HomeMy WebLinkAboutRES 021026-5.K - 3rd Amendment to the 2nd Amendment and Restated Consent Agreement for Parkside on the RiverRESOLUTION NO. Oat, l D oZG — 5. K
RESOLUTION OF THE CITY COUNCIL OF GEORGETOWN,
TEXAS, APPROVING THE "THIRD AMENDMENT TO THE
SECOND AMENDED AND RESTATED CONSENT AGREEMENT"
BETWEEN THE CITY OF GEORGETOWN, HM PARKSIDE, LP,
HM PARKSIDE DEVELOPMENT, INC., HM CR 176-2243, L.P., HM-
GP II, LP, HM 2243 DEVELOPMENT INC., WILLIAMSON
COUNTY MUNICIPAL UTILITY DISTRICT NO. 25, PARKSIDE
ON THE RIVER MUNICIPAL UTILITY DISTRICT NO. 1,
PARKSIDE ON THE RIVER MUNICIPAL UTILITY DISTRICT NO.
2, AND PARKSIDE ON THE RIVER MUNICIPAL UTILITY
DISTRICT NO. 3, TO MAKE A 40.2 (+/-) ACRE TRACT OF LAND
LOCATED NORTH OF FM 2243 AND ADJACENT TO PARKSIDE
ON THE RIVER MUNICIPAL UTILITY DISTRICT NO. 1 SUBJECT
TO THE CONSENT AGREEMENT AND EXPRESS CONSENT FOR
PARKSIDE ON THE RIVER MUNICIPAL UTILITY DISTRICT NO.
1 TO ANNEX THE 40.2 (+/-) ACRE TRACT; MAKING CERTAIN
FINDINGS; AND PROVIDING AN EFFECTIVE DATE.
RECITALS
WHEREAS, on October 17, 2019, the City Council approved 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, pertaining to Parkside on the River.
WHEREAS, on June 8, 2021 the City Council approved the First Amendment
to the Second Amended and Restated Consent Agreement, (the "First CA
Amendment") recorded (to include all signature pages) under Document No.
2021120970 in the Official Public Records of Williamson County, Texas, which,
among other things, added the GPII Property to the Consent Agreement and
authorized the creation of an additional municipal utility district for the Parkside on
the River Subdivision.
WHEREAS, on April 10, 2024, the City Council approved the Second
Amendment to the Second Amended and Restated Consent Agreement ( the "Second
CA Amendment") recorded under Document No. 2024031829 in the Official Public
Records of Williamson County, Texas, which, among other things, added the so-
RES NO. O ,?, 10 2Ao .5 • [, ,
Approving Third CA Amendment for Parkside on the River Page 1
called "Leander ETJ Tract" to the Second Consent Agreement and authorized it to be
annexed into Williamson County MUD No. 25.
WHEREAS, the Parkside Parties to the Consent Agreement have now
requested the City to include a certain 40.2 acre (+/1) tract of land (the "Dufner Tract")
into the Consent Agreement and consent to its annexation into the boundaries of
Parkside on the River Municipal Utility District No. 1 as set forth in the Third
Amendment to the Second Amended and Restated Consent Agreement attached as
Attachment 1 to this Resolution (the "Third CA Amendment").
WHEREAS, the City Council of the City of Georgetown desires to approve the
Third CA Amendment in substantially the form attached as Attachment 1, and
consent to the annexation of the Dufner Tract (defined therein) into the boundaries
of Parkside on the River Municipal Utility District No. 1.
NOW THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY
OF GEORGETOWN, TEXAS, THAT:
1. The meeting at which this Resolution 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 Resolution by reference for all
purposes as set forth in full. The City Council hereby finds that this Resolution
compliance with the Vision Statement of the City of Georgetown 2030
Comprehensive Plan.
3. The Third CA Amendment in substantially the form attached as Attachment 1 to
this Resolution is approved by the City Council and incorporated into this
Resolution for all purposes.
4. In accordance with the Third CA Amendment, the City Council consents to the
annexation of the Dufner Tract (defined in the Third CA Amendment) into the
boundaries of Parkside on the River Municipal Utility District No. 1.
5. If any provision of this Resolution 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 Resolution which can be given effect
without the invalid provision or application, and to this end the provisions of this
Resolution are hereby declared to be severable.
6. The Mayor is authorized to sign this Resolution and the Third CA Amendment in
substantially the form attached hereto as Attachment 1, and the City Secretary is
authorized to attest.
