PHASING AGREEMENT - SUNSET OAKS SUBDIVISION

This Phasing Agreement (this "Agre,~ment") for the ~unset Oaks Subdivision, is made and entered into and effective as of 2L/"9Jay of !+po I . 2018 ("effective date") by and between Hays County, Texas (the "County"), and Kyle Three Partners, LP, a Texas limited partnership and K Marcos, LLC, a Texas limited liability company (collectively, whether one or more, "Subdivision Declarant" or "Declarant") . The County and Declarant are sometimes referred to jointly as the Parties. The Parties agree as fo llow:

Purposes, Term and Consideration

1.01. Declarant owns approximately 526 acres of land with approximately 433.18 acres of developable area (the "Property"), more particularly described in Exhibit A-1 (for Kyle Three Partners, LP) and Exhibit A-2 (for K Marcos, LLC) attached hereto.

1.02. Declarant is authorized to enter into this Phasing Agreement with the County pursuant to Texas Local Government Code Chapter 232, Subchapter E and Chapter 771 of the Hays County Development Regulations.

1.03. Declarant desires to subdivide the Property as a single-family residential subdivision described by the Phasing Layout attached hereto as Exhibit C.

1.04. The Parties acknowledge that the benefits to the Parties described in the Agreement meet or exceed the minimum requirements of both Texas law and Hays County Development Regulations as being good and valuable consideration.

The Project

2.01. The Project, as that term is described in Texas Local Government Code §245, includes the following : the master planning and subdivision platting into a maximum of 2,326 single-fami ly residential sites over approximately 433.18 acres reserved for commercial; laying out streets, parks and other open space, drainage facilities; utilities installation; construction of water, sewer lines and storage facilities. The Project is subject to the Hays County Development Regulations, including fees, as they exist on the Effective Date of this Agreement.

2.02. Declarant and the County agree that before Hays County will accept for recording any final subdivision plat of all or a portion of the Property:

A. Declarant shall construct all streets and drainage facilities dedicated by said fina l plat in accordance with County street and drainage standards, or as

Hays County Street and Drainage Standards

rights of way containing roads and related drainageimprovements

Assignment of Commitments and Obligations

Default

Notices

Miscellaneous

Exhibit A 1

Property of Kyle Three Partners, LP

Exhibit A 2

Property of K Marcos, LLC

Thompson Surveying Company

101 East Mountain Rd. 512-667-8940 Wimberley, Texas 78676 T.B.P.L.S. Firm No. 100973-0 thomsurv.com

METES AND BOUNDS DESCRIPTION OF A 331.633ACRE TRACT OF LAND BEING OUT OF THE

WILLIAM HEMPHILL SURVEY, ABSTRACT NO. 221, CITY OF SAN MARCOS,HAYS COUNTY, TEXAS AND BEING ALL OF THAT CERTAIN TRACT CALLED 305 ACRES,

SAME BEING THE TRACT AS DESCRIBED IN A DEED DATED OCTOBER 21, 1906 AS RECORDED IN VOLUME 51, PAGE 402, OFFICIAL PUBLIC RECORDS OF REAL PROPERTY OF

HAYS COUNTY, TEXAS BEING a 331.633Acres (14,445,924 square feet) tract of land and being out of the William Hemphill Survey, Abstract Number 221, City of San Marcos, Hays County, Texas and being all of that certain tract of land called 305 Acres as described in a deed dated October 21, 1906 from Beverly Hutchinson and wife M.L. Hutchinson to T. C. Johnson, less and except that certain tract called 6.9 acres from Joyce Louise Johnson, et al to the State of Texas, as recorded in Volume 125, Page 215 as recorded in Volume 8434, Page 1819, of the Official Records of Real Property of Hays County Texas (O.P.R.R.P.B.C.T.) andbeing more particularly described by metes and bounds terminology, bearings and coordinates related to the Texas State Plane Coordinate System, South Central Zone (NAD 83) with distances in surface feet, as follows:

