement.
I. On June 3, 2025, HM GPII conveyed to HM GP II Development 141.19 acres (the
"2nd GPII Development Property") out of the "314 Acre Tract" (described and so
referred to in the Second Amendment) via Special Warranty Deed recorded in the
Official Public Records of Williamson County, Texas as Document No.
2025042999, and simultaneously assigned its interest in the Development
Agreement and the Second A&R Consent Agreement as they relate to the 2nd GPII
Development Property to HM GPII Development by Partial Assignment and
Assumption Agreements recorded in the Official Public Records of Williamson
County, Texas as Document Nos. 2025043001 as to the Development Agreement
and 2025043000 as to the Second A&R Consent Agreement.
J. City, HM Parkside, HMPK Development, HM GP II, HM 2243, and HM GPII
Development now wish to further amend the Original Development Agreement,
as modified by the First Amendment, the Second Amendment, and the Third
Amendment, as set out below to, among other things, add the Dufner Tract into
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Fourth Amendment to Development Agreement (Dufner Tract) Page 3 of 24
the Development Agreement, the Property, and the Project, establish the land use
plan and other development and roadway requirements pertaining to the Dufner
Tract, increase the number of acres in the Commercial Development Areas of the
Project, provide for the construction of the Dufner Tract Trail, and make other
changes related thereto.
K. By separate agreement, City, HM Parkside, HMPK Development, HM GPII, HM
2243, HM GPII Development, Williamson County Municipal Utility District No.
25, a municipal utility district created under Chapters 49 and 54 of the Texas Water
Code (the "District" or "WCMUD No. 25"), Parkside on the River Municipal Utility
District No. 1 ("POR MUD No. 1"), Parkside on the River Municipal Utility District
No. 2 ("POR MUD No. 2"), and Parkside on the River Municipal Utility District No.
3 ("POR MUD No. 3") all of whom are also parties to that certain Second Amended
and Restated Consent Agreement (the "Second A&R Consent Agreement"), dated as
of October 17, 2019, and recorded under Document No. 2019117039, Official Public
Records of Williamson County, Texas, as amended by the First Amendment to
Second Amended and Restated Consent Agreement, dated as of June 8, 2021, and
re -recorded under Document No. 2021086193 ("First Amendment to Second AFAR
Consent Agreement"), which added the GPII Property under Second A&R Consent
Agreement and made other modifications, and as amended by the Second
Amendment to Second Amended and Restated Consent Agreement, dated as of
April 10, 2024, and recorded under Document No. 2024031829, Official Public
Records of Williamson County, Texas, which added the Leander ETJ Tract into the
Property and consented to the annexation of the Leander ETJ Tract into the
boundaries of WCMUD No. 25.
L. By separate agreement, City, HM Parkside, HMPK Development, HM GPII, HM
2243, HM GP Development, WCMUD No. 25, POR MUD No. 1, POR MUD No. 2
and POR MUD No. 3 are amending the Second A&R Consent Agreement, as
amended by the First Amendment to Second A&R Consent Agreement and the
Second Amendment to Second A&R Consent Agreement (such agreement, the
"Third Amendment to Second AFAR Consent Agreement"), to confirm the dis-
annexation of the Dufner Tract from the City limits, and allow the annexation of
the Dufner Tract into POR MUD No. 1.
NOW, THEREFORE, for and in consideration of the promises and the mutual
agreements set forth herein, the City, HM Parkside, HMPK Development, HM GPII, HM
2243 and HM GPII Development hereby agree as follows:
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Fourth Amendment to Development Agreement (Dufner Tract) Page 4 of 24
II. AMENDMENTS
A. Definitions.
1 New Definitions. The following terms are added to the Definitions in Section
2.01:
"Condominium" has the meaning defined in the UDC.
"Curb Extension Improvements" means the improvements for intersection
and mid -block curb extensions to be constructed by Owner at no cost to
the City in the eight (8) locations shown on Exhibit 1-9. The Curb
Extension Improvements shown in Exhibit l-9 are located on the Dufner
Tract and on the segment of Barton Oak Trail to be built on the Original
Property from the west boundary of the Dufner Tract to its intersection
with Greenview Parkway. The specifications for the curb extensions are
stated in Exhibit 1-9.
"Dufner MF Area" means the area within the Dufner Tract labeled as
"RDA/MF-1" on Exhibit F attached to the Fourth Amendment, or as "_/-
4.88 AC Townhome/Condo (MF)" on Exhibit H-3 attached to the Fourth
Amendment.
"Dufner SF Areas" means the areas within the Dufner Tract labeled as
RDA/SF" on Exhibit F attached to the Fourth Amendment.
"Dufner Tract" means that certain 40.199 acres of land in the Joseph
Thompson Survey, Abstract No. 608, Williamson County, Texas, being a
portion of a 17.60-acre tract and a 22.599-acre tract, both conveyed to
Elizabeth Ann Dufner in a gift deed dated February 7, 2014 and recorded
in Document No. 2014063597 of the Official Public Records of Williamson
County, Texas; said 40.199 acres being more particularly described by
metes and bounds and sketch on the attached Schedule 8.
"Dufner Tract Entry Road" means the roadway providing access from RM
2243 to the Dufner Tract to be designed and constructed by Owner at no
cost to the City in accordance with the Governing Regulations and this
Agreement, including Exhibits 1-2 and 1-10.
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Fourth Amendment to Development Agreement (Dufner Tract) Page 5 of 24
"Dufner Tract Trail" means the 10' wide hike and bike trail to be built
within the Open Space in the general location shown on the Open Space
Plan attached to the Fourth Amendment as Exhibit H-1, commencing at a
point on the Dufner Tract near the intersection of the proposed extension
of Sherry Oak Way and the proposed "Future Road" (shown on Exhibit
H-3), and extending into the Open Space north of the Dufner Tract to
connect with a proposed native trail to be constructed along the path of the
Barton Tributary wastewater line. The Dufner Tract Trail will be concrete
in part and native trail, in part, as shown on Exhibit H-3. The Dufner Tract
Trail will be constructed by Owner at no cost to the City as a part of the
Project's Open Space trail network contemplated in Section 3.08(b).
"Residential Collector" means roads built by Owner within the Property to
the specifications shown on Exhibit 1-10. Residential Collector Roads will
have a 68' ROW.
"RM 22431Dufner Tract Entry Road Intersection" means the intersection of
the proposed Dufner Tract Entry Road and RM 2243.
"Roadway Exhibit" means Exhibit 1-1, Exhibit 1-9 and Exhibit 1-10 attached
to this Fourth Amendment, Exhibits 1-2 through Exhibit 1-6 attached to the
Original Development Agreement, and Exhibit 1-7 and Exhibit J-8
attached to the Third Amendment.
"Third Amendment to Second A&R Consent Agreement" means the Third
Amendment to Second A&R Consent Agreement in the form attached as
Schedule 9 to the Fourth Amendment.
"Townhouse" has the meaning defined in the UDC.
"New Tree Preservation Requirements" means the provisions of Sections 8.01
and 8.02 of the City of Georgetown Unified Development Code (as set out
in Exhibits "A" and "B" of City of Georgetown Ordinance 2025-54,
respectively) in effect on the date of City Council approval of this Fourth
Amendment, together with the review and approval provisions of Section
8.05 of the City of Georgetown Unified Development Code (as set out in
Exhibit "C" of City of Georgetown Ordinance 2025-54) in effect on the date
of City Council approval of this Fourth Amendment.
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Fourth Amendment to Development Agreement (Dufner Tract) Page 6 of 24
2 Amended Definitions. The following terms defined in Section 2.01 are
repealed and replaced with the following:
"Agreement" means the Original Development Agreement (defined in
Recital A to this Fourth Amendment), as amended by the First
Amendment (defined in Recital B to this Fourth Amendment), the Second
Amendment (defined in Recital C to this Fourth Amendment), the Third
Amendment (defined in Recital D to this Fourth Amendment), and this
Fourth Amendment.
"Amended Consent Agreement" means the Second A&R Consent Agreement
(defined in Recital K to this Fourth Amendment), as amended by the First
Amendment to Second A&R Consent Agreement (defined in Recital K to
this Fourth Amendment), the Second Amendment to Second A&R Consent
Agreement (defined in Recital K to this Fourth Amendment), and the Third
Amendment to Second A&R Consent Agreement, dated on approximately
even date herewith.
"Land Use Plan" means the land use plan attached to the Fourth
Amendment as Exhibit F.
"Open Space" means all Parkland, the River Trail Parking Lot, HOA Parks
(including the portions of the HOA Parks used for Amenity Centers) and
land designated as "OS" or "Open Space" on the Open Space Plan and the
Land Use Plan. The aggregate Open Space must contain at least 323 acres
located on the Property.
"Open Space Plan" means the plan attached to the Fourth Amendment as
Exhibit H-1.
"Owner" means HM Parkside (also referred to as "Primary Owner") as to
all the Remainder Property except the Initial HM Development Property,
the 2nd HM Development Property and the 3rd HM Development Property;
HMPK Development as to the Initial HM Development Property, the 2nd
HM Development Property and the 3rd HM Development Property; HM
2243 (also referred to as "Affiliated LP" notwithstanding that HM 2243 is
not a limited partnership) as to the 2243 South Tract and the Leander ETJ
Tract; HM GPII as to all the GPII Property except the 1st GPII Development
Property and the 2nd GPII Development Property; HM GPII Development
as to the 1st GPII Development Property and the 2nd GPII Development
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Fourth Amendment to Development Agreement (Dufner Tract) Page 7 of 24
Property; and Primary Owner as to the Dufner Tract, and their respective
permitted assigns under this Agreement, but does not include a Lender
unless the Lender forecloses and elects to become a party to this
Agreement as permitted by Section 11.11(h) and does not include an End
Buyer. The terms Initial HM Development Property, 2nd HM Development
Property, 3rd HM Development Property, 1st GPII Development Property
and 2nd GPII Development Property have the meanings set out in the
Recitals to the Fourth Amendment.
"POR MUD No. 1" means Parkside on the River Municipal Utility District
No. 1, consisting of approximately 272.512 acres of land, as described and
shown on Schedule 6 attached to the Third Amendment, as more fully
described in that certain "Order Granting the Petition for Creation of
Parkside on the River Municipal Utility District No. 1" issued by the TCEQ
on July 16, 2020; if approved by the POR MUD No. 1 Board of Directors,
POR MUD No.1 also will include the Dufner Tract as described and shown
on Schedule 8.
"Property" means, collectively, the Remainder Property, the 2243 South
Tract, the GPII Property, the Leander ETJ Tract, and the Dufner Tract. The
area map of the Property is attached to this Fourth Amendment as Exhibit
C.
B. Amendment to Section 3.01 and Exhibit F. Section 3.01 and Exhibit F, pertaining
to the Land Use Plan, are hereby repealed and replaced with the following:
"Section 3.01. Land Use Plan. The City hereby approves the Land Use Plan
in the form attached as Exhibit F to this Fourth Amendment. Owner shall
Develop the Project on the Property in conformance with the Land Use
Plan and the Governing Regulations."
