Bill Text: TX HB4638 | 2021-2022 | 87th Legislature | Enrolled

Texas House Bill 4638 (Prior Session Legislation)

Bill Title: Relating to the creation of certain municipal management districts; providing authority to issue bonds; providing authority to impose assessments, fees, and taxes.

Spectrum: Bipartisan Bill

Status: (Passed) 2021-06-18 - Effective on 1/1/22 [HB4638 Detail]

Download: Texas-2021-HB4638-Enrolled.html



	H.B. No. 4638

AN ACT

relating to the creation of certain municipal management districts;

providing authority to issue bonds; providing authority to impose

assessments, fees, and taxes.

BE IT ENACTED BY THE LEGISLATURE OF THE STATE OF TEXAS:

SECTION 1. Subtitle C, Title 4, Special District Local Laws

Code, is amended by adding Chapter 3918 to read as follows:

CHAPTER 3918. LEANDER MUNICIPAL MANAGEMENT DISTRICT NO. 1

SUBCHAPTER A. GENERAL PROVISIONS

Sec. 3918.0101. DEFINITIONS. In this chapter:

(1) "Board" means the district's board of directors.

(2) "City" means Leander.

(3) "Director" means a board member.

(4) "District" means the Leander Municipal Management

District No. 1.

Sec. 3918.0102. CREATION AND NATURE OF DISTRICT. The

Leander Municipal Management District No. 1 is a special district

created under Section 59, Article XVI, Texas Constitution.

Sec. 3918.0103. PURPOSE; LEGISLATIVE FINDINGS. (a) The

creation of the district is essential to accomplish the purposes of

Sections 52 and 52-a, Article III, and Section 59, Article XVI,

Texas Constitution, and other public purposes stated in this

chapter.

(b) By creating the district and in authorizing the city and

other political subdivisions to contract with the district, the

legislature has established a program to accomplish the public

purposes set out in Section 52-a, Article III, Texas Constitution.

develop, encourage, and maintain employment, commerce,

transportation, tourism, recreation, the arts, entertainment,

economic development, safety, and the public welfare in the

district.

(d) This chapter and the creation of the district may not be

interpreted to relieve the city from providing the level of

services provided as of the effective date of the Act enacting this

chapter to the area in the district. The district is created to

supplement and not to supplant city services provided in the

district.

Sec. 3918.0104. FINDINGS OF BENEFIT AND PUBLIC USE. (a)

All land and other property included in the district will benefit

from the improvements and services to be provided by the district

under powers conferred by Sections 52 and 52-a, Article III, and

Section 59, Article XVI, Texas Constitution, and other powers

granted under this chapter.

(b) The district is created to serve a public use and

benefit.

and is essential to further the public purposes of:

(1) developing and diversifying the economy of the

state;

(2) eliminating unemployment and underemployment; and

(3) developing or expanding transportation and

commerce.

(d) The district will:

(1) promote the health, safety, and general welfare of

residents, employers, potential employees, employees, visitors,

and consumers in the district, and of the public;

(2) provide needed funding for the district to

preserve, maintain, and enhance the economic health and vitality of

the district territory as a community and business center;

(3) promote the health, safety, welfare, and enjoyment

of the public by providing pedestrian ways and by landscaping and

developing certain areas in the district, which are necessary for

the restoration, preservation, and enhancement of scenic beauty;

(4) provide for water, wastewater, drainage, road, and

recreational facilities for the district; and

(5) promote and secure expanded and improved

transportation and pedestrian facilities and systems designed to

benefit the land and property in the district, the employees,

employers, and consumers in the district, and the general public.

(e) Pedestrian ways along or across a street, whether at

grade or above or below the surface, and street lighting, street

landscaping, parking, and street art objects are parts of and

necessary components of road, transportation, and pedestrian

facilities and systems and are considered to be a street,

transportation, or pedestrian improvement.

(f) The district will not act as the agent or

instrumentality of any private interest even though the district

will benefit many private interests as well as the public.

Sec. 3918.0105. INITIAL DISTRICT TERRITORY. (a) The

district is initially composed of the territory described by

Section 2 of the Act enacting this chapter.

(b) The boundaries and field notes contained in Section 2 of

the Act enacting this chapter form a closure. A mistake in the

field notes or in copying the field notes in the legislative process

does not affect the district's:

(1) organization, existence, or validity;

(2) right to issue any type of bonds for the purposes

for which the district is created or to pay the principal of and

interest on the bonds;

(3) right to impose or collect an assessment or tax; or

(4) legality or operation.

Sec. 3918.0106. ELIGIBILITY FOR INCLUSION IN SPECIAL ZONES.

All or any part of the area of the district is eligible to be

included in:

(1) a tax increment reinvestment zone created under

Chapter 311, Tax Code;

(2) a tax abatement reinvestment zone created under

Chapter 312, Tax Code; or

(3) an enterprise zone created under Chapter 2303,

Government Code.