RES NO. 0 2 % 0;2 o - 5 . K
Approving Third CA Amendment for Parkside on the River
Page 2
7. This Resolution and the Third CA Amendment will become effective in accordance
with the terms and conditions stated in the Third CA Amendment, and the City
Charter.
Attachment List:
Attachment I - Third CA Amendment (including all exhibits and schedules)
By
Pri
Tit
ATTEST:
By: 2c���
Robyn DensmAke, City Secretary
APPROVED AS TO FORM:
By:
Skye Mas on, Cit Attorney
RES NO. O2 l O_2—(p — S •1h
Approving Third CA Amendment for Parkside on the River
CITY OF GEORGETOWN, TEXAS
Page 3
2026013969 Total Pages: 29
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STATE OF TEXAS §
COUNTY OF WILLIAMSON §
§
CITY OF GEORGETOWN §
THIRD AMENDMENT TO
SECOND AMENDED AND RESTATED
CONSENT AGREEMENT
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 22
(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
31d 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 22 (exhibits attached)
Amendment and Second CA Amendment to HM GPII Development as to the 1st
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 22 (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 22 (exhibits attached)
Amendment to Development Agreement Parkside on the River Subdivision (the
"Third DAAmendment") 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 January 6, 2026, 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 22 (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:
"1st 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 22 (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 22 (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 January 6, 2026 "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 13.10 of the
UDC for annexation of the Dufner Tract into POR MUD No. 1.
Third Amendment to Second Consent Agreement
Parkside on the River Subdivision/Water Oak Subdivision
Page 8 of 22 (exhibits attached)
(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
this Agreement, and the City's express written consent to the
annexation as evidenced by a signed resolution of the City Council.
Third Amendment to Second Consent Agreement
Parkside on the River Subdivision/Water Oak Subdivision
Page 9 of 22 (exhibits attached)
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. 10th Street
Austin, Texas 78701
Attn.: Ann Engles Vanderburg
Citv: City Manager
City of Georgetown
808 Martin Luther King Jr. St.
Georgetown, Texas 78626
With a required copy to:
City Attorney
City of Georgetown
Third Amendment to Second Consent Agreement
Parkside on the River Subdivision/Water Oak Subdivision
Page 10 of 22 (exhibits attached)
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
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
Third Amendment to Second Consent Agreement
Parkside on the River Subdivision/Water Oak Subdivision
Page 11 of 22 (exhibits attached)
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
o Signature Pages to Follow]
Third Amendment to Second Consent Agreement
Parkside on the River Subdivision/Water Oak Subdivision
Page 12 of 22 (exhibits attached)
CITY OF GEORGETOWN, TEXAS
By
Pri
Tit
ATTEST:
By:
Robyn D nsmore, City Secretary
APPROVED AS TO FORM:
By:
0
Sky asson, City Attorney
STATE OF TEXAS §
§
COUNTY OF WILLIAMSON §
This instrument was acknowledged before me the [Z day of
2026, by Josh Schroeder, Mayor of the City of Georgetown, Texas,
a home -rule cal on behalf of the City.
(seal)
KAREN FROST Notary Public State of Texas
FE�
Public, State of Texasarymm. Expires Or24-2028NotaryID 101536084
Third Amendment to Second Consent Agreement
Parkside on the River Subdivision/Water Oak Subdivision
Page 13 of 22 (exhibits attached)
HM PARKSIDE, LP, a Texas limited
partnership
By: Hanna/Magee GP #1, Inc., a Texas
corporation, General Partner
By: --�M
Blake . ee, 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 PARKSIDE, LP, a Texas limited partnership,
on behalf of said corporation and partnership.
(seal) Z, t
c4'l
\\���Y'p ���i CORINA R. HINOJOS Notary Public State of Texas
�,s Notary Public, state of Texas
3uji ��" Comm. Expires 09-28-2028
��':`;\\`�� Notary ID 2279126
�hnn�11
Third Amendment to Second Consent Agreement
Parkside on the River Subdivision/Water Oak Subdivision
Page 14 of 22
(exhibits attached)
HM PARKSIDE DEVELOPMENT, INC., a
Texas corporation
By:
Blake J. Magee, President
STATE OF TEXAS §
COUNTY OF TRAVIS §
This instrument was acknowledged before me the '3— day of
2026, by Blake J. Magee, President of HM PARKSIDE
DEVELOPMENT, INC., a Texas corporatio , on behalf of said corporation.