C. Amendment to Add New Section 3.06(j). Section 3.06(j), pertaining to the Dufner
Tract Entry Road and the RM 2243/Dufner Tract Entry Road Intersection, is hereby
added as follows:
"Section 3.06. Roadways ...
(j). Dufner Tract Entry Road and RM 2243/Dufner Tract Entry Road
Intersection. Owner agrees to design and build or cause to be designed
and built, at no cost to the City, the Dufner Tract Entry Road as a
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Fourth Amendment to Development Agreement (Dufner Tract) Page 8 of 24
Residential Collector 68' ROW roadway as shown on Exhibit 1-1 from FM
2243 to proposed Barton Oak Trail, and as a Residential Local 50' ROW
roadway as shown on Exhibit J-2 from proposed Barton Oak Trail to
proposed Sherry Oak Way. Owner agrees that it shall design and build, or
cause to be designed and built, at no cost to the City, intersection and
roadway improvements at the RM 2243/ Dufner Tract Entry Road
Intersection. The RM 2243/Dufner Tract Entry Road Intersection will be a
right-in/right-out only intersection, with a maximum 12 foot wide
deceleration lane parallelling and along the northern side of the existing
RM 2243 right of way for a distance of 550 feet (as measured from the
center of the RM 2243/Dufner Tract Entry Road Intersection) enabling a
safe right turn from RM 2243 into the Dufner Tract.."
D. Amendment to Add New Section 3.06(k). Section 3.06(k), pertaining to Traffic
Calming Improvements on the Dufner Tract, is hereby added as follows:
"(k). Curb Extension Improvements. Owner shall design and build, or
cause to be designed and built, the Curb Extension Improvements in the
eight (8) areas shown on Exhibit 1-9 in conformance with the Governing
Regulations and the specifications on Exhibit 1-9."
E. Amendment to Add New Section 3.06(1). New Section 3.06(1), pertaining to
payment of a transportation fee, is hereby added as follows:
"(1). Transportation Fee. Owner agrees that it shall pay a supplemental
transportation fee of $1,500 per each single-family Dwelling Unit located
within the Dufner Tract only (no fee is payable for lots or units developed
under Multifamily Development Standards and no fee is payable for
Dwelling Units located on any other portion of the Property). Each
supplemental transportation fee will be paid to the City at the time of
building permit application or certificate of occupancy (as applicable) for
such a single-family Dwelling Unit as consideration for the City's
agreement to not require Owner to construct traffic signalization
improvements at the RM 2243/Dufner Tract Entry Road Intersection under
this Agreement."
F. Amendment to Section 3.08. Subsection 3.08 is hereby repealed and replaced with
the following:
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Fourth Amendment to Development Agreement (Dufner Tract) Page 9 of 24
"Section 3.08 Trails, River Trail Parking Lot.
(a) Requirement to Construct and Install. Owner will Complete the River
Trail, the Connecting Trail, and the River Trail Parking Lot on or before
the Bridge Completion Deadline. Owner will Complete the GPII River
Trail on or before the GPII River Trail Completion Deadline. Each of the
GPII River Trail and the River Trail must meet the specifications set
forth in Exhibit H-2. Owner will install within the Parkland and in the
River Trail Parking Lot waste or trash receptacles meeting City
specifications in locations determined by the City's Director of Parks
and Recreation, or her designee. The Connecting Trail must be ADA
accessible (as modified by FSORAG). The City may accelerate the GPII
River Trail Completion Deadline if, and only if, (a) the Bridge
Completion Deadline has occurred and (b) the City (or another third
party) Completes to the northwesternmost boundary of the GPII
Parkland a trail substantially meeting the specifications set out in
Exhibit H-2 which provides continuous connectivity from the
northwesternmost boundary of the GPII Parkland westward to Garey
Park. If both such conditions are met, the City may (but is not obligated
to) notify Owner in writing that the GPII River Trail Completion
Deadline is accelerated, and upon Owner's receipt of such a notice, the
GPII River Trail Completion Deadline will be 18 months from the date
of the City's written notice of acceleration. Owner will complete the
Dufner Tract Trail on or before the date that it Completes construction
of that portion of "Future Road" on the Dufner Tract extending from its
intersection with Sherry Oak Way northerly to a cul-de-sac, as shown
on Exhibit H-3.
(b) Trail Network. The Project will include trails within the Open Space in
addition to the River Trail, the Connecting Trail, and the GPII River Trail.
All trails within the Open Space are exempt from the requirements of
Section 12.02 of the UDC. The trail network, which will include the Dufner
Tract Trail, will provide access to the Parkland from the neighborhoods in
the Residential Development Areas adjacent to the Parkland.
(c) Maintenance. Within 60 days after Completion of the River Trail, the
Connecting Trail, and the River Trail Parking Lot, Owner (i) will transfer
ownership of the River Trail and Connecting Trail improvements to the
City or the City's designee for maintenance, and (ii) will transfer ownership
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Fourth Amendment to Development Agreement (Dufner Tract) Page 10 of 24
of the River Trail Parking Lot to an HOA and such HOA thereafter will
maintain the River Trail Parking Lot. Within 60 days after Completion of
the GPII River Trail, Owner will transfer ownership of the GPII River Trail
improvements to the City or the City's designee for maintenance. Owner
shall maintain the River Trail, the Connecting Trail, the River Trail Parking
Lot and the GPII River Trail, until transferred to the City or an HOA, as
applicable. All transfers of improvements under this Section 3.08(c) will
include transfers of warranties, bonds, and guarantees associated with the
transferred improvements, and the form of transfer or assignment and
assumption agreement shall be subject to approval by the City, which shall
not be unreasonably withheld. Owner shall maintain all other trails within
the trail network until ownership of such trails is transferred to an HOA,
and after ownership is so transferred the applicable HOA will maintain
such trails.
(d) Joint Use Agreement. The City, HOA and Owner will enter into a joint use
agreement granting the City nonexclusive rights to use the River Trail
Parking Lot in support of the Parkland, River Trail, and Connecting Trail in
common with Owner and the End Buyers within the Project. "
G. Amendment to Section 4.01(d). Subsection 4.01(d), pertaining to Multi Family
Development Standards, is hereby repealed and replaced with the following:
"4.01 Residential Development Areas.
,(d) Multifamily Development Restrictions and Standards.
(1) Master Metering Prohibited. Each Townhouse dwelling unit and
each Condominium dwelling unit within the Dufner Tract must be
connected to an individual water meter; no master -meters or meters
serving more than one Townhouse or one Condominium dwelling unit are
permitted.
(2) S12ecial Provisions Related to Multifamily Development on the
Dufner Tract. The Dufner MF Area will be contained within a single final
plat, which will not be accepted or approved by the City unless and until
vehicular access improvements complying with the requirements of the
UDC and the City Fire Code and providing vehicular access to the Dufner
MF Area are Completed. If private driveways are utilized for such access,
the private driveways (i) must meet the design and construction
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Fourth Amendment to Development Agreement (Dufner Tract) Page 11 of 24
specifications of the UDC and City Fire Code pertaining to number of
connections and design and construction requirements, (ii) must be
included within the final plat of the Dufner MF Area, and (iii) must be
owned, operated and maintained by the owner of the Dufner MF Area (or
if applicable, a condominium association or property owner's association
for the Dufner MF Area).
(3) Other Development Standards. The Multifamily Development
Standards in Exhibit M-1, as modified by Section 4.01(d)(1) and (2), apply
to Multifamily Development in the Residential Development Areas."
H. Amendment to Section 4.01(e). Section 4.01(e), pertaining to tree preservation in
Residential Development Areas, is hereby repealed and replaced with the
following:
"(e) Tree Preservation Standards.
(1) Complete Applications. For all applications that affect the development
and use of the Property that were determined by the City's Planning
Director (or authorized designee) to be complete before the effective
date of this Fourth Amendment, the Tree Preservation Standards in
Exhibit L attached to the Second Amendment and applicable to
Residential Development Areas apply.
(2) Incomplete Applications. For all applications that affect the
development and use of the Property that were filed but were not
determined to be complete by the City's Planning Director (or
authorized designee) before the effective date of this Fourth
Amendment, the Tree Preservation Standards in Exhibit L attached to
the Second Amendment and applicable to Residential Development
Areas apply; provided however that Owner shall have the right to
withdraw such an incomplete application and submit a new
application (together with the application fee) conforming to the New
Tree Preservation Requirements as to such application.
(3) New Applications. For all applications that affect the development and
use of the Property that are filed with the City after the effective date
of this Fourth Amendment, the New Tree Preservation Requirements
shall apply."
I. Amendment to Add New Section 4.01(h). Subsection 4.01(h), pertaining to
"Landscaping," is hereby added as follows:
Parkside on the River
Fourth Amendment to Development Agreement (Dufner Tract) Page 12 of 24
"(h) Water Conservation Landscaping. Within the Dufner Tract only,
installation of St. Augustine grass is prohibited, and Owner shall not
install, or allow the installation of, St. Augustine grass on any portion of
the Dufner Tract. Within the Dufner Tract only, installation of sod within
a Lot side setback area ten feet (10') or less in width is prohibited, and
Owner shall not install, or allow the installation of, sod within Lot side
setback areas that are ten feet (10') or less in width."
J. Amendment to Section 4.02. The first sentence of Section 4.02, pertaining to
"Commercial Development Areas," is hereby repealed and replaced with the
following:
"4.02 Commercial Development Areas. Development of
Commercial Development Areas shall meet the lot and dimensional
standards contained in Section 7.03 of the UDC pertaining to areas
zoned "C-3," the building and site design standards contained in
Section 7.04 and Section 7.05 of the UDC pertaining to areas zoned
"C-3", and the Non -Residential Standards of Chapter 8 of the UDC,
as if the Project was in the City limits except as follows: ..."
K. Amendment to Add New Section 4.02(h). Subsection 4.02(h), pertaining to
"Landscaping," is hereby added as follows:
"(h) Water Conservation Landscaping. Within the Dufner Tract only,
installation of St. Augustine grass is prohibited, and Owner shall not
install, or allow the installation of, St. Augustine grass on any portion of
the Dufner Tract. Within the Dufner Tract only, installation of sod within
a Lot side setback area ten feet (10') or less in width is prohibited, and
Owner shall not install, or allow the installation of, sod within Lot side
setback areas that are ten feet (10') or less in width."
L. Amendment to Section 4.03(b). Section 4.03(b), pertaining to Stormwater Runoff,
is hereby repealed and replaced with the following:
"Section 4.03. Stormwater Runoff
(b) 2243 South Tract, GPII Property, Leander ETJ Tract, and Dufner
Tract. A drainage report must be submitted with each preliminary plat
application that includes land in the 2243 South Tract, the GP II Property,
the Leander ETJ Tract, and/or the Dufner Tract prepared in conformance
with Chapter 11.04 of the UDC."