Sec. 3918.0107. APPLICABILITY OF MUNICIPAL MANAGEMENT

DISTRICT LAW. Except as otherwise provided by this chapter,

Chapter 375, Local Government Code, applies to the district.

Sec. 3918.0108. LIMITED WAIVER OF SOVEREIGN IMMUNITY. The

district is considered to have waived sovereign immunity to suit by

the city for the purpose of adjudicating a claim for breach of the

development agreement described by Section 3918.0302.

Sec. 3918.0109. CONSTRUCTION OF CHAPTER. This chapter

shall be liberally construed in conformity with the findings and

purposes stated in this chapter.

Sec. 3918.0110. CONFLICT OF LAWS. In the event of a

conflict between this chapter and any other law, this chapter

prevails.

SUBCHAPTER B. BOARD OF DIRECTORS

Sec. 3918.0201. GOVERNING BODY; TERMS. (a) The district is

governed by a board of five directors who serve staggered terms of

four years with two or three directors' terms expiring June 1 after

the fourth anniversary of the date of the directors' appointment.

(b) The board may not create an executive committee to

exercise the powers of the board.

Sec. 3918.0202. QUALIFICATIONS OF DIRECTORS. To be

qualified to serve as a director, a person must be:

(1) an owner of property in the district;

(2) an owner of stock or a partnership or membership

interest, whether beneficial or otherwise, of a corporate owner of

an interest in property in the district;

(3) an owner of a beneficial interest in a trust, or a

trustee in a trust, that directly or indirectly owns property in the

district; or

(4) an agent, employee, or tenant of a person

described by Subdivision (1), (2), or (3).

Sec. 3918.0203. APPOINTMENT OF DIRECTORS. The governing

body of the city shall appoint directors from persons recommended

by the board.

Sec. 3918.0204. VACANCY. (a) If a vacancy occurs on the

board, the remaining directors shall appoint a director for the

remainder of the unexpired term.

(b) A director may resign from the board at any time.

Sec. 3918.0205. OFFICERS. The board shall elect from among

the directors a chair, a vice chair, and a secretary. The offices

of chair and secretary may not be held by the same person.

Sec. 3918.0206. COMPENSATION; EXPENSES. (a) A director

may not receive compensation for service on the board.

(b) A director is entitled to reimbursement for necessary

and reasonable expenses incurred in carrying out the duties and

responsibilities of the board. The total amount of expenses for

each director in one year may not exceed the amount approved by the

board and may not exceed the amount of expenses budgeted for a

member of the governing body of the city.

Sec. 3918.0207. LIABILITY INSURANCE. The district may

obtain and pay for comprehensive general liability insurance

coverage from a commercial insurance company or other source that

protects and insures a director against personal liability and from

all claims relating to:

(1) actions taken by the director in the director's

capacity as a member of the board;

(2) actions and activities taken by the district; or

(3) the actions of others acting on behalf of the

district.

Sec. 3918.0208. BOARD MEETINGS. (a) The board shall hold

meetings at a place accessible to the public.

(b) The board must post notice of each meeting with the city

secretary not later than 72 hours before the scheduled time of the

meeting.

Sec. 3918.0209. INITIAL DIRECTORS. (a) On or after January

1, 2022, the owner or owners of a majority of the assessed value of

real property in the district may submit a petition to the governing

body of the city requesting that the governing body appoint five

persons as initial directors from a list of persons in the district.

(b) A petition must name more than five qualified persons.

five persons listed in the petition who are qualified to serve as

directors.

(d) The initial directors shall determine by lot which three

positions expire June 1 following the second anniversary of the

date of the appointment and which two positions expire June 1

following the fourth anniversary of the date of the appointment.

(e) This section expires September 1, 2027.

SUBCHAPTER C. POWERS AND DUTIES

Sec. 3918.0301. GENERAL POWERS AND DUTIES. (a) The

district has the powers and duties necessary to accomplish the

purposes for which the district is created.

(b) The board may not take any action or exercise any power

granted under this chapter other than to hold an initial

organizational meeting until the development agreement described

by Section 3918.0302 is approved by the city and executed by the

parties to the agreement.

Sec. 3918.0302. DEVELOPMENT AGREEMENT. (a) The city, the

district, the owner of the majority of the land in the district, and

any other entities the city determines are necessary to the

agreement may execute a development agreement if approved by the

city.

(b) This chapter expires on the fourth anniversary of the

effective date of the Act enacting this chapter if the development

agreement under Subsection (a) is not executed before that date.

Sec. 3918.0303. IMPROVEMENT PROJECTS AND SERVICES. (a) The

district, using any money available to the district for the

purpose, may provide, design, construct, acquire, improve,

relocate, operate, maintain, or finance an improvement project or

service authorized under this chapter or Chapter 375, Local

Government Code.