(seal)
CORINA R. HINOJOS Notary Public State of Texas
Notary Public, state of Texas
=x �=
= Comm. Expires 09 28 2028
Notary ID 2279126
Third Amendment to Second Consent Agreement
Parkside on the River Subdivision/Water Oak Subdivision
Page 15 of 22 (exhibits attached)
HM GPII, LP, a Texas limited partnership
By: Hanna/Magee GP #1, Inc., a Texas
corporation, General Partner
By: -I)m
Blake J. agee, President
STATE OF TEXAS §
§
COUNTY OF TRAVIS §
Thi 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)
CORINA R. HINOJOS
�lPf;Y PV9 i
�_;• :Notary Public, State of Texas Notary Public State of Texas
Comm. Expires 09-28-2028
Notary ID 2279126
+nm�
Third Amendment to Second Consent Agreement
Parkside on the River Subdivision/Water Oak Subdivision
Page 16 of 22 (exhibits attached)
HM 2243 DEVELOPMENT INC., a Texas
corporation
By: :M
Blake J. Magee, President
STATE OF TEXAS §
COUNTY OF TRAVIS §
Aplii 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)
CORINA R. HINOJOS
_Notary Public, State of Texas
'z Comm. Expires09-28-2028
Notary I D 2279126
nma
Notary Public State of Texas
Third Amendment to Second Consent Agreement
Parkside on the River Subdivision/Water Oak Subdivision
Page 17 of 22
(exhibits attached)
HM GPII DEVELOPMENT INC., a Texas
corporation
By:
Blake J. Magee, President
STATE OF TEXAS §
COUNTY OF TRAVIS §
This instrument was acknowledged before me the J day of
• 2026, by Blake J. Magee, President of HM GPII DEVELOPMENT,
INC., a Texas corporation, on behalf of said corporation.
(seal) d—��
Notary Public State of Texas
CORINA R. HINOJOS
`��iPPY PVB i��
Notary Public, State of Texas
Q? Comm. Expires 09-28-2028
Notary ID 2279126
�nnn�•
Third Amendment to Second Consent Agreement
Parkside on the River Subdivision/Water Oak Subdivision
Page 18 of 22
(exhibits attached)
Execution Copy
WILLIAMSON COUNTY MUNICIPAL
UTILITY DISTRICT NO.
Printed Name:
Title: `Y �eS d� P �t 'p C
ATTEST: W
kcaaa'�
By:
Printed Name:_PAcn. / / (/es f eAj
Title: Vcc, Ahg;: d-a[t ✓ )h OZ6�
STATE OF TEXAS §
f
COUNTY OF _W 111 1AM6O1% §
This instrument was acknowledged before me on the day of
201 i by SlAOLt-H S A0ft*'tZ , President of the Board of
Directors o the Williamson County Municipal Utility District No. 25, a municipal utility
districting operating under Chapters 49 and 54 of the Texas Water Code.
(seal)
SANTIAGO GARCIAJR
,S.UBEN
NOTARY PUBLIC, STATE OF TEXAS`12170054 By:OMM. EXP. 04-18-2028
Notary Pu lic, State of Texas
Third Amendment to Second Consent Agreement
Parkside on the River Subdivision/Water Oak Subdivision
Page 19 of 21
(exhibits attached)
PARKSIDE ON THE RIVER MUNICIPAL
UTILITY DISTRICT NO.1
By:
Printed Name:
Title: Vl+
ATTEST:
Bv: jt-� -qr"-4
Printed Name: Yin h/u4Ytayk p
Title: Setare�-aytt
STATE OF TEXAS §
COUNTY OF -i-i2A-VlS
This instrument was acknowledged before me on the Lok day of
TOLVtlut N 26� by P3lacke• Hell . 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 4 � •o" JOHN WLBARTRAMState
as
Notalic
Commission 2511627�
°f `�
My Commission s 11112120
tary Public, State of Texas
Third Amendment to Second Consent Agreement
Parkside on the River Subdivision/Water Oak Subdivision
Page 20 of 21
4925-0322-9574, v. 1
(exhibits attached)
PARKSIDE ON THE RIVER MUNICIPAL
UTILI Y DIS7 T NO.2
By:
Printed Naiiie: Cap riS C �
Title:
ATTEST:
Printed Naine-/ice!//.. /��
// �� / , / ter• " �L//%./
STATE OF TEXAS
COUNTY OF ��AIrS
This instrument was acknowledged before me on the -2/ S f day of
Tn" t� 20F' by 6L41� S&ef r 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.