BEGINNING at a 1/2 inch reinforcing rod in a 3/4 inch iron pipe found, called a ½” iron pin, for the northeast right-of-way line of County Road 159, a.k.a. Yarrington Road (60 foot right-of-way) for the most westerly corner of and POINT OF BEGINNING of the herein described tract, said point also being the southwest corner of a called 199.187 acre tract of land as described in a deed dated June 6, 2006, from Robert Nelson Jones, et al to Kyle Three Partners, LP as recorded in Volume 2940, Page 195, (O.P.R.R.P.B.C.T.) also previously called a 199.187 acre tract as described in a deed dated October 15, 1993 from Merle C. Kercheville, et ux to Robert Nelson Jones, et al as recorded in Volume 1028, Page 713, O.P.R.R.P.B.C.T., said 1/2 inch rod occupying Texas State Plane Coordinates Y=13,883,497.90 and X=2,331,988.83 (Geographic Coordinates: Latitude: N 29 55' 08.542”, Longitude: W 097 51' 09.185”);

THENCE, N 43 23' 10” E (called N 46 07’10” W), departing said northeast line of Yarrington Road, along and coincident with the south line of said Kyle Three Partners tract called 199.187 acres, a distance of 3031.53 feet (called 3032.88 feet) to a 1/2 inch iron rod, found, as called, for an easterly corner of said Kyle Three Partners tract also being the a southerly corner of a called 119.365-acre tract of land as described in a deed from Easy Kyle Partners, L.P. to LaSalle Holdings, Ltd. as recorded in Volume 2909, Page 684, O.P.R.R.P.B.C.T. and previously described in a deed dated December 30, 1999, from Merle C. Kercheville, et ux to Ruben Wahrmund, et alas recorded in Volume 1028, Page 729, O.P.R.R.P.B.C.T. ;

THENCE, N 43 31' 12” E (called N 46 15’32” W), continuing along and coincident with said 199.187-acre tract, and continuing along and coincident with a called 99.0-acre tract as described in a deed dated April 21, 2006, from Easy Kyle Partners, LP to LaSalle Holdings, Ltd. also as previously described in a deed date December 30, 1999 from Albertine Wahrmund, et al to Carol Ann Birmingham, et ux as recorded in Document Number 9930406 O.P.R.R.P.B.C.T., a distance of 1286.46 feet (called 1286.28 feet) to a 5/8 inch, reinforcing rod with yellow plastic cap stamped “LA Thompson RPLS 3987”, set for corner of the herein described tract;

Page Two - 331.633Acres (14,445,924 square feet) tract of land – 170604

THENCE, N 43 20' 28” E (called N 46 00' 05” E), continuing along and coincident with said LaSalle Holdings tract also called 105.601 acres and previously described in a deed dated January 19, 2004 from Carol Ann Birmingham, et ux to James R. Wahrmund as recorded in Volume 2396, Page 615, O.P.R.R.P.B.C.T. , a distance of 1082.37 feet (called 1082.38 feet) to a 1/2 inch iron rod, found, as called for a corner of the here described tract;

THENCE, N 43 44' 26” E (called N 46 19' 31” E), continuing along and coincident with said 105.601-acre LaSalle Holdings tract, a distance of 795.17 feet (called 794.83 feet) to a 1 inch reinforcing rod (called a 5/8 inch iron rod), found, for a the most northerly corner of the here described tract, also being the westerly corner of a called 23.154-acre tract as described in a deed from Easy Kyle Partners, L.P. to LaSalle Holdings, Ltd. as recorded in Volume 2909, Page 684, O.P.R.R.P.B.C.T. and previously described in a deed dated in a deed date December 30, 1999 from Albertine Wahrmund, et al to Carol Ann Birmingham, et ux as recorded in Document Number 9930406 O.P.R.R.P.B.C.T.;