(b) The district may contract with a governmental or private

entity to carry out an action under Subsection (a).

governmental function or service for the purposes of Chapter 791,

Government Code.

(d) A district improvement project or service must comply

with:

(1) any city zoning and subdivision requirements; and

(2) city codes and ordinances.

(e) The district may not provide, conduct, or authorize an

improvement project on any street, highway, right-of-way, or

easement owned or controlled by the city unless the governing body

of the city by resolution consents to the improvement.

Sec. 3918.0304. IMPROVEMENT PROJECT AND SERVICE IN

DEFINABLE AREA; BENEFIT BASIS. The district may undertake an

improvement project or service that confers a special benefit on a

definable area in the district and levy and collect a special

assessment on benefited property in the district in accordance with

Chapter 375, Local Government Code.

Sec. 3918.0305. LAW ENFORCEMENT SERVICES. To protect the

public interest, with the consent of the city by resolution, the

district may contract with a qualified party, including the city,

to provide supplemental and enhanced law enforcement and security

services in the district for a fee.

Sec. 3918.0306. ECONOMIC DEVELOPMENT PROGRAMS. (a) The

district, in coordination with the city, may engage in activities

that accomplish the economic development purposes of the district.

(b) The district may establish and provide for the

administration of one or more programs with the prior consent of the

governing body of the city in accordance with the development

agreement to promote state or local economic development and to

stimulate business and commercial activity in the district,

including programs to:

(1) make loans and grants of public money; and

(2) provide district personnel and services.

and exercise the economic development powers that Chapter 380,

Local Government Code, and Subchapter A, Chapter 1509, Government

Code, provide to a municipality.

Sec. 3918.0307. PARKING FACILITIES. (a) The district may

acquire, lease as lessor or lessee, construct, develop, own,

operate, and maintain parking facilities or a system of parking

facilities, including lots, garages, parking terminals, or other

structures or accommodations for parking motor vehicles off the

streets and related appurtenances.

(b) The district's parking facilities serve the public

purposes of the district and are owned, used, and held for a public

purpose even if leased or operated by a private entity for a term of

years.

necessary components of a street and are considered to be a street

or road improvement.

(d) The development and operation of the district's parking

facilities may be considered an economic development program.

Sec. 3918.0308. ADDING OR REMOVING TERRITORY. (a) The

board may add or remove territory as provided by Subchapter J,

Chapter 49, Water Code.

(b) The district may add or remove territory as described by

Subsection (a) only if the governing body of the city by ordinance

or resolution consents to the addition or removal.

Sec. 3918.0309. EXEMPT PROPERTY. The district may not

impose an impact fee, assessment, tax, or other charge on property

owned by the city, the county, or other political subdivision or on

property exempted under this section except as provided by

Subchapter H, Chapter 375, Local Government Code.

Sec. 3918.0310. NO EMINENT DOMAIN POWER. The district may

not exercise the power of eminent domain.

SUBCHAPTER D. GENERAL FINANCIAL PROVISIONS; ASSESSMENTS

Sec. 3918.0401. DISBURSEMENTS AND TRANSFERS OF MONEY. The

board by resolution with the prior consent of the governing body of

the city in accordance with the development agreement shall

establish the number of directors' signatures and the procedure

required for a disbursement or transfer of district money.

Sec. 3918.0402. ASSESSMENTS; LIENS FOR ASSESSMENTS. (a)

The board by resolution may impose and collect an assessment to

finance improvement projects and services authorized by this

chapter in all or any definable part of the district in the manner

provided by Subchapter F, Chapter 375, Local Government Code.

(b) An assessment, a reassessment, or an assessment

resulting from an addition to or correction of the assessment roll

by the district, penalties and interest on an assessment or

reassessment, an expense of collection, and reasonable attorney's

fees incurred by the district:

(1) are a first and prior lien against the property

assessed;

(2) are superior to any other lien or claim other than

a lien or claim for county, school district, or municipal ad valorem

taxes; and

(3) are the personal liability of and a charge against

the owners of the property even if the owners are not named in the

assessment proceedings.

resolution imposing the assessment until the date the assessment is

paid. The board may enforce the lien in the same manner that the

board may enforce an ad valorem tax lien against real property.

(d) The board may make a correction to or deletion from the

assessment roll after providing notice and holding a hearing as

provided by Subchapter F, Chapter 375, Local Government Code.

Sec. 3918.0403. USE OF ELECTRICAL OR OPTICAL LINES. (a)

The district may impose an assessment to pay the cost of:

(1) burying, relocating, or removing electrical power

lines, telephone lines, cable or fiber-optic lines, or any other

type of electrical or optical line;

(2) removing poles and any elevated lines using the

poles; and

(3) reconnecting the lines described by Subdivision

(2) to the buildings or other improvements to which the lines were

connected.