Parkside on the River
Fourth Amendment to Development Agreement (Dufner Tract) Page 13 of 24
M. Amendment to Add New Section 4.04(c). Section 4.04(c), pertaining to Dufner
Tract/Parkland Fee in Lieu, is hereby added:
"Section 4.04 Parkland
(c) Dufner Tract/Parkland Fee In Lieu. No dedication of parkland is
required within the Dufner Tract; however, Owner shall construct the
Dufner Tract Trail when and as required by the Fourth Amendment and
shall pay a fee -in -lieu of dedicating parkland as follows:
i. "Dufner MF Area — The parkland dedication fee -in -lieu is
waived. Fifty percent (50%) of the parkland development fee -
in -lieu in effect at the time of site plan approval multiplied by
the number of dwelling units shown on the site plan will be
paid in full before and as a condition of site plan approval, it
being agreed that the entire Dufner MF Area will be included
on one site plan; and
ii. "Dufner SF Area — The parkland dedication fee -in -lieu is
waived. Fifty percent (50%) of the parkland development
fee -in -lieu in effect at the time of final plat approval
multiplied by the number of Lots shown on each final plat for
the Dufner SF Area will be paid in full before and as a
condition of each final plat approval."
N. Amendment to Section 5.01. Section 5.01, pertaining to Construction of On -Site
Facilities, is hereby repealed and replaced with the following:
"Section 5.01 Construction of On -Site Facilities.
(a) General. Owner shall design and build all On -Site Facilities
necessary to serve the Property within Utility Easements or ROW in
accordance with the Governing Regulations. The City may use the On -Site
Facilities as part of the City's overall water and wastewater systems, but
the City agrees such use will not impair the City's ability to serve the
Property in conformance with the terms and conditions of this Agreement.
(b) Three Gate Valves Required. Owner shall install two (2) new
sixteen -inch (16") gate valves on the City's existing sixteen -inch (16")
water line on the north side of FM 2243 (RM 2243), and one (1) new gate
valve on a new water line to be constructed by Owner extending from said
existing sixteen -inch (16") water line into the Dufner Tract. In addition,
Parkside on the River
Fourth Amendment to Development Agreement (Dufner Tract) Page 14 of 24
any water lines designed for or capable of reaching 100 PSI must have a
dual -station, main line pressure reducing valve."
O. Amendment to Section 9.01(a). Section 9.01(a), pertaining to Impact Fees, is
hereby repealed and replaced with the following:
"Section 9.01 Impact Fees; Allocation of Capacity
(a) Impact Fees. In consideration of the Former Owner's construction of
the SSGI and Primary Owner's payment of the Off -site Capacity Payment,
the Impact Fees payable by Owners and End Buyers within all of the
Property except the GP11 Propeft the Leander M Tract, and the Dufner
Tract are (i) for water, the Water Impact Fee of $3,324.00 per SUE, and (ii)
for wastewater, the Wastewater Impact Fee of $2,683.00 per SUE. The
water impact fee per SUE and the wastewater impact fee per SUE will be
assessed by the City and must be paid at the time of final plat approval as
to each plat within the GPII Property, the Leander ETJ Tract, and the
Dufner Tract, and the amount of such fees will be the amounts in effect per
City Code of Ordinances Chapter 13.32, as said impact fees may be
amended from time to time in accordance with the requirements of
Chapter 395 of the Texas Local Government Code in the City Council's sole
discretion. As portions of the GPII Property and the Remainder Tract are
contiguous, if a final subdivision plat approved by applicable
Governmental Authorities includes land out of both the GPII Property and
the Remainder Tract, (a) Owner will identify as to each single family lot
within such plat (i) whether the lot lies wholly the GPII Property, wholly
the Remainder Tract, or partly within the GPII Property and partly within
the Remainder Tract, and (ii) as to any lot that lies partly within the GPII
Property and partly within the Remainder Tract (a "Mixed Lot"), the
percentage of the area of the Mixed Lot consisting of GPII Property and the
percentage of area of the Mixed Lot consisting of the Remainder Tract, (b)
the impact fees assessed against each single family lot that lies wholly
within the GPII Property will be the impact fees assessed against the GPII
Property, (c) the impact fees assessed against each single family lot that lies
wholly within the Remainder Tract will be the impact fees assessed against
the Remainder Tract, and (d) the impact fees assessed against each Mixed
Lot will be the impact fees assessed against the portion of the Property that
is more than 50% of the area of such Mixed Lot (e.g., if the Remainder Tract
constitutes more than 50% of a Mixed Lot, that Mixed Lot will be assessed
the same impact fees as are assessed within the Remainder Tract). For
Parkside on the River
Fourth Amendment to Development Agreement (Dufner Tract) Page 15 of 24
clarity, the addition of the GP II Property, the Leander ETJ Tract, and the
Dufner Tract into the "Property" does not increase Owner's maximum
available capacity interest of water or wastewater SUEs under Section
6.01(c) and Section 6.02(b) of the Original Development Agreement, which
remain at a maximum of 4,600 SUEs. Owner agrees that this agreement to
allow the City to assess and collect Water Impact Fees, Wastewater Impact
Fees, and impact fees calculated pursuant to Chapter 13.32 of the City Code
of Ordinances (as applicable, per the terms of the Fourth Amendment)
within the Property is authorized and enforceable under Section 395.018 of
the Texas Local Government Code, and consent to the applicability of said
Section 395.018."
III. Miscellaneous.
A. Effect of Recitals. The Parties agree that the Recitals in this Fourth Amendment
are true and correct.
B. Defined Terms. Unless amended by this Fourth Amendment, capitalized terms
used in this Fourth Amendment that are not otherwise defined shall have the
meanings set forth in the Original Development Agreement, First Amendment,
Second Amendment, or Third Amendment, as applicable.
C. Counterparts. This Fourth Amendment may be executed in multiple counterparts,
each of which shall be deemed an original instrument, and all of which, taken
together, shall constitute one and the same instrument. The signature of any party
hereto to any counterpart hereof shall be deemed a signature to, and may be
appended to, any other counterpart hereof.
D. Effective Date: This Fourth Amendment will become effective if all of the
following conditions are met before the date that is sixty (60) days after the City
Council has approved this Fourth Amendment: (1) duly authorized
representatives of the Parties have signed this Fourth Amendment, (2) Primary
Owner or a Permitted Assignee acquires fee simple title to the Dufner Tract and
provides a copy of the recorded deed evidencing such acquisition to the City, (3)
the City Council approves an ordinance disannexing the Dufner Tract from the
corporate boundaries of the City limits, and (4) the Dufner Tract is annexed into
the boundaries of POR MUD No. 1. If any of the foregoing conditions are not met
before the date that is sixty (60) days after the City Council approves this Fourth
Amendment, this Amendment will automatically terminate and be null and void
and have no force or effect.
Parkside on the River
Fourth Amendment to Development Agreement (Dufner Tract) Page 16 of 24
E. Recording. This Fourth Amendment will be recorded in the Official Records of
Williamson County, Texas by Primary Owner at Primary Owner's expense.
F. Exhibit List. The following Exhibits are made part of this Agreement by this
reference.
Exhibit A -
Description of Remainder Property
Original Agreement
Exhibit B -
Description of 2243 South Tract
Original Agreement
Exhibit C -
Area Map
Fourth Amendment
Exhibit D -
Form of Second Amended and
Restated Consent Agreement
Original Agreement
Exhibit E-1 -
Approved Form (for Water
Transmission Line Easement)
Original Agreement
Exhibit E-2 -
Approved Form (for Utility Easements)
Original Agreement
Exhibit E-3 -
Approved Form (for Access
Easements)
Original Agreement
Exhibit E-4 -
Approved Form (for License
Agreement)
Original Agreement
Exhibit F
Land Use Plan
Fourth Amendment
Exhibit G-1-
Multifamily Permitted Uses
Original Agreement
Exhibit G-2 -
Commercial, Civic and Temporary
Permitted Uses
Original Agreement
Exhibit H-1 -
Open Space, Parkland, and Trails Plan
Fourth Amendment
Exhibit H-2 -
River Trail Specifications
Original Agreement
Exhibit H-3 -
Dufner Tract Trail Specifications
Fourth Amendment
Exhibit I-1-
Permitted Exceptions
Second Amendment
Exhibit I-2 -
Use Exceptions (Fire Station)
Original Agreement
Exhibit J-1 -
Roadway and Connectivity Plan
Fourth Amendment
Exhibit J-2 -
Residential Local 50' Roadway
Original Agreement
Exhibit J-3 -
Residential Local 60' Roadway
Original Agreement
Exhibit J-4 -
Parkway B — Without Median
Original Agreement
Exhibit J-5 -
Parkway B — With Median
Original Agreement
Exhibit J-6 -
Parkside Parkway
Original Agreement
Exhibit J-7 -
Phasing Plan
Fourth Amendment
Exhibit J-8 -
Cypress Paul Street on Leander ETJ
Tract
Third Amendment
Exhibit J-9 -
Dufner Tract Traffic Calming Extension
Fourth Amendment
Parkside on the River
Fourth Amendment to Development Agreement (Dufner Tract) Page 17 of 24
Locations and Specifications and Private
Drive
Exhibit J-10 -
Residential Collector Roadway
Fourth Amendment
Exhibit K-1-
Entry Features
Original Agreement
Exhibit K-2 -
Marketing and Directional Signs
Second Amendment
Exhibit L -
Tree Preservation Standards
Second Amendment
Exhibit M-1-
Residential Development Area
Standards (SF and MF)
Original Agreement
Exhibit M-2 -
Residential Architectural Standards for
SF
Original Agreement
Exhibit M-3 -
Commercial Development Area
Standards
Original Agreement
Exhibit N -
Draw Procedure
Original Agreement
Exhibit 0-1 -
Form of Traffic Fiscal Security
Original Agreement
Exhibit 0-2 -
Form of Bridge Fiscal Security
Original Agreement
Schedule 1
GPII Property - 314 Acre Tract
Second Amendment
Schedule 2
GPII Property - 47 Acre Tract
Second Amendment
Schedule 3
First Amendment to Second Amended
and Restated Consent Agreement
Second Amendment
Schedule 4
TCS Easement
Second Amendment
Schedule 5
Description of Leander ETJ Tract
Third Amendment
Schedule 6
Ultimate MUD Boundary Location
Map
Fourth Amendment
Schedule 7
Second Amendment to Second
Amended and Restated Consent
Agreement
Third Amendment
Schedule 8
Description of Dufner Tract
Fourth Amendment
Schedule 9
Third Amendment to Second Amended
and Restated Consent Agreement
Fourth Amendment
[Signature Pages to Follow]
Parkside on the River
Fourth Amendment to Development Agreement (Dufner Tract) Page 18 of 24
CITY OF GEORGETOWN, TEXAS
By
Pri
Tit
ATTEST:
__1WBy:
Robyn Dens ore, City Secretary
APPROVED AS TO FORM:
By:
Skvc Masson, City Attorney
STATE OF TEXAS §
COUNTY OF WILLIAMSON §
This m' trument was acknowledged before me on the 149 day of
2026, by Josh Schroeder, Mayor of the City of
Georgetown, Tejas, a home -rule city, on behalf of the City.