THENCE, S 46 05' 09” E (called S 43 22' 10” E) , continuing along and coincident with said LaSalle Holdings 23.154-acre tract, a distance of 2948.64 feet (called 2950.56 feet) to a 1/2 inch reinforcing rod, found, for a the most northeasterly corner of the here described tract, also being the westerly corner of said LaSalle Holdings tract of land also described in Volume 2909, Page 684, O.P.R.R.P.B.C.T. and a point on the northwest right-of-way of Texas State Highway 21 (100 foot right-of-way) as described in that certain tract called 6.9 acres from Joyce Louise Johnson, et al to the State of Texas, as recorded in Volume 125, Page 215, O.P.R.R.P.B.C.T.;

THENCE, S 48 12' 02” W (called S 52 55' W), continuing along and coincident with said 6.9 acre tract and said SH 21 right-of-way, a distance of 1128.07 feet (called 1128’) to broken Texas Department of Transportation (TxDOT) concrete monument, found, as called, for a point of curvature and corner of the here described tract;

THENCE, along said curve to the right and southeasterly, and continuing said SH 21 right-of-way, an arc length of 1158.61 feet, said curve having a radius of 5,679.60 feet, a central angle of 11 41' 17”, and a long chord bearing S 54 02' 57” W, a distance of 1156.57 feet to a broken TxDOT concrete monument, found, as called, for corner and end of curve and start of a cut-back to widen said right of way;

THENCE, S 88 42' 46” W (called West), continuing along and coincident with said SH 21 right-of-way, a distance of 103.55 feet (called 105 feet) to a 1/2 inch rod with cap stamped “Carter & Burgess” found for corner marking the change in width of right-of-way to 200 feet;

THENCE, S 59 52' 34” W (called S 62 36' W), continuing along said SH 21 right-of-way, a distance of 1798.30 feet (called 1800 feet) to a broken TxDOT concrete monument for the south east corner of the herein described tract also being the north corner and the termination of this 200 foot right-of-way portion of SH 21;

THENCE, S 33 14' 13” W (called Southwesterly), continuing along and coincident with said SH 21 right-of-way, a distance of 111.94 feet (called 112 feet), to a 1/2” iron rod, with cap stamped RPLS 4069, found, called 1/2 inch iron rod, for corner marking the south end of a cut-back reducing the right-of-way to 100 feet and being a corner of the herein described tract;

Page Three - 331.633Acres (5,833,225square feet) tract of land – 170604

THENCE, S 59 53' 49” W (called S 62 36' W), continuing along and coincident with said SH 21 right-of-way, a distance of 1950.40 feet (called 1950 feet), to a broken TxDOT concrete monument, found, as called for a corner of the herein described tract marking the southeasterly cut-back corner of the northeast corner of the intersection of SH 21 and Yarrington Road;

THENCE, N 81 37' 40” W, continuing along and coincident with said cut-back line and right-of-way of SH 21 and Yarrington Road transition, a distance of 252.55 feet, to a 1/2” iron rod in concrete, found, as called, for corner of the herein described tract;

THENCE, N 45 58’ 49” W, continuing along and coincident with said northeast right-of-way of Yarrington Road, a distance of 1321.12 feet, to the POINT OF BEGINNING, delineating and encompassing within the metes recited 331.633Acres (14,445,924 square feet) tract of land, more or less as shown on a survey by the Thompson Surveying Company dated February15, 2018, this statement is attached in compliance with Texas Board of Professional Surveying Rule 663.19.(f).

Removal of the statement above is in violation of Texas Administrative Code Title 22, Part 29, Chapter 663, Subchapter B, Rule 663.19 (f).

______________________________

L. A. Thompson,Registered Professional Land Surveyor, Texas License No. 3987 Thompson Surveying Company, Firm No. 100973-0 101 East Mountain Road Wimberley, Texas 78676

Document ID: 170604-MnB-331 Acres.LGL.LH.docx

Exhibit B

Proposed Phasing

PHASE APPROXIMATE LOT COUNT FINAL PLAT SUBMIT SUBMISSION

Exhibit C

Phasing Layout