(b) The assessment under Subsection (a) may not be imposed

on the property, including the equipment, rights-of-way,

easements, facilities, or improvements, of a telecommunications

provider as defined by Section 51.002, Utilities Code, or a cable

service provider or video service provider as defined by Section

66.002, Utilities Code, unless in accordance with an agreement with

the city.

the use of the district conduits for:

(1) another person's:

(A) telecommunications network;

(B) fiber-optic cable; or

(2) any other type of transmission line or supporting

facility.

(d) The district may not require a person to use a district

conduit.

SUBCHAPTER E. TAXES AND BONDS

Sec. 3918.0501. BONDS AND OTHER OBLIGATIONS. With the

consent of the governing body of the city by resolution in

accordance with Section 375.207, Local Government Code, the

district may issue bonds, notes, or other obligations payable

wholly or partly from ad valorem taxes or assessments in the manner

provided by Chapter 375, Local Government Code.

Sec. 3918.0502. TAX ELECTION REQUIRED. The district must

hold an election in the manner provided by Chapter 49, Water Code,

or, if applicable, Chapter 375, Local Government Code, to obtain

voter approval before the district may impose an ad valorem tax.

Sec. 3918.0503. OPERATION AND MAINTENANCE TAX. (a) If

authorized by a majority of the district voters voting at an

election under Section 3918.0502, the district may impose an

operation and maintenance tax on taxable property in the district

in the manner provided by Section 49.107, Water Code, for any

district purpose, including to:

(1) maintain and operate the district;

(2) construct or acquire improvements; or

(3) provide a service.

(b) The board shall determine the operation and maintenance

tax rate. The rate may not exceed the rate approved at the

election.

Sec. 3918.0504. BONDS SECURED BY REVENUE OR CONTRACT

PAYMENTS. The district may issue, without an election, bonds

secured by:

(1) revenue other than ad valorem taxes, including

contract revenues; or

(2) contract payments, provided that the requirements

of Section 49.108, Water Code, have been met.

Sec. 3918.0505. BONDS SECURED BY AD VALOREM TAXES;

ELECTIONS. (a) If authorized at an election under Section

3918.0502, the district may issue bonds payable from ad valorem

taxes.

(b) Section 375.243, Local Government Code, does not apply

to the district.

partly from ad valorem taxes, the board shall provide for the annual

imposition of a continuing direct annual ad valorem tax, without

limit as to rate or amount, for each year that all or part of the

bonds are outstanding as required and in the manner provided by

Sections 54.601 and 54.602, Water Code.

(d) All or any part of any facilities or improvements that

may be acquired by a district by the issuance of its bonds may be

submitted as a single proposition or as several propositions to be

voted on at the election.

Sec. 3918.0506. WRITTEN AGREEMENT REGARDING SPECIAL

APPRAISALS. Before the district may issue bonds, the district and

any person to whom the board intends that proceeds of the bonds be

distributed, including the developer, another owner of land in the

district, and any entity acting as a lender to the developer or

other landowner for the purpose of a project relating to the

district, must enter into a written agreement that:

(1) waives for the term of the agreement the right to a

special appraisal with respect to taxation by the district under

Subchapters B, C, D, E, F, and H, Chapter 23, Tax Code; and

(2) remains in effect for 30 years and is binding on

the parties, on entities related to or affiliated with the parties,

and on their successors and assignees.

Sec. 3918.0507. EXEMPTION FROM CERTAIN SUPERVISION AND

APPROVAL REQUIREMENTS. Section 375.208, Local Government Code,

does not apply to the district.

SUBCHAPTER J. DISSOLUTION

Sec. 3918.0901. DISSOLUTION BY CITY. (a) The city may

dissolve the district in the manner provided by Section 375.263,

Local Government Code, only if the city also complies with any

dissolution procedures in the development agreement described by

Section 3918.0302.

(b) In the case of a conflict between Section 375.263, Local

Government Code, and the development agreement, the development

agreement controls.

SECTION 2. The Leander Municipal Management District No. 1

initially includes all territory contained in the following area:

Being all of that certain tract or parcel of land containing

115.7076 acres, more or less, comprised of those three (3) certain

tracts of land containing 22.781 acres, more or less, our of the

William Mancil Survey, Abstract No. 437 in Leander, Williamson

County, Texas, more described by metes and bounds shown on Exhibit

"A-1" attached hereto; 47.5871 acres, more or less, in the Talbot

Chambers Survey, Abstract No. 125 in Leander, Williamson County,

Texas, more described by metes and bounds shown on Exhibit "A-2"

attached hereto; 47.3395 acres, more or less, in the Talbot

Chambers Survey, Abstract No. 125 in Leander, Williamson County,

Texas, more described by metes and bounds shown on Exhibit "A-3"