(seal)
•�`"""�� KAREN FROST
do`!�'"
Notary Public, State of Texas Notary Public State of Texas
Comm. Expires 05-24-2028
Notary ID 10536084
Parkside on the River
Fourth Amendment to Development Agreement (Dufner Tract) Page 19 of 24
Execution
HM PARKSIDE, LP, a Texas limited
partnership
By:Hanna/Magee GP #1, Inc., a Texas
corporation, its General Partner
STATE OF TEXAS §
§
COUNTY OF TRAVIS §
This inst ument was acknowledged before me on the C5 day of
—�.A4, iL �- , 2026, by Blake J. Magee, President of
Hanna/Magee GP #1, Inc., a Texas corporation, General Partner of HM PARKSIDE, LP,
a Texas limited partnership, on behalf of said corporation and partnership.
(seal) 41,
adO4 k-1 44!�!12
CORINA R. HINOJOS Notary Public State of Texas
state of Texas
;Notary Public,
=x - Ex ires09-28-2028
Comm. p
'oF � Notary 1D 2279126
Parkside on the River
Fourth Amendment to Development Agreement (Dufner Tract) Page 20 of 24
Execution
HM PARKSIDE DEVELOPMENT, INC., a
Texas corporation
By:
M �—
Blake J. Magee, President
STATE OF TEXAS §
§
COUNTY OF TRAVIS §
This s��trr�ument was acknowledged before me on the fA C't day of
2026, by Blake J. Magee, President of HM
PARKSIDE DEVELOPMENT, INC., a Texas corporation, on behalf of said corporation.
(seal)
CORINA7R.HINOJOS Notary Public State of Texas
Notary Puble of Texas� Comm. Ex-28-2028Notary9126
Parkside on the River
Fourth Amendment to Development Agreement (Dufner Tract) Page 21 of 24
Execution
HM GPII, LP, a Texas limited partnership
By:Hanna/Magee GP #1, Inc., a Texas
corporation, its General Partner
By:
Blake J. Magee, resident
STATE OF TEXAS §
COUNTY OF TRAVIS §
This i trument was acknowledged before me on the day of
2026, by Blake J. Magee, President of
Hanna/Magee GP #1, fnc., a Texas corporation, General Partner of HM GPII, LP, a Texas
limited partnership, on behalf of said corporation and partnership.
(seal)
Notary Public S ate of Texas
E
CORINA R. HINOJOSNotary Public, State of Texas
Comm. Expires09-28 2028
Notary ID 2279126
+`
Parkside on the River
Fourth Amendment to Development Agreement (Dufner Tract) Page 22 of 24
Execution
HM 2243 DEVELOPMENT INC., a Texas
corporation
M
PresidentBlake J. Magee,
STATE OF TEXAS §
COUNTY OF TRAVIS §
This nst ument was acknowledged before me on the day of
2026, by Blake J. Magee, President of HM 2243
DEVELOPMENT, I C., a Texas corporation, on behalf of said corporation.
(seal)
vwu, CORINA R. HINOJOS
Notary Public, State of Texas
Comm Expires 09 28 2026
Notary ID 2279126
21
Notary Public Stag of Texas
Parkside on the River
Fourth Amendment to Development Agreement (Dufner Tract) Page 23 of 24
Execution
HM GPII DEVELOPMENT, INC., a Texas
corporation
By:
Blake J. Magee, President
STATE OF TEXAS §
COUNTY OF TRAVIS §
This inst •ument was acknowledged before me on the 5t�day of
2026, by Blake J. Magee, President of HM GPII
DEVELOPMENT, IN ., a Texas corporation, on behalf of said corporation.
(seal) CORINA R HINOJOS
FFW
Y P(,n_Notary Public, State of Texas Comm. Expires 09 28.2028Notary Public State of Texas
Notary 10 2279126
Parkside on the River
Fourth Amendment to Development Agreement (Dufner Tract) Page 24 of 24
Exhibit C
PARKSIDE ON THE RIVER AREA MAP .-u7M'1�' 'ornmi-
g
IN July 28. 2025 / "—
HANNA/MAGEE.L.P. '•
Exhibit F
Land Use Category
Acres
t RDA/SF
Residential Development Area/Single Family
962.2
RDA/MF
Residential Development Area/Multi-Family Residential
100.8
CDA
Commercial Development Area
71.8 min.
` 'SC
School Tract
16.1
51,E FS
Fire Station Tract
2-5
L
ROW (Parkways)
51.0
—;
(Land Not Included)
Subtotal
1204.4
Open Space
Os
Open Space
323.1
HP
HOA Park (Includes Amenity Centers)
6.0 min.
® HP/P
River Park (Amenity Center & 20 Public Parking Spaces)
3.0
P
Parkland
102.0
Subtotal
434.1
Total
1638.5
Land Use Density
Afft
RDA/SF = 3,000 Units
RDA/MF1 = 12 U/AC
RDA/MF2 = 20 U/AC
CDA = MIN-50AC
MAX - 150 AC
Dufner Tract
Patience
Ranch
West Tract
Boundary
Escalera
Subdivision
ETJ Tract
SH 29rCDA
(Future Commercial)
Parkslde
! o" Par
kway
`OS�
A. ' Proposed Bridge
%�Ji,n,1J r
RDA/MF2
v v CDA �ea� Ra31
r
South
Tract
PARKSIDE ON THE RIVER • LAND USE PLAN
■ ocicber 20, 2025
Dufner Tract
Lost Quarry
Subdivision
East Tract
Boundary
Notes:
All locations of boundaries, land uses, and roads are approximate and
subject to change. See Article 3.02 for modification requirements
: c
MANNA/MAGEE.u.v.
Exhibit H-1
-Legend
Open Space, Parkland, and Trails
HOA Parks
(3 Acres Minimum) Connecting
HOA Park I Parking Trail Enlargement
(Amenity Center & 20 Public Parking Spaces)
River Trail
Parkland
!'�'•�•' ' •.• (102 Acres) 1
l N ■ ■ ■ ■ River Trail Connecting Trail
Connecting Trail ♦♦
Open Space ♦1♦
(Land Not Included) ♦♦
River Trail To Be Built By
Notes Williamson County Mud 30
• Boundaries and trail locations are diagrammatic and may be (Crescent Bluff) `�
adjusted based on topographic and other physical planning
Factors and may be changed as a minor modification 1 v
• Park locations are conceptual; locations to be finalized in 411,
.
each submitted plat and may be changed as a minor - .*�•,
modification
• 10. trail/sidewalk on one side Parkside Prkwy; 6' ♦' I ♦'
trail/sidewalk on one side Parkway B, ! �i l • • 1 -
- Open Space including parkland, HOA parks, river [rail, �� j 1,. ' - .. li
parking lots, must oontaln at least 300 acres on the •
remainder property. / .� •.•.. ••".'�
�age �.
•
O
i East Tract
` Boundary
• 1
West Tract f
Boundary
' ti � •o
h �
�`• L xyxy 31 Dufner Tract
Leande /�2243
ETJ Traot
South
Tract
' — — 0 1000' 2"" / \
PARKSIDE ON THE RIVER • OPEN SPACE, 1F
0 July 2a,2025 PARKLAND, AND TRAILS
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Schedule 8
FIELD NOTES
JOB NO. 230102
DATE: APRIL 13, 2023
PAGE 1 OF 5 Field notes to accompany exhibit.
17.60 ACRES — TRACT 1
BEING 17.60 ACRES OF LAND, MORE OR LESS, OUT OF THE JOSEPH THOMPSON
SURVEY, ABSTRACT NO. 608, WILLIAMSON COUNTY, TEXAS, BEING THAT TRACT
CALLED TRACT 1 AS CONVEYED TO ELIZABETH ANN DUFNER, AND DESCRIBED IN
DEED RECORDED IN DOCUMENT NO. 2014063597, OFFICIAL PUBLIC RECORDS,
WILLIAMSON COUNTY, TEXAS, AS SURVEYED ON THE GROUND BY TEXAS LAND
SURVEYING, INC. ON APRIL 11T", 2023, AND FURTHER DESCRIBED BY METES AND
BOUNDS AS FOLLOWS:
BEGINNING at an iron rod with illegible red cap found in the north line of FM 2243, marking
the southeast corner of a tract conveyed to Gordon Winston Faubion, and described in deed
recorded in Document No. 2005101511, of said Official Public Records, also marking the
southwest corner of a tract called Tract 2 as conveyed to Elizabeth Ann Dufner, and described
in deed recorded in Document No. 2014063597, of said Official Public Records, save and
except that tract recorded in Document No. 2007014281, of said Official Public Records, for
the south corner of said Dufner (Tract 1) tract and this tract, from which a concrete monument
found, marking an angle point of said Fubion tract, bears S 69045'18" W, 415.79 feet;
THENCE: N 23°24'50" W, 2622.61 feet with the east line of said Faubion tract and the west
line of said Dufner (Tract 1) tract to an iron rod with red cap stamped "Forest 1847" found in
the south line of a remainder of a tract conveyed to HM Parkside, LP, and described in deed
recorded in Document No. 2018114043, of said Official Public Records, marking the northeast
corner of said Faubion tract, for the northwest corner of said Dufner (Tract 1) tract and this
tract;
THENCE: N 69°30'42" E, 13.56 feet with the south line of said HM Parkside tract and the
north line of said Dufner (Tract 1) tract to a 1 /2 inch iron rod found, marking an angle point of
said HM Parkside tract, for an angle point of said Dufner (Tract 1) tract and this tract;
THENCE: N 69°19'44" E, 386.66 feet with the south line of said HM Parkside tract and the
north line of said Dufner (Tract 1) tract to a 1 /2 inch iron rod found in the base of a 16 inch
elm, marking an angle point of said HM Parkside tract, for an angle point of said Dufner (Tract
1) tract and this tract;
THENCE: N 69'12'24" E, 185.14 feet with the south line of said HM Parkside tract and the
north line of said Dufner (Tract 1) tract to a 1 /2 inch iron rod found, marking an angle point of
said HM Parkside tract, also marking the northwest corner of said Dufner (Tract 2) tract, for
the northeast corner of said Dufner (Tract 1) tract and this tract, from which a cotton spindle
found, marking an angle point of said HM Parkside tract, also marking an angle point of
Parkside on the River, Phase 2, Sections 4 & 7, said plat recorded in Document No.
2022128238, of said Official Public Records, also marking the northeast comer of said Dufner
(Tract 2) tract, bears N 69'10'09" E, 375.84 feet;
Schedule 8
FIELD NOTES
JOB NO. 230102
DATE: APRIL 13, 2023
PAGE 2 OF 5 Field notes to accompany exhibit.
THENCE: S 10'42'58" E, 2660.01 feet with the west line of said Dufner (Tract 2) tract and
the east line of said Dufner (Tract 1) tract to the POINT OF BEGINNING, containing 17.60
acres of land, more or less.
Bearings cited hereon based on Grid North Texas State Plane Coordinate System (Central
Zone) NAD83
William 8. SteVari. R.P.L.S. No. 5785
State of Texas
VVIi_LIAP.R �. STEWART
QQkn
ti0 SUFRJ�ri
9exas ZanZQSury yin , Jnc.
-A Land Survey Firm-
3613 Williams Drive, Suite 903 — Georgetown, Texas 78628
(512) 930-1600 www_texas-Is.com
TBPLS FIRM No. 10056200
.Schedule 8 .
