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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 ■III Willi,, F111,�'�M t�1�11�11MA�!�'"� �� ��� 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) � _ � � �Lry��-7, -.—� g g S k 5 � d � E" — °Y y5i$j�{�1 �••1 a - yb■ aYYY■ �$ O o gEgssa !i a ai St�}s A a � S83"fie 5°65 = R go° 9EEL a•g Ea .R aa° s, sg� .$ � �r'Egg" 'sga x gg3 a s 3#F a Este$"_k.: o g85 Bx.E: es s$= ;�� � €a '�� �g�� ��r .g Roa«:^b a agfr +�"' •k� � x� x� ���Euf)(rJ ��R• '€�€35 Y= '`i� $e�5� ����{ �^�q�p�frV^ ^e ESE $��� .x� R� a e � s■ 3 5 s eE,F A \R� R^mE 3 � EkSe$pm �.n. io og S`ga� Ry `xv °qiy ��c ! = A �s3swo ` 3 .. n I= •fit � - C _ fi� yE^� A �isjj-FE^}}n:aaE�� k i i'"�jl s !¢tlssx egg _ g p1g,i �{.�5�a m Si $ Ili, � •6.% °Rsm �°a"- Zfo 8lS m £Ns r `Ra At, k WNX 0 2000 STSTATEHIGHWAY29 4000 SCALE: 1" = 2000' I 1 11 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. \ \ `--- - - —•� r� V '1 "�✓�111 CRESCENT BLUFF, 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 3 01 0 0 j m 'd f] a� Zin u' ¢ K u ,o O o 0 0 w w v o m O � w Wm u O C Q _____-_ FAl.N,_ W�P.nr M 22A 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