attached hereto

EXHIBIT A-1

Talbot Chambers Survey, Abstract No. 125

Legal Description

BEING A DESCRIPTION OF A TRACT OF LAND CONTAINING 47.5871 ACRES

(2,072,892 SQUARE FEET) OUT OF THE TALBOT CHAMBERS SURVEY, ABSTRACT

NO. 125, IN WILLIAMSON COUNTY, TEXAS, BEING A PORTION OF A CALLED

269.836 ACRE TRACT CONVEYED TO RB 270 PARTNERSHIP, RECORDED IN

DOCUMENT NO. 2004036768 OF THE OFFICIAL PUBLIC RECORDS OF

WILLIAMSON COUNTY, TEXAS (O.P.R.W.C.T.), SAID 47.5871 ACRES BEING

MORE PARTICULARLY DESCRIBED BY METES AND AS FOLLOWS:

BEGINNING, at a 1/2-inch iron rod with "Ward-5811" cap found in the

curving east right-of-way line of Mel Mathis Boulevard

(right-of-way varies), and being the southwest corner of a called

9.850 acre tract conveyed to Area Leander 1 LP, recorded in Document

No. 2016069577 (O.P.R.W.C.T.) and being in the north line of said

269.836 acre tract, for the northwest corner and POINT OF BEGINNING

hereof, from which a 1/2-inch iron rod with "Ward-5811" cap found at

point of tangency in the east right-of-way line of said Mel Mathis

Boulevard, and being in the west line of said 9.850 acre Area

Leander 1 LP tract, bears, 24.13 feet along the arc of a curve to the

right, having a radius of 999.00 feet, and whose chord bears

N18°36'59"W, a distance of 24.13 feet;

THENCE, leaving the east right-of-way line of said Mel Mathis

Boulevard, with the north line of said 269.836 acre RB 270

Partnership tract and the south line of said 9.850 acre Area Leander

1 LP tract, the following three (3) courses and distances:

1) N70°42'41"E, a distance of 938.70 feet to a 1/2-inch iron

rod found for an angle point hereof,

2) N70°36'57"E, a distance of 53.16 feet to a 1/2-inch iron

rod found for an angle point hereof, and

3) N71°20'07"E, a distance of 79.42 feet to a 1/2-inch iron

rod found for the northeast corner hereof, said point being the

southeast corner of said 9.850 acre Area Leander 1 LP tract, and

being in the north line of said 269.836 acre RB 270 Partnership

tract, and being in the west right-of-way line of US Highway 183A

(400' right-of-way, conveyed in Document No(s). 2004068741 and

2004088731 (O.P.R.W.C.T.);

THENCE, leaving the north line of said 269.836 acre RB 270

Partnership tract, with the west right-of-way line of said US

Highway 183A, over and across said 269.836 acre RB 270 Partnership

tract, S56°03'41"E, passing at a distance of 524.73 feet a TxDOT

Type II Brass Disc Monument with "CTRMA" stamp found, and

continuing for a total distance of 1,299.85 feet to a 1/2-inch iron

rod with "KHA" cap found for the southeast corner hereof, said point

being the northeast corner of a called 100.000 acre tract, conveyed

to Austin Community College District recorded in Document

No. 2010030836 (O.P.R.W.C.T.), from which a TxDOT Type II Brass

Disc Monument with "CTRMA" stamp found at a point of curvature in

the west right-of-way line of said US Highway 183A, and being in the

east line of said 100.000 acre Austin Community College District

tract bears, S56°03'41"E, a distance of 724.81 feet;

THENCE, over and across said 269.836 acre RB 270 Partnership tract,

with the north line of said 100.000 acre Austin Community College

District tract, the following three (3) courses and distances:

1) S33°55'23"W, a distance of 371.76 feet to a 5/8-inch iron

rod with aluminum "MWM" cap found for a point of curvature hereof,

2) 390.32 feet along the arc or a curve to the right, having

a radius of 630.00 feet, and whose chord bears S51°42'47"W, a

distance of 384.11 feet to a 5/8-inch iron rod with aluminum "MWM"

cap found for a point of tangency hereof, and

3) S69°24'42"W, a distance of 1,157.38 feet to a 1/2-inch

iron rod with "Ward-5811" cap set for the southwest corner hereof,

said point being the northwest corner of said 100.000 acre Austin

Community College District tract, and being in the east

right-of-way line of said Mel Mathis Boulevard;

THENCE, over and across said 269.836 acre RB 270 Partnership tract,

with the east right-of-way line of said Mel Mathis Boulevard, and

the west line of the herein described tract the following two (2)

courses and distances:

1) N20°34'14"W, a distance of 1,393.85 feet to a 1/2-inch

iron rod with "Ward-5811" cap set for a point of curvature hereof,

and

2) 22.41 along the arc of a curve to the right, having a

radius of 999.00 feet, and whose chord bears N19°55'40"W, a distance

of 22.41 feet to the POINT OF BEGINNING, and containing 47.5871

Acres (2,072,892 Square Feet) more or less.