FIELD NOTES
JOB NO. 230102
DATE: APRIL 13, 2023
PAGE 3 OF 5 Field notes to accompany exhibit
22.60 ACRES — TRACT 2
BEING 22.60 ACRES OF LAND, MORE OR LESS, OUT OF THE JOSEPH THOMPSON
SURVEY, ABSTRACT NO. 608, WILLIAMSON COUNTY, TEXAS, BEING THAT TRACT
CALLED TRACT 2 AS CONVEYED TO ELIZABETH ANN DUFNER, AND DESCRIBED IN
DEED RECORDED IN DOCUMENT NO. 2014063597, OFFICIAL PUBLIC RECORDS,
WILLIAMSON COUNTY, TEXAS, SAVE AN EXCEPT THAT TRACT RECORDED IN
DOCUMENT NO. 2007014281, OF SAID OFFICIAL PUBLIC RECORDS, AS SURVEYED ON
THE GROUND BY TEXAS LAND SURVEYING, INC. ON APRIL 11T", 2023, AND FURTHER
DESCRIBED BY METES AND BOUNDS AS FOLLOWS:
BEGINNING at an iron rod with illegible red cap found in the north line of FM 2243, marking
the southeast corner of a tract conveyed to Gordon Winston Faubion, and described in deed
recorded in Document No. 2005101511, of said Official Public Records, also marking the
south corner of a tract called Tract 1 as conveyed to Elizabeth Ann Dufner, and described in
deed recorded in Document No. 2014063597, of said Official Public Records, for the
southwest corner of said Dufner (Tract 2) tract and this tract, from which a concrete
monument found, marking an angle point of said Fubion tract, bears S 69'45'18" W, 415.79
feet;
THENCE: N 10°42'58" W, 2660.01 feet with the east line of said Dufner (Tract 1) tract and
the west line of said Dufner (Tract 2) tract to a 1/2 inch iron rod found, marking the northeast
corner of said Dufner (Tract 1) tract, also marking an angle point of the remainder of a tract
conveyed to HM Parkside, LP, and described in deed recorded in Document No. 2018114043,
of said Official Public Records, for the northwest corner of said Dufner (Tract 2) tract and this
tract, from which a 1/2 inch iron rod found, marking an angle point of said Dufner (Tract 1)
tract, also marking an angle point of said HM Parkside tract, bears S 69012'24" W, 185.14
feet;
THENCE: N 69°10'09" E, 375.84 feet with the south line of said HM Parkside tract and the
north line of said Dufner (Tract 2) tract to a cotton spindle found, marking the southeast corner
of said HM Parkside tract, also marking an angle point of Parkside on the River, Phase 2,
Sections 4 & 7, said plat recorded in Document No. 2022128238, of said Official Public
Records, for the northeast corner of said Dufner (Tract 2) tract and this tract;
FIELD NOTES Schedule 8
JOB NO. 230102
DATE: APRIL 13, 2023
PAGE 4 OF 5 Field notes to accompany exhibit
THENCE: S 10°42'42" E, with the west line of said Parkside on the River, Phase 2, Sections
4 & 7, and the east line of said Dufner (Tract 2) tract at 492.64 feet passing an iron rod with
pink cap stamped "HR Green" found, marking the southwest corner said Parkside on the
River, Phase 2, Sections 4 & 7, also marking the northwest corner of Parkside on the River,
Phase 2, Section 2, said plat recorded in Document No. 2021190055, of said Official Public
Records, continuing with the west line of said Parkside on the River, Phase 2, Section 2 at
2210.07 feet passing a 120D nail found, marking the southwest corner of said Parkside on the
River, Phase 2, Section 2, also marking the northwest corner of a remainder of a tract
conveyed to HM Parkside, LP, and described in deed recorded in Document No. 2018114043,
of said Official Public Records, continuing with the west line of said HM Parkside tract and the
east side of said Dufner (Tract 2) tract in all 2663.10 feet to a 1/2 inch iron rod found in the
north line of said FM 2243, marking the southwest corner of said HM Parkside tract, for the
southeast corner of said Dufner (Tract 2) tract and this tract;
THENCE: S 69°37'42" W, 375.11 feet with the north line of said FM 2243 and the south line
of said Dufner (Tract 2) tract to the POINT OF BEGINNING, containing 22.60 acres of land,
more or less.
Bearings cited hereon based on Grid North Texas State Plane Coordinate System (Central
Zone) NAD83
4 ' / 3
William C Ste0arf, RPLS No. 5785
State of Texas
C T
VVILLEAd� c. STEWART
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LJexas Zand (5un)y nj, L7nc.
-A Land Survey Firm-
3613 Williams Drive, Suite 903 — Georgetown, Texas 78628
(512) 930-1600 www.texas-Is.com
TBPLS FIRM No. 10056200
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Schedule 8 PAGE 5 OF 5
✓GIRJ �In •:tJi`nrcl�I.iq. J�c.
Schedule 9
STATE OF TEXAS §
§ THIRD AMENDMENT TO
COUNTY OF WILLIAMSON § SECOND AMENDED AND RESTATED
§ CONSENT AGREEMENT
CITY OF GEORGETOWN §
THIS THIRD AMENDMENT TO SECOND AMENDED AND RESTATED
CONSENT AGREEMENT ("Third CA Amendment") is entered into by and between the
City of Georgetown, Texas, a Texas home -rule municipality located in Williamson
County, Texas ("City"), HM Parkside, LP, a Texas limited partnership ("HM Parkside"),
HM Parkside Development, Inc., a Texas corporation affiliated with HM Parkside
("HMPK Development"), HM GPII, LP, a Texas limited partnership affiliated with HM
Parkside ("HM GPII"), HM 2243 Development, Inc., a Texas corporation affiliated with
HM Parkside ("HM 2243"), HM GPII Development, Inc., a Texas corporation ("HM GPII
Development"), Williamson County Municipal Utility District No. 25 ("WCMUD No. 25"),
Parkside on the River Municipal Utility District No. 1 ("POR MUD No. 1"), Parkside on
the River Municipal Utility District No. 2 ("POR MUD No. 2"), and Parkside on the River
Municipal Utility District No. 3 ("POR MUD No. 3").
RECITALS:
A. City, HM Parkside, HM CR 176-2243, LP, a Texas limited partnership
affiliated with HM Parkside ("HM-CR"), Laredo W.O. Ltd., a Texas limited
partnership ("LWO"), and WCMUD No. 25 entered into the Second Amended and
Restated Consent Agreement (the "Second Consent Agreement"), dated as of
October 17, 2019, and recorded under Document No. 2019117039 in the Official
Public Records of Williamson County, Texas.
B. By Partial Assignment and Assumption Agreement dated effective June 25,
2020, and recorded under Document No. 2021073238, Official Public Records of
Williamson County, Texas, HM Parkside assigned its interest in and to the Second
Consent Agreement to HMPK Development as to the Initial HM Development
Property.
C. City, HM Parkside, HMPK Development, HM-CR, HM GPII, WCMUD No.
25, and POR MUD No.1 entered into that certain First Amendment to the Second
Amended and Restated Consent Agreement, dated as of June 8, 2021 (the "First
CA Amendment") and re -recorded (to include all signature pages) under Document
Third Amendment to Second Consent Agreement
Parkside on the River Subdivision/Water Oak Subdivision
Page 1 of 23
(exhibits attached)
No. 2021120970 in the Official Public Records of Williamson County, Texas, which,
among other things, added the GPII Property to the Land and authorized the
creation of an additional municipal utility district. LWO having received all
developer reimbursements from WCMUD No. 25 to which it was entitled, did not
own and will not develop any of the Parkside Properties, thus LWO's signature
was not required for any amendments to the Second Consent Agreement.
D. By Assignment and Assumption Agreement (Second Amended and
Restated Consent Agreement) dated effective December 15, 2021 and recorded
under Document No. 2021190025, Official Public Records of Williamson County,
Texas, HM CR assigned all its interest in the Second Consent Agreement and First
CA Amendment to HM 2243, following which HM CR ceased to be a party to the
Second Consent Agreement.
E. By Partial Assignment and Assumption Agreement dated as of December
28, 2021 and recorded under Document No. 2021195619, Official Public Records of
Williamson County, Texas, HM Parkside assigned its interest in and to the Second
Consent Agreement and First CA Amendment to HMPK Development as to the
2nd HM Development Property.
F. By Partial Assignment and Assumption Agreement dated as of March 1,
2024 and recorded under Document No. 2024015951, Official Public Records of
Williamson County, Texas, HM Parkside assigned its interest in and to the Second
Consent Agreement and First CA Amendment to HMPK Development as to the
3rd HM Development Property.
G. City, HM Parkside, HMPK Development, HM GPII, HM 2243, WCMUD
No. 25, POR MUD No. 1 and POR MUD No. 2 entered into that certain Second
Amendment to the Second Amended and Restated Consent Agreement, dated as
of April 10, 2024 (the "Second CA Amendment") and recorded under Document No.
2024031829 in the Official Public Records of Williamson County, Texas, which,
among other things, added the Leander ETJ Tract to the Land and provided City's
consent to the annexation of the Leander ETJ Tract within the boundaries of
WCMUD No. 25.
H. By Partial Assignment and Assumption Agreement (Second Amended and
Restated Consent Agreement) dated as of September 6, 2024, and recorded under
Document No. 2024071342, Official Public Records of Williamson County, Texas,
HM GPII assigned its interest in and to the Second Consent Agreement, First CA
Third Amendment to Second Consent Agreement
Parkside on the River Subdivision/Water Oak Subdivision
Page 2 of 23 (exhibits attached)
Amendment and Second CA Amendment to HM GPII Development as to the 15t
GPII Property (defined below).
I. By Partial Assignment and Assumption Agreement (Second Amended and
Restated Consent Agreement) dated as of June 3, 2025 and recorded under
Document No. 2025043000, Official Public Records of Williamson County, Texas,
HM GPII assigned its interest in and to the Second Consent Agreement, First CA
Amendment and Second CA Amendment to HM GPII Development as to the 2nd
GPII Property (defined below).
J. The Second Consent Agreement, as amended by the First CA Amendment
and the Second CA Amendment, allows the creation of WCMUD No. 25, plus up
to three additional municipal utility districts on the Water Oak Property (as
defined in Recital D of the Second Consent Agreement), the Remainder Property
(as defined in Section 1.04 of the Second Consent Agreement), the 2243 South Tract
(as defined in Section 1.05 of the Second Consent Agreement and consisting of the
40 Acres and the 21.305 Acres), the GPII Property (as defined in the First CA
Amendment, consisting of the 314 Acre Tract plus the 47 Acre Tract), and the
Leander ETJ Tract (as defined in the Second CA Amendment).
K. By order dated December 10, 2009 (per the Original Consent Agreement,
pre -dating the Second Consent Agreement, recorded as Document No. 2012006198
in the Official Public Records of Williamson County, Texas), pursuant to City of
Georgetown Resolution No. 022608-F, the TCEQ created WCMUD No. 25
consisting of 249.721 acres of land located on the Remainder Property. On May
31, 2012, WCMUD No. 25, pursuant to City of Georgetown Resolution No.
0522112-T, annexed an additional 246.745 acres of land into the boundaries of
WCMUD No. 25 (being out of the Water Oak Property and the Remainder
Property). On August 14, 2014, pursuant to City of Georgetown Resolution No.