,eRY .4, JOHN W BARTRAPvI
seal ..,....y@ .
i; % State of Texas
*: *� Notary Public L
Commission No. 12511627-5 By: -- VA4W
«. My Commission Expires 11112/2028
Notary Public, State of Texas
Third Amendment to Second Consent Agreement
Parkside on the River Subdivision/Water Oak Subdivision
Page 21 of 21 (exhibits attached)
4925-0322-9574, v. 1
PARKSIDE ON THE RIVER MUNICIPAL
UTILITY DIST CT N . 3
By:
Printed Nauiie:
Title: &') f 4z-4
ATTEST:
B GGwo
Printed Name:
Title:
STATE OF TEXAS §
COUNTY OF % jam §
This instrumentwas acknowledged before me on the .7'j5A-- day of
,Z/Am-ta 2( by .-'+j-e- 14r ,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.
JOHN YU BARTRAM
(seal) o. State of Texas
s+ * Notary Public
%.aF Commission No. 12511627-5
My Commission Expires 1111212028
B v :
Notary Public, State of Texas
Third Amendment to Second Consent Agreement
Parkside on the River Subdivision/Water Oak Subdivision
Page 22 of 21
4925-0322-9574, v. 1
(exhibits attached)
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LEGEND
VVILLIAMSON COUNTY
MUNICIPAL UTILITY DISTRICT No. 25
�
\
PARKSIDE ON THE RIVER
MUNICIPAL UTILITY DISTRICT No. 1
L
PARKSIDE ON THE RIVER
MUNICIPAL UTILITY DISTRICT No. 2
PARKSIDE ON THE RIVER
MUNICIPAL UTILITY DISTRICT No, 3
J
PARKSIDE ON THE RIVER BOUNDARY
— �, PARKSIDE ONTHE RIVER
DEVELOPMENT
'
PARKSIDE ON THE RIVEN
MUNICIPAL UTILITY
DISTRICT Nv. ]
PARKSIDE ON THE RIVEI
N \ , DEVELOPMENT
E \ ��t
r--1 ESGAL�ER/ARANCFI
MON COUNT
'R \ MUNICIPAL UTILITY
TRICT No. 25
o' ' ` `
PARKSIDE PENINSULA
u -
'C ^ KILLIANION COVMTY�
�O ` NuxIC11AL VTIIITT
LiL7j+ DILi RtC1 Nam. 35
5508 HIGHWAY 290 WEST
SUITE 150
AUSTIN, TX 78735
512.872.6696
HRGREEN.COM
HRG reen ®
TBPE NO: 16384
TBPLS NO: 10194101
DEVELOPMENT TX.
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DEVELOPMENT'.,
MUNICIPAL UTILITY
KSIDE ON THE RIVER
DEVELOPMENT
RKf1D! ON THE RIVER
MUNICIPAL UTILtrY /
DEVELOPMENT
/T PARNfID! ON THE RIVlR
MUNICIPAL UTILITY
DUFNER TRACT
DEVELOPMENT
1 vAmul ICI ON UTILITY
IIIVER
MUNICIPAL UTILITY
DISTRICT No. 1
FUTURE ANNEXATION
SCHEDULE 1 O
MUD BOUNDARIES
MAP
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PAGE 5 OF 5
_. - 7rrts.Carr Sanmyrriq'�nc.v �"s=p`r=,
EXHIBIT "A"
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 69'45'18" 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 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 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
OF L
�' �� 9 Z �WItLIAR� C. STEWART
William Ste art, R.P.L.S. No. 5785 4_�9"575
State of Texas ��: °�esst°'ecd
vexas Zancsury yin , �nc.
-A Land Survey Firrn-
3613 Williams Drive, Suite 903 — Georgetown, Texas 78628
(512) 930-1600 www.texas-Is.com
TBPLS FIRM No. 10056200
EXHIBIT "A"
FIR n 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 69°12'24" W, 185.14
feet;
THENCE: N 69010'09" 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 112 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
William C. Steveart, RPLS No. 5785
State of Texas
i C : V- * ,fir 1:4
O,
WIL1JAM C. STEWART
�.....�9 a�785.. ,Q...
o
SURJ��O
texas ZanZcSurv�inS, �Ac.
-A Land Survey Firm-
3613 Williams Drive, Suite 903 — Georgetown, Texas 78628
(512) 930-1600 www.texas-Is.com
TBPLS FIRM No 10056200
FILED AND RECORDED
OFFICIAL PUBLIC RECORDS 2026013969
Fee: $142.50
02/23/2026 02:36 PM CCASTILLO
et'Y
so" ca�. Nancy E. Rister, County Clerk
Williamson County, Texas