NOTE:

All bearings are based on the Texas State Plane Coordinate System,

Grid North, Central Zone (4203), all distances were adjusted to

surface using a combined scale factor of 1.000138805545. See

attached sketch (reference drawing: 00508 47 Acre Tract.dwg)

EXHIBIT A-2

DOROTHY R. WINTERS EXEMPT FAMILY TRUST

WILLIAM MANCIL SURVEY, ASTRACT NO. 437

22.781 ACRES (992,343 SQ. FT.)

DESCRIPTION OF 22.781 ACRES (992,343 SQ. FT.) OF LAND SITUATED IN

WILLIAMSON COUNTY, TEXAS, OUT OF THE WILLIAM MANCIL SURVEY, ASTRACT

NO. 437, BEING A PORTION OF A 159.838 ACRE TRACT DESCRIBED IN A DEED

OF RECORD TO DOROTHY R. WINTERS EXEMPT FAMILY TRUST IN DOCUMENT NO.

2014021295 OF THE OFFICIAL PUBLIC RECORDS OF WILLIAMSON COUNTY,

TEXAS; SAID 22.781 ACRES (992,343 SQ. FT.), BEING TWO TRACTS OF LAND

MORE PARTICULARLY DESCRIBED BY METES AND BOUNDS AS FOLLOWS:

TRACT 1:

BEGINNING at a 1/2" iron rod found in the easterly line of a 100 foot

wide right-of-way for railroad purposes, quitclaimed to the City of

Austin by deed of record in Volume 1417, Page 282, Official Records

of Williamson County, Texas, same being the westerly line of said

159.838 Acre Tract, at the southwesterly corner of a 3.733 acre

tract conveyed to Williamson County, Texas for street right-of-way

purposes (San Gabriel Parkway - R.O.W. width varies) by deed of

record in Document No. 2004068740, Official Public Records of

Williamson County, Texas, for the northwesterly corner of the

herein described tract;

THENCE over and across said 159.838 Acre Tract, with the southerly

line of said 3.733 Acre Tract, same being the northerly line of the

herein described tract the following two (2) courses:

1. N71°51'31"E, a distance of 261.37 feet to a 1/2" iron rod

found;

2. N71°29'44"E, a distance of 843.54 feet to an iron rod with

cap found at the most westerly corner of a 163 square foot tract

conveyed to Williamson County, Texas for street right-of-way

purposes (San Gabriel Parkway R.O.W. width varies) by deed of

record in Document No. 2010082651, Official Public Records of

Williamson County, Texas;

THENCE N72°06'36"E, continuing over and across said 159.838 Acre

Tract with the southerly line of said 163 square foot tract, same

being the northerly line of the herein described tract, a distance

of 81.22 feet to an iron rod with cap found in the westerly line of a

2.124 acre tract conveyed to Williamson County, Texas for street

right-of-way purposes (San Gabriel Parkway - R.O.W. width varies)

by deed of record in Document No. 2006066934, Official Public

Records of Williamson County, Texas, at the southwesterly corner of

said 163 Square Foot Tract;

THENCE continuing over and across said 159.838 Acre Tract with the

westerly and southerly lines of said 2.124 Acre Tract, same being

the northerly line of the herein described tract the following two

(2) courses:

1. S16°45'56"E, a distance of 8.41 feet to a cotton spindle

found at the southwesterly corner of said 2.124 Acre Tract ;

2. N69°57'17"E, a distance of 39.44 feet to an iron rod with

G&R Cap set at the northwesterly corner of a 0.821 acre tract

conveyed to The City of Leander, Texas for street right-of-way

purposes (Mel Mathis Avenue-80' R.O.W.) by deed of record in

Document No. 2012077074, Official Public Records of Williamson

County, Texas, for the northeasterly corner of the herein described

tract;

THENCE continuing over and across said 159.838 Acre Tract with the

westerly line of said 0.821 Acre Tract, same being the easterly line

of the herein described tract the following two (2) courses:

1. S71°55'56"E, a distance of 420.33 feet to an iron rod with

G&R Cap set at the point of curvature of a curve to the left;

2. Along said curve to the left, having a radius of 1079.00

feet, an arc length of 25.93 feet and a chord which bears

S18°37'14"E, a distance of 25.93 feet to an iron rod with G&R Cap set

in the northerly line of a 269.836 acre tract described in a deed of

record to RB 270 Partnership in Document No. 2004036768, Official

Public Records of Williamson County Texas, same being the southerly

line of said 159.838 Acre Tract, for the southeasterly corner of the

herein described tract;