081214-J, WCMUD No. 25 annexed an additional 48 +/- acres of land into the
boundaries of WCMUD No. 25 (being out of the Remainder Property). On
February 18, 2020, WCMUD No. 25, pursuant to City of Georgetown Resolution
No. 10082019-0, annexed an additional 62.048 acres of land into the boundaries of
WCMUD No. 25 (being the 2243 South Tract). On August 17, 2021, WCMUD No.
25, pursuant to City of Georgetown Resolution No. 060821-K, annexed an
additional 47.42 acres of land into the boundaries of WCMUD No. 25 (being the 47
Acre Tract out of the GPII Property). On August 20, 2024, WCMUD No. 25,
pursuant to City of Georgetown Resolution No. 060821-K, annexed an additional
28.251 acres of land into the boundaries of WCMUD No. 25 (being the Leander ETJ
Third Amendment to Second Consent Agreement
Parkside on the River Subdivision/Water Oak Subdivision
Page 3 of 23 (exhibits attached)
Tract). WCMUD No. 25 is a discontiguous district, and as of the Effective Date of
this Third CA Amendment consists of 682.08 total acres of land located within the
boundaries of the Water Oak Property, portions of the Remainder Property, the
2243 South Tract, the 47 Acre Tract out of the GPII Property, and the Leander ETJ
Tract, lying both north and south of FM 2243.
L. On July 1, 2020, pursuant to City of Georgetown Resolution No. 082719-W,
the TCEQ created POR MUD No. 1 over approximately 272.512 acres of land out
of the Remainder Property. POR MUD No. 1 adopted the Second Consent
Agreement by Certificate for Agreement dated August 21, 2020, and recorded
under Document No. 2020128407 in the Official Public Records of Williamson
County, Texas.
M. On June 9, 2022, pursuant to City of Georgetown Resolution No. 121421-I,
the TCEQ created POR MUD No. 2 consisting of 539.542 acres of land out of the
Remainder Property. POR MUD No. 2 adopted the Second Consent Agreement by
Certificate for Second Amended and Restated Consent Agreement dated August
23, 2022, and recorded under Document No. 2022102057 in the Official Public
Records of Williamson County, Texas.
N. On July 12, 2024, pursuant to City of Georgetown Resolution No. 010924-
5.G, the TCEQ created POR MUD No. 3 over the 314 Acre Tract. POR MUD No. 3
adopted the Second Consent Agreement by Certificate for Agreement dated
August 2, 2024, and recorded under Document No. 2024062652 in the Official
Public Records of Williamson County, Texas.
O. City, HM Parkside, and HM-CR entered into that certain Development
Agreement Parkside on the River Subdivision (the "Original Development
Agreement"), dated as of November 19, 2019, and recorded under Document No.
2019117041, which was amended by that certain First Amendment to and Partial
Assignment of Development Agreement Parkside on the River Subdivision (the
"First DA Amendment") dated as of December 8, 2020, and recorded under
Document No. 2020162167, Official Public Records of Williamson County, Texas,
by and between City, HM Parkside, HM-CR, and HMPK Development, and
further amended by that certain Second Amendment to Development Agreement
Parkside on the River Subdivision (the "Second DA Amendment") dated as of May
25, 2021, and recorded under Document No. 2021082512, Official Public Records
of Williamson County, Texas, by and between City, HM Parkside, HMPK
Development, HM-CR, and HM GPII, and further amended by that certain Third
Third Amendment to Second Consent Agreement
Parkside on the River Subdivision/Water Oak Subdivision
Page 4 of 23 (exhibits attached)
Amendment to Development Agreement Parkside on the River Subdivision (the
"Third DA Amendment") dated as of April 10, 2024, and recorded under Document
No. 2024031828 of the Official Public Records of Williamson County, Texas, by and
between City, HM Parkside, HMPK Development, HM GPII and HM 2243.
P. HM Parkside has acquired a certain 40.2-acre tract of land adjacent to the
Remainder Property (the "Dufner Tract") which land is more particularly
described below, and City, HM Parkside, HMPK Development, HM GPII, HM
2243 and HM GPII Development wish to further amend the Second Consent
Agreement, as amended by the First CA Amendment and Second CA
Amendment, to incorporate the Dufner Tract within the Land. By petition
received by the City on , 202, the Dufner Tract landowners and the
Board of Directors of POR MUD No. 1 requested the City's consent to annex the
Dufner Tract within POR MUD No. 1 (after its disannexation from the City limits),
and the City wishes to give such consent to annexation of the Dufner Tract into
POR MUD No. 1 (after its disannexation from the City Limits) by this Third CA
Amendment.
NOW, THEREFORE, for and in consideration of the promises and the mutual
agreements set forth herein, the City, HM Parkside, HMPK Development, HM GPII, HM
2243 and HM GPII Development hereby agree as follows:
ARTICLE I
DISANNEXATION OF THE DUFNER TRACT FROM THE CITY LIMITS
1.01 By Ordinances Nos. 2005-101 and 2023-65, the City annexed the Dufner
Tract into the corporate boundaries of the City. The Parties understand and agree that
this Third CA Amendment will have no effect unless and until the Dufner Tract has
been disannexed from the corporate boundaries of the City and annexed into the
boundaries of POR MUD No. 1.
1.02 HM Parkside agrees that it will request, or cause to be requested,
disannexation of Dufner Tract from the corporate boundaries of the City pursuant to
Section 1.06 of the City Charter. After adoption by the City Council of an ordinance
disannexing the Dufner Tract from the corporate boundaries of the City, the Dufner
Tract will be released into the City's extraterritorial jurisdiction and HM Parkside and
POR MUD No. 1 agree that they will cause the Dufner Tract to be annexed into the
boundaries of POR MUD No. 1.
Third Amendment to Second Consent Agreement
Parkside on the River Subdivision/Water Oak Subdivision
Page 5 of 23 (exhibits attached)
1.03 The Parties agree that the City has no obligation to refund any taxes or fees
collected by the City during the period that the Dufner Tract was included in the City's
corporate boundaries.
1.04 Prior to the second reading of the City ordinance disannexing the Dufner
Tract from the corporate boundaries of the City, HM Parkside must (i) provide evidence
to the City that there are no delinquent or outstanding City taxes pertaining to the
Dufner Tract, and (ii) pay the pro rata share of all City taxes and fees pertaining to the
Dufner Tract calculated as of the effective date of the disannexation ordinance. Any
rollback City taxes on the Dufner Tract that may become due upon a subsequent change
in the use of the Dufner Tract will remain payable to the City by HM Parkside
notwithstanding that such due date may occur after the disannexation occurs.
ARTICLE II AMENDMENTS
The Second Consent Agreement, as amended by the First CA Amendment and the
Second CA Amendment, is amended as follows:
a. Section 2.02. The following terms are added to the definitions in Section
2.02:
"Is' GPII Property" means the 33.38 acres out of the 47 Acre Tract
described in Special Warranty Deed dated as of September 6, 2024, and
recorded under Document No. 2024071340 of the Official Public Records
of Williamson County, Texas.
"2nd GPII Property" means the 141.19 acres out of the 314 Acre Tract
described in Special Warranty Deed dated as of June 3, 2025, and
recorded under Document No. 2025042999 of the Official Public Records
of Williamson County, Texas.
"Dufner Tract" means that certain 40.2 acres of land in the Joseph
Thompson Survey, Abstract No. 608, Williamson County, Texas, being
a portion of a 17.60-acre tract and a 22.6-acre tract, both conveyed to
Elizabeth Ann Dufner (n/k/a Elizabeth Reagan) in a gift deed dated
February 7, 2014 and recorded in Document No. 2014063597 of the
Official Public Records of Williamson County, Texas; said 40.2 acres
being more particularly described by metes and bounds and sketch on
the attached Schedule 11.
Third Amendment to Second Consent Agreement
Parkside on the River Subdivision/Water Oak Subdivision
Page 6 of 23 (exhibits attached)
"HM GPII Development" means HM GPII Development, Inc., a Texas
corporation.
b. Section 2.02. The following terms defined in Section 2.02 are repealed
and replaced with the following:
"Agreement" means the Second Consent Agreement, as modified by the
First CA Amendment, the Second CA Amendment and this Third CA
Amendment.
"Developer Parties" means HM Parkside as to the Dufner Tract and all
the Remainder Property except the Initial HM Development Property,
the 2nd HM Development Property and the 3rd HM Development
Property, HMPK Development as to the Initial HM Development
Property, the 2nd HM Development Property and the 3rd Development
Property; HM 2243 as to the 2243 South Tract and the Leander ETJ Tract;
HM GPII as to all GPII Property except the 1st GPII Property and the 2nd
GPII Property; HM GPII Development as to the 1st GPII Property and
the 2nd GPII Property; LWO as to the Water Oak Property; and their
respective permitted assigns under this Agreement, but does not
include a Lender unless the Lender forecloses and elects to become a
party to this Agreement as permitted by Section 11.11(h) and does not
include an End Buyer.
"Districts" means, collectively, WCMUD No. 25, POR MUD No. 1, POR
MUD No. 2 and POR MUD No. 3, whose boundaries and general
locations are shown on the attached Schedule 10.
"Land" means, collectively, the Original Land plus the 2243 South Tract,
the GPII Property, the Leander ETJ Tract and the Dufner Tract.
"Parkside Development Agreement" means the Development Agreement
originally by and between the City, HM Parkside, and HM-CR
pertaining to the development of the Parkside Property, which was
approved by the City Council on October 8, 2019 by City Ordinance No.
2019- 69 and recorded under Document No. 2019117041, as amended by
First Amendment to and Partial Assignment of Development
Agreement Parkside on the River Subdivision dated December 8, 2020,
approved by the City Council on December 8, 2020 by City Ordinance
Third Amendment to Second Consent Agreement
Parkside on the River Subdivision/Water Oak Subdivision
Page 7 of 23 (exhibits attached)
No. 2020-84, and recorded under Document No. 2020162167, Official
Public Records of Williamson County, Texas, and by Second
Amendment to Development Agreement Parkside on the River
Subdivision dated to be effective on May 25, 2021 approved by the City
Council on May 25, 2021 by City Ordinance No. 2021-40, and recorded
under Document No. 2021082512, Official Public Records of Williamson
County, Texas, by Third Amendment to Development Agreement
Parkside on the River Subdivision dated to be effective on April 10, 2024,
approved by the City Council on April 9, 2024 by City Ordinance No.
2024-18 and recorded under Document No. 2024031828, Official Public
Records of Williamson County, Texas, and by Fourth Amendment to
Development Agreement Parkside on the River Subdivision dated on or
about the date of this Third CA Amendment.
"Parkside Party" means HM Parkside, HMPK Development, HM GPII,
HM 2243 and HM GPII Development.
"Parkside Property" means collectively, the Remainder Property, the 2243
South Tract, the GPII Property, the Leander ETJ Tract and the Dufner
Tract.
"Parties" means, collectively, City, the Parkside Parties, LWO, WCMUD
No. 25, POR MUD No. 1, POR MUD No. 2, and POR MUD No. 3.
"POR MUD No. 1" means Parkside on the River Municipal Utility
District No. 1, consisting, after its annexation of the Dufner Tract, of
approximately 312.711 acres of land described and shown on Schedule
9 attached to this Third CA Amendment.
c. Section 5.06. A new Section 5.06 is added to the Second Consent
Agreement (as amended by the First CA Amendment and by the Second
CA Amendment) as follows:
5.06. (a) The City acknowledges receipt of POR MUD No. 1's and HM
Parkside's 202_ "Petition for
Consent to Annex Land into Parkside on the River Municipal Utility
District No. 1", in accordance with Section 54.016 of the Texas Water
Code, Section 42.042 of the Texas Local Government Code, and Section
Third Amendment to Second Consent Agreement
Parkside on the River Subdivision/Water Oak Subdivision
Page 8 of 23 (exhibits attached)
13.10 of the UDC for annexation of the Dufner Tract into POR MUD No.
1.
(b) The City Council hereby consents to the inclusion of the Dufner Tract
within the boundaries of POR MUD No. 1. No further action will be
required on the part of the City to evidence its consent to the annexation
of the Dufner Tract into POR MUD No. 1; however, the City agrees to
provide any additional confirmation of its consent that may be required
by HM Parkside or POR MUD No. 1 if requested to do so.
(c) POR MUD No. 1 shall provide the City with certified copies of all
orders or resolutions effectuating the lawful annexation of the Dufner
Tract into POR MUD No. 1 within ten (10) days after the effective date
of same.
d. Section 7.04. Section 7.04 is repealed and replaced with the following:
7.04 (a) Except for the Dufner Tract, no additional land may be
annexed into the boundaries of POR MUD No. 1 except by written
amendment to this Agreement and the Development Agreement
pursuant to a written petition for annexation jointly executed by the
Board of Directors of POR MUD No. 1 and the landowner(s) filed with
the City Secretary meeting the requirements of this Agreement, and the
City's express written consent to the annexation as evidenced by a
signed resolution of the City Council.
(b) No additional land may be annexed into the boundaries of POR
MUD No. 2 except by written amendment to this Agreement and the
Development Agreement pursuant to a written petition for annexation
jointly executed by the Board of Directors of POR MUD No. 2 and the
landowner(s) filed with the City Secretary meeting the requirements of
this Agreement, and the City's express written consent to the annexation
as evidenced by a signed resolution of the City Council.
(c) No additional land may be annexed into the boundaries of POR
MUD No. 3 except by written amendment to this Agreement and the
Development Agreement pursuant to a written petition for annexation
jointly executed by the Board of Directors of POR MUD No. 3 and the
landowner(s) filed with the City Secretary meeting the requirements of
Third Amendment to Second Consent Agreement
Parkside on the River Subdivision/Water Oak Subdivision
Page 9 of 23 (exhibits attached)
this Agreement, and the City's express written consent to the annexation
as evidenced by a signed resolution of the City Council.
e. Section 7.05. Section 7.05 is repealed.
f. Section 14.01. Section 14.01 is hereby repealed and replaced with the
following:
"14.01. Notice. All notices, requests or other communications required
or permitted by this Agreement shall be in writing and shall be sent by
(i) overnight courier or hand delivery, or (ii) certified mail, postage
prepaid, return receipt requested, and addressed to the parties at the
following addresses:
HM Parkside:
HMPK Development
HM GPII
HM 2243
HM GPII Development:
HM Parkside, LP
HM GPII, LP
HM Parkside Development, Inc.
HM 2243 Development, Inc.
HM GPII Development, Inc.
P.O. Box 5397
Austin, Texas 78763-5397
Attn.: Blake J. Magee
With a required copy to:
Hurst, Savage & Vanderburg, LLP
814 W. 10thStreet
Austin, Texas 78701
Attn.: Ann Engles Vanderburg
Third Amendment to Second Consent Agreement
Parkside on the River Subdivision/Water Oak Subdivision
Page 10 of 23 (exhibits attached)
CQU: City Manager
City of Georgetown
808 Martin Luther King Jr. St.
Georgetown, Texas 78626
Third Amendment to Second Consent Agreement
Parkside on the River Subdivision/Water Oak Subdivision
Page 11 of 23 (exhibits attached)
With a required copy to:
City Attorney
City of Georgetown
809 Martin Luther King Jr. St.
Georgetown, Texas 78626
WCMUD No. 25: Williamson County Municipal Utility District No. 25
c/o Allen Boone Humphries Robinson LLP
1108 Lavaca Street, Suite 510
Austin, Texas 78701
Attn: Mr. Trey Lary
Phone: (512) 518-2424
POR MUD No. 1:
POR MUD No. 2:
POR MUD No. 3:
Parkside on the River MUD No. 1
Parkside on the River MUD No. 2
Parkside on the River MUD No. 3
c/o Armbrust & Brown, PLLC
100 Congress Avenue, Suite 1300
Austin, Texas 78701
Attn: Mr. John Bartram
Phone: (512) 435-2300
2. Defined Terms. Capitalized terms used in this Third CA Amendment that are
not otherwise defined shall have the meanings set forth in the Second Consent
Agreement, First CA Amendment, or Second CA Amendment as applicable.
3. Counterparts. This Third CA Amendment may be executed in multiple
counterparts, each of which shall be deemed an original instrument, and all of
which, taken together, shall constitute one and the same instrument. The
signature of any party hereto to any counterpart hereof shall be deemed a
signature to, and may be appended to, any other counterpart hereof.
4. Effective Date. This Third CA Amendment will become effective as to the City,
the Parkside Parties, WCMUD No. 25, POR MUD No. 1, POR MUD No. 2 and
POR MUD No. 3 if all of the following conditions are met before the date that
is sixty (60) days after the City Council has approved this Third CA
Amendment: (1) duly authorized representatives of the Parties have signed
Third Amendment to Second Consent Agreement
Parkside on the River Subdivision/Water Oak Subdivision
Page 12 of 23
(exhibits attached)
this Third CA Amendment (2) a Parkside Party acquires fee simple title to the
Dufner Tract and provides a copy of the recorded deed evidencing such
acquisition to the City, (3) the City Council approves an ordinance disannexing
the Dufner Tract from the corporate boundaries of the City limits, and (4) the
Dufner Tract is annexed into the boundaries of POR MUD No. 1. If any of the
foregoing conditions are not met before the date that is sixty (60) days after the
City Council approves this Third CA Amendment, this Amendment will
automatically terminate and be null and void and have no force or effect.
5. Recording. This Third CA Amendment will be recorded in the Official Records
of Williamson County, Texas by HM Parkside at its expense.
EXHIBIT LIST
Schedule 9
POR MUD No. 1 metes and bounds and sketch
Schedule 10
Boundary Map showing WCMUD No. 25, POR MUD Nos. 1-3
Schedule 11
Dufner Tract metes and bounds and sketch
[�Sistrc� afore Pages to Follow]
Third Amendment to Second Consent Agreement
Parkside on the River Subdivision/Water Oak Subdivision
Page 13 of 23 (exhibits attached)
CITY OF GEORGETOWN, TEXAS
I3v:
Printed Name: Josh Schroeder
Title: Mayor
ATTEST:
By:
Robyn Densmore, City Secretary
APPROVED AS TO FORM:
[3v:
Skye Masson, City Attorney
STATE OF TEXAS §
COUNTY OF WILLIAMSON §
This instrument was acknowledged before me the day of
2026, by Josh Schroeder, Mayor of the City of Georgetown, Texas,
a home -rule city, on behalf of the City.
(seal)
Notary Public State of Texas
Third Amendment to Second Consent Agreement
Parkside on the River Subdivision/Water Oak Subdivision
Page 14 of 23 (exhibits attached)
HM PARKSIDE, LP, a Texas limited
partnership
By: Hanna/Magee GP #1, Inc., a Texas
corporation, General Partner
LIN
STATE OF TEXAS §
COUNTY OF TRAVIS §
Blake J. Magee, President
This instrument was acknowledged before me the day of
, 2026, by Blake J. Magee, President of Hanna/Magee GP #1, Inc., a
Texas corporation, General Partner of HM PARKSIDE, LP, a Texas limited partnership,
on behalf of said corporation and partnership.
(seal)
Notary Public State of Texas
Third Amendment to Second Consent Agreement
Parkside on the River Subdivision/Water Oak Subdivision
Page 15 of 23 (exhibits attached)
HM PARKSIDE DEVELOPMENT, INC., a
Texas corporation
UA
STATE OF TEXAS §
COUNTY OF TRAVIS §
Blake J. Magee, President
This instrument was acknowledged before me the day of
2026, by Blake J. Magee, President of HM PARKSIDE
DEVELOPMENT, INC., a Texas corporation, on behalf of said corporation.
(seal)
Notary Public State of Texas
Third Amendment to Second Consent Agreement
Parkside on the River Subdivision/Water Oak Subdivision
Page 16 of 23 (exhibits attached)
HM GPII, LP, a Texas limited partnership
By: Hanna/Magee GP #1, Inc., a Texas
corporation, General Partner
Blake J. Magee, President
STATE OF TEXAS §
COUNTY OF TRAVIS §
This instrument was acknowledged before me the day of
2026, by Blake J. Magee, President of Hanna/Magee GP #1, Inc., a
Texas corporation, General Partner of HM GPII, LP, a Texas limited partnership, on
behalf of said corporation and partnership.
(seal)
Notary Public State of Texas
Third Amendment to Second Consent Agreement
Parkside on the River Subdivision/Water Oak Subdivision
Page 17 of 23 (exhibits attached)
HM 2243 DEVELOPMENT INC., a Texas
corporation
Blake J. Magee, President
STATE OF TEXAS §
COUNTY OF TRAVIS §
This instrument was acknowledged before me the day of
2026, by Blake J. Magee, President of HM 2243 DEVELOPMENT,
INC., a Texas corporation, on behalf of said corporation.
(seal)
Notary Public State of Texas
Third Amendment to Second Consent Agreement
Parkside on the River Subdivision/Water Oak Subdivision
Page 18 of 23 (exhibits attached)
HM GPII DEVELOPMENT INC., a Texas
corporation
Blake J. Magee, President
STATE OF TEXAS §
§
COUNTY OF TRAVIS §
This instrument was acknowledged before me the day of
2026, by Blake J. Magee, President of HM GPII DEVELOPMENT,
INC., a Texas corporation, on behalf of said corporation.
(seal)
Notary Public State of Texas
Third Amendment to Second Consent Agreement
Parkside on the River Subdivision/Water Oak Subdivision
Page 19 of 23 (exhibits attached)
ATTEST:
By:
Printed Name:
Title:
STATE OF TEXAS
COUNTY OF
WILLIAMSON COUNTY MUNICIPAL
UTILITY DISTRICT NO.25
[3y:
Printed Name:
Title:
0
This instrument was acknowledged before me on the day of
20 , by , President of the Board of
Directors of the Williamson County Municipal Utility District No. 25, a municipal utility
districting operating under Chapters 49 and 54 of the Texas Water Code.