THENCE with the southerly line of said 159.838 Acre Tract, same

being in part the northerly line of said 269.836 Acre Tract and in

part the northerly line of Lot 2, San Gabriel Park, a subdivision of

record in Cabinet Y. Slides 364-367, Plat Records of Williamson

County Texas, the following five (5) courses:

1. S70°42'59"W, a distance of 3.13 feet to an iron rod with

G&R Cap set at the common northerly corner of said 269.836 Acre

Tract and said Lot 2;

2. S71°12'01"W, a distance of 61.83 feet to a 1/2" iron rod

found;

3. S69°02'16"W, a distance of 90.38 feet to a 1/2" iron rod

found;

4. S70°43'16"W a distance of 728.63 feet to a 1/2" iron rod

found;

5. S70°11'21"W, a distance of 314.93 feet to a 1/2" iron rod

found in the easterly line of said 100 foot wide right-of-way for

railroad purposes and the westerly line of said 159.838 Acre Tract,

for the southwesterly corner of the herein described tract;

THENCE N21°11'57"W, with the common line of said 100 foot wide

right-of-way for railroad purposes and said 159.838 Acre Tract, a

distance of 477.91 feet to the POINT OF BEGINNING, containing an

area of 12.931 acres (563,261 sq. ft.) of land, more or less.

TRACT 2:

BEGINNING at a cotton spindle found in the westerly line of a 24.697

acre tract, conveyed to Williamson County, Texas for Highway 183-A

right-of-way purposes (400' R.O.W.) by deed of record in Document

No. 2004068741, Official Public Records of Williamson County,

Texas, for the northeasterly corner of the herein described tract;

THENCE S56°04'40"E, over and across said 159.818 Acre Tract, with

the westerly line of said 24.697 Acre Tract, same being the easterly

line of the herein described tract, a distance of 712.18 feet to a

1/2" iron rod found in northerly line of a 269.836 acre tract

described in a deed of record to RB 270 Partnership in Document No.

2004036768, Official Public Records of Williamson County Texas, for

the southeasterly corner of the herein described tract;

THENCE with the common line of said 159.838 Acre Tract and said

269.836 Acre Tract the following three (3) courses:

1. S71°18'14"W, a distance of 79.46 feet to a 1/2" iron rod

found;

2. S70°37'32"W, a distance of 53.16 feet to a 1/2" iron rod

found;

3. S70°42'59°W, a distance of 938.59 feet to an iron rod with

G&R Cap set at the southeasterly corner of a 0.821 acre tract

conveyed to The City of Leander, Texas for street right-of-way

purposes (Mel Mathis Avenue - 80' R.O.W.) by deed of record in

Document No. 2012077074, Official Public Records of Williamson

County, Texas, for the southwesterly corner of the herein described

tract;

THENCE leaving the common line of said 159.838 Acre Tract and said

269.836 Acre Tract and continuing over and across said 159.838 Acre

Tract with the easterly line of said 0.821 Acre Tract, same being

the westerly line of the herein described tract, the following two

(2) courses:

1. Along a curve to the right, having a radius of 999.00

feet, an arc length of 24.05 feet and a chord which bears

N18°37'19"W, a distance of 24.05 feet to an iron rod with G&R Cap set

at the end of said curve

2. N17°55'56"W, a distance of 423.28 feet to an iron rod with

G&R Cap set in the southerly line of a 2.124 acre tract conveyed to

Williamson County, Texas for street right-of-way purposes (San

Gabriel Parkway - R.O.W. width varies) by deed of record in Document

No. 2006066934, Official Public Records of Williamson County,

Texas, for the northwesterly corner of the herein described tract;

THENCE N69°57'17"E, continuing over and across said 159.838 Acre

Tract with the southerly line of said 2.124 Acre Tract, same being

the northerly line of the herein described tract, a distance of

115.16 feet to an iron rod with cap found at the southwesterly

corner of a 0.808 acre tract conveyed to Williamson County, Texas

for street right-of-way purposes (San Gabriel Parkway - R.O.W.

width varies) by deed of record in Document No. 2010082651,

Official Public Records of Williamson County, Texas;

THENCE continuing over and across said 159.838 Acre Tract with the

southerly line of said 0.808 Acre Tract, same being the northerly

line of the herein described tract, the following two (2) courses:

1. Along a curve to the left, having a radius of 1113.00

feet, an arc length of 444.24 feet and a chord which bears

N59°35'56"E, a distance of 441.30 feet to an iron rod with cap found

at the end of said curve;

2. N48°11'55"E, a distance of 93.35 feet to the POINT OF

BEGINNING, containing an area of 9.850 (429,082 sq. ft.) acres of

land, more or less. FOR A TOTAL AREA OF 22.781 (992,343 SQ. FT.)

ACRES OF LAND WITHIN TRACTS 1 AND 2.

EXHIBIT A-3

Talbot Chambers Survey, Abstract No. 125

Legal Description

BEING A DESCRIPTION OF A TRACT OF LAND CONTAINING 45.3395 ACRES

(1,974,990 SQUARE FEET) OUT OF THE TALBOT CHAMBERS SURVEY, ABSTRACT

NO. 125, IN WILLIAMSON COUNTY, TEXAS, BEING A PORTION OF LOT 2, SAN

GABRIEL PARK, A SUBDIVISION RECORDED IN CABINET Y, SLIDES 364-367

OF THE PLAT RECORDS OF WILLIAMSON COUNTY, TEXAS (P.R.W.C.T.), SAID

45.3395 ACRES BEING MORE PARTICULARLY DESCRIBED BY METES AND AS

FOLLOWS:

BEGINNING, at a 1/2-inch iron rod found in the east right-of-way

line of the Capital Metropolitan Transportation Authority Railroad

(100' right-of-way), conveyed in Document No. 2000020773 of the

Official Public Records of Williamson County, Texas

(O.P.R.W.C.T.), being the southwest corner of a called 12.931 acre

tract conveyed to Area Leander 1, L.P. in Document No. 2016069577

(O.P.R.W.C.T.), and being the northwest corner of said Lot 2, for

the northwest corner hereof, from which a 1/2-inch iron rod found at

the intersection of the south right-of-way line of San Gabriel

Parkway (right-of-way width varies), partially dedicated in

Document No. 2004068740 (O.P.R.W.C.T.), and the east right-of-way

line of said Railroad, bears N21°12'43"W, a distance of 477.90 feet;

THENCE, leaving the east right-of-way line of said Railroad, with

the common line of said 12.931 acre tract and said Lot 2, the

following four (4) courses and distances:

1) N70°11'45"E, a distance of 314.90 feet to a 1/2-inch iron

rod found for an angle point hereof,

2) N70°43'28"E, a distance of 728.71 feet to a 1/2-inch iron

rod found for an angle point hereof,

3) N69°06'10"E, a distance of 90.47 feet to a 1/2-inch iron

rod found for an angle point hereof, and

4) N71°06'42"E, a distance of 61.67 feet to a 1/2-inch iron

rod with "Ward-5811" cap set for the northeast corner hereof, being

an angle point in the west right-of-way line of Mel Mathis Boulevard

(right-of-way width varies), partially dedicated in Document

No. 2014077239 (O.P.R.W.C.T.), and being the northeast corner of

said Lot 2;

THENCE, with the west right-of-way line of said Mel Mathis

Boulevard and the east line of said Lot 2, the following three (3)

courses and distances:

1) S20°36'40"E, a distance of 1,117.48 feet to a 1/2-inch

iron rod with "Ward-5811" cap set for an angle point hereof,

2) S20°26'00"E, a distance of 27.68 feet to a 1/2-inch iron

rod with "Ward-5811" cap set for an angle point hereof, and

3) S20°29'52"E, a distance of 128.25 feet to a 1/2-inch iron

rod with "Ward-5811" cap set for an angle point hereof;

THENCE, with the east line of said Lot 2, in part being the west

right-of-way line of Mel Mathis Boulevard, and in part being the

west line of a called 3.827 acre tract conveyed to the City of

Leander, Texas in Document No. 2014005725 (O.P.R.W.C.T.),

S20°28'10"E, a distance of 493.39 feet to a 1/2-inch iron rod with

"Ward-5811" cap set for an angle point hereof and being an angle

point in the common line of said Lot 2 and said 3.827 acre tract;

THENCE, continuing with the common line of said Lot 2 and said 3.827

acre tract, the following seven (7) courses and distances:

1) S22°49'04"E, a distance of 50.01 feet to a 1/2-inch iron

rod with "Ward-5811" cap set for an angle point hereof,

2) S16°12'32"E, a distance of 67.74 feet to a 1/2-inch iron

rod with "Ward-5811" cap set for an angle point hereof,

3) S21°18'20"E, a distance of 61.32 feet to a 1/2-inch iron

rod with "Ward-5811" cap set for an angle point hereof,

4) S20°56'16"E, a distance of 136.77 feet to a 1/2-inch iron

rod with "Ward-5811" cap set for an angle point hereof

5) S21°13'59"E, a distance of 70.93 feet to a 1/2-inch iron

rod with "Ward-5811" cap set for an angle point hereof,

6) S25°02'37"E, a distance of 366.51 feet to a Mag nail with

"4Ward Boundary" washer set for an angle point hereof, and

7) S24°25'23"W, a distance of 17.00 feet to a calculated

point for southeast corner hereof, from which a 1/2-inch iron rod

found for an angle point in the common line of said Lot 2 and said

3.827 acre tract bears S24°25'23"W, a distance of 33.09 feet;

THENCE, over and across said Lot 2, the following twenty-five (25)

courses and distances:

1) N50°07'41"W, a distance of 60.74 feet to a calculated