(seal)
By:
Notary Public, State of Texas
Third Amendment to Second Consent Agreement
Parkside on the River Subdivision/Water Oak Subdivision
Page 20 of 23 (exhibits attached)
PARKSIDE ON THE RIVER MUNICIPAL
UTILITY DISTRICT NO.1
Printed Name:
I itle:
ATTEST:
By:
Printed Name:
Title:
STATE OF TEXAS §
COUNTY OF
This instrument was acknowledged before me on the day of
20J by . President of the Board of
Directors of the Parkside on the River Municipal Utility District No.1, a municipal utility
districting operating under Chapters 49 and 54 of the Texas Water Code.
(seal)
By:
Notary Public, State of Texas
Third Amendment to Second Consent Agreement
Parkside on the River Subdivision/Water Oak Subdivision
Page 21 of 23 (exhibits attached)
PARKSIDE ON THE RIVER MUNICIPAL
UTILITY DISTRICT NO.2
13y:
Printed Name:
Title:
ATTEST:
BN,:
Printed Name:
Title:
STATE OF TEXAS
COUNTY OF
This instrument was acknowledged before me on the day of
20J by , President of the Board of
Directors of the Parkside on the River Municipal Utility District No. 2, a municipal utility
districting operating under Chapters 49 and 54 of the Texas Water Code.
(seal)
BN,:
Notary Public, State of Texas
Third Amendment to Second Consent Agreement
Parkside on the River Subdivision/Water Oak Subdivision
Page 22 of 23 (exhibits attached)
ATTEST:
Bv:
Printed Name:
Title:
STATE OF TEXAS
COUNTY OF
PARKSIDE ON THE RIVER MUNICIPAL
UTILITY DISTRICT NO.3
BV:
Printed Name:
Title:
M
This instrument was acknowledged before me on the _ day of
20J by , President of the Board of
Directors of the Parkside on the River Municipal Utility District No. 3, a municipal utility
districting operating under Chapters 49 and 54 of the Texas Water Code.
(seal)
13},:
Notary Public, State of Texas
Third Amendment to Second Consent Agreement
Parkside on the River Subdivision/Water Oak Subdivision
Page 23 of 23 (exhibits attached)
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EXHIBIT "A"
FIELD NOTES
JOB NO. 230102
DATE: APRIL 13, 2023
PAGE :_OF 5 Field notes to accompany exhibit.
17.60 ACRES — TRACT 1
BEING 17.60 ACRES OF LAND, MORE OR LESS, OUT OF THE JOSEPH THOMPSON
SURVEY, ABSTRACT NO. 608, WILLIAMSON COUNTY, TEXAS, BEING THAT TRACT
CALLED TRACT 1 AS CONVEYED TO ELIZABETH ANN DUFNER, AND DESCRIBED IN
DEED RECORDED IN DOCUMENT NO. 2014063597, OFFICIAL PUBLIC RECORDS,
WILLIAMSON COUNTY, TEXAS, AS SURVEYED ON THE GROUND BY TEXAS LAND
SURVEYING, INC. ON APRIL 11T", 2023, AND FURTHER DESCRIBED BY METES AND
BOUNDS AS FOLLOWS:
BEGINNING at an iron rod with illegible red cap found in the north line of FM 2243, marking
the southeast corner of a tract conveyed to Gordon Winston Faubion, and described in deed
recorded in Document No. 2005101511, of said Official Public Records, also marking the
southwest corner of a tract called Tract 2 as conveyed to Elizabeth Ann Dufner, and described
in deed recorded in Document No. 2014063597, of said Official Public Records, save and
except that tract recorded in Document No. 2007014281, of said Official Public Records, for
the south corner of said Dufner (Tract 1) tract and this tract, from which a concrete monument
found, marking an angle point of said Fubion tract, bears S 69045'18" W, 415.79 feet;
THENCE: N 23°24'50" W, 2622.61 feet with the east line of said Faubion tract and the west
line of said Dufner (Tract 1) tract to an iron rod with red cap stamped "Forest 1847" found in
the south line of a remainder of a tract conveyed to HM Parkside, LP, and described in deed
recorded in Document No. 2018114043, of said Official Public Records, marking the northeast
corner of said Faubion tract, for the northwest corner of said Dufner (Tract 1) tract and this
tract;
THENCE: N 69°30'42" E, 13.56 feet with the south line of said HM Parkside tract and the
north line of said Dufner (Tract 1) tract to a 1/2 inch iron rod found, marking an angle point of
said HM Parkside tract, for an angle point of said Dufner (Tract 1) tract and this tract;
THENCE: N 69019'44" E, 386.66 feet with the south line of said HM Parkside tract and the
north line of said Dufner (Tract 1) tract to a 1/2 inch iron rod found in the base of a 16 inch
elm, marking an angle point of said HM Parkside tract, for an angle point of said Dufner (Tract
1) tract and this tract;
THENCE: N 69°12'24" E, 185.14 feet with the south line of said HM Parkside tract and the
north line of said Dufner (Tract 1) tract to a 112 inch iron rod found, marking an angle point of
said HM Parkside tract, also marking the northwest corner of said Dufner (Tract 2) tract, for
the northeast corner of said Dufner (Tract 1) tract and this tract, from which a cotton spindle
found, marking an angle point of said HM Parkside tract, also marking an angle point of
Parkside on the River, Phase 2, Sections 4 & 7, said plat recorded in Document No.
2022128238, of said Official Public Records, also marking the northeast corner of said Dufner
(Tract 2) tract, bears N 69'10'09" E, 375.84 feet;
EXHIBIT "A"
FIELD NOTES
JOB NO. 230102
DATE: APRIL 13, 2023
PAGE 2 OF 5 Field notes to accompany exhibit.
THENCE: S 10042'58" E, 2660.01 feet with the west line of said Dufner (Tract 2) tract and
the east line of said Dufner (Tract 1) tract to the POINT OF BEGINNING, containing 17.60
acres of land, more or less.
Bearings cited hereon based on Grid North Texas State Plane Coordinate System (Central
Zone) NAD83
OF
,. 0 T EA -?
�WILLI�N� 0. STEWART
William C.'Ste,4art. R.P.L.S. No. 5785 57g5
State of Texas
9xas ZanZcSurv�ivu' CAC.
-A Land Survey Firm-
3613 Williams Drive, Suite 903 — Georgetown, Texas 78628
(512) 930-1600 www.texas-is.com
TBPLS FIRM No. 10056200
EXHIBIT "A"
FIELD NOTES
JOB NO. 230102
DATE: APRIL 13, 2023
PAGE 3 OF 5 Field notes to accompany exhibit
22.60 ACRES — TRACT 2
BEING 22.60 ACRES OF LAND, MORE OR LESS, OUT OF THE JOSEPH THOMPSON
SURVEY, ABSTRACT NO. 608, WILLIAMSON COUNTY, TEXAS, BEING THAT TRACT
CALLED TRACT 2 AS CONVEYED TO ELIZABETH ANN DUFNER, AND DESCRIBED IN
DEED RECORDED IN DOCUMENT NO. 2014063597, OFFICIAL PUBLIC RECORDS,
WILLIAMSON COUNTY, TEXAS, SAVE AN EXCEPT THAT TRACT RECORDED IN
DOCUMENT NO. 2007014281, OF SAID OFFICIAL PUBLIC RECORDS, AS SURVEYED ON
THE GROUND BY TEXAS LAND SURVEYING, INC. ON APRIL 11T", 2023, AND FURTHER
DESCRIBED BY METES AND BOUNDS AS FOLLOWS:
BEGINNING at an iron rod with illegible red cap found in the north line of FM 2243, marking
the southeast corner of a tract conveyed to Gordon Winston Faubion, and described in deed
recorded in Document No. 2005101511, of said Official Public Records, also marking the
south corner of a tract called Tract 1 as conveyed to Elizabeth Ann Dufner, and described in
deed recorded in Document No. 2014063597, of said Official Public Records, for the
southwest corner of said Dufner (Tract 2) tract and this tract, from which a concrete
monument found, marking an angle point of said Fubion tract, bears S 69'45'18" W, 415.79
feet;
THENCE: N 10°42'58" W, 2660.01 feet with the east line of said Dufner (Tract 1) tract and
the west line of said Dufner (Tract 2) tract to a 1/2 inch iron rod found, marking the northeast
corner of said Dufner (Tract 1) tract, also marking an angle point of the remainder of a tract
conveyed to HM Parkside, LP, and described in deed recorded in Document No. 2018114043,
of said Official Public Records, for the northwest corner of said Dufner (Tract 2) tract and this
tract, from which a 1/2 inch iron rod found, marking an angle point of said Dufner (Tract 1)
tract, also marking an angle point of said HM Parkside tract, bears S 69012'24" W, 185.14
feet;
THENCE: N 69°10'09" E, 375.84 feet with the south line of said HM Parkside tract and the
north line of said Dufner (Tract 2) tract to a cotton spindle found, marking the southeast corner
of said HM Parkside tract, also marking an angle point of Parkside on the River, Phase 2,
Sections 4 & 7, said plat recorded in Document No. 2022128238, of said Official Public
Records, for the northeast corner of said Dufner (Tract 2) tract and this tract;
EXHIBIT "A"
FIELD NOTES
JOB NO. 230102
DATE: APRIL 13, 2023
PAGE 4 OF 5 Field notes to accompany exhibit
THENCE: S 10°42'42" E, with the west line of said Parkside on the River, Phase 2, Sections
4 & 7, and the east line of said Dufner (Tract 2) tract at 492.64 feet passing an iron rod with
pink cap stamped "HR Green" found, marking the southwest corner said Parkside on the
River, Phase 2, Sections 4 & 7, also marking the northwest corner of Parkside on the River,
Phase 2, Section 2, said plat recorded in Document No. 2021190055, of said Official Public
Records, continuing with the west line of said Parkside on the River, Phase 2, Section 2 at
2210.07 feet passing a 120D nail found, marking the southwest corner of said Parkside on the
River, Phase 2, Section 2, also marking the northwest corner of a remainder of a tract
conveyed to HM Parkside, LP, and described in deed recorded in Document No. 2018114043,
of said Official Public Records, continuing with the west line of said HM Parkside tract and the
east side of said Dufner (Tract 2) tract in all 2663.10 feet to a 1/2 inch iron rod found in the
north line of said FM 2243, marking the southwest corner of said HM Parkside tract, for the
southeast corner of said Dufner (Tract 2) tract and this tract;
THENCE: S 69°37'42" W, 375.11 feet with the north line of said FM 2243 and the south line
of said Dufner (Tract 2) tract to the POINT OF BEGINNING, containing 22.60 acres of land,
more or less.
Bearings cited hereon based on Grid North Texas State Plane Coordinate System (Central
Zone) NAD83
OF
WIWAM C. STEWART
William C: SteWarf, RPLS No. 5785
State of Texas
c exas Zandlrv�yin�, (-Inc.
-A Land Survey Firm-
3613 Williams Drive, Suite 903 — Georgetown. Texas 78628
(512) 930-1600 www.texas-Is.com
T6PLS FIRM No 10056200
FILED AND RECORDED
OFFICIAL PUBLIC RECORDS 2026013970
Fee: $293.50
02/23/2026 02:36 PM CCASTILLO
wn Nancy E. fiister County Clerk
Williamson County, Texas