HomeMy WebLinkAboutContract 36202 CITY SECRETARY lL�dC
CONTRACT NO.
DEVELOPMENT AGREEMENT BETWEEN THE CITY OF FORT WORTH,
TEXAS AND WYA THE RANCH AT MARY'S CREEK, LTD.
FOR MORNINGSTAR RANCH
THE STATE OF TEXAS §
COUNTY OF PARKER §
This Development Agreement (this "Agreement") is entered into by the City of Fort
Worth, Texas, a home-rule municipal corporation situated in Tarrant, Denton and Wise Counties,
Texas (the "City"), acting by and through its duly authorized Assistant City Manager, and WYA
The Ranch at Mary's Creek, Ltd., a Texas limited partnership ("Owner").
ARTICLE I
RECITALS
A. Owner has represented to the City that Owner is the owner of approximately 737
acres in Parker County, Texas, as shown on Exhibit A and described in Exhibit B attached to
this Agreement (the "Development"). The Development lies entirely within the City's
extraterritorial jurisdiction ("ETF). Owner intends to develop the Development as a mixed-use
master-planned community to be known as "MorningStar Ranch."
B. Owner intends to submit petitions to the TCEQ for creation of MorningStar
Ranch Municipal District No. 1 of Parker County encompassing approximately 380.316 acres of
the Development ("District One") and MorningStar Ranch Municipal Utility District No. 2 of
Parker County encompassing approximately 356.829 acres of the Development ("District
/ Two"), as shown on Exhibit A, (individually and collectively, the "District").
C. Owner, or its predecessor in interest, has petitioned the City to obtain the City's
consent to the creation of the District.
D. On December 4, 2007, the City Council of the City adopted Resolution No. 3560-
12-2007 consenting to creation of District One and Resolution No. 3561-12-2007 consenting to
creation of District Two (the "Consent Resolutions").
E. On December 4, 2007, the City Council of the City approved that certain
Agreement Concerning Creation and Operation of MorningStar Ranch Municipal Utility District
No. 1 of Parker County (City Secretary Contract No. 36198, M & C-22562) and that certain
Agreement Concerning Creation and Operation of MorningStar Ranch Municipal Utility District
No. 2 of Parker County (City Secretary Contract No. 36199, M & C-22562) by and among the
City, the District and Owner.
F The Development is located in an area for which no certificate of convenience
and necessity ("CCN") has been issued by the Texas Commission on Environmental Quality
("TCEO") to provide retail water or wastewater service.
01-31 -08 A08 :09 IN
MorningStar Ranch
Final Development Agreement Page 1
016391.00010:l 051158.010
G. It is the Parties' intent that the City provide retail wastewater service to the
Development.
H. A portion of the Development is located in the Westside IV Pressure Plane,
defined in the City's Water Master Plan as land between the 840 contour and the 940 contour
(the "Westside IV Property"), and the remainder of the Development is located in the Westside
V Pressure Plane, defined in the City's Water Master Plan as the land above the 940 contour.
(the "Westside V Property").
I. On December 4, 2007, the City Council of the City approved that certain "Utility
Agreement for MorningStar Ranch (City Secretary Contract No. 36195, M & C-22562) (the
"Utility Agreement"), which addresses the design, installation and maintenance of water and
wastewater infrastructure and the plan for providing water and wastewater service to the
Development.
J. The District will construct, own and operate a groundwater system with a separate
irrigation system (the "Groundwater System", herein defined) which will serve all domestic and
potable water needs for the Development until the City becomes the retail provider for potable
water, in accordance with the Utility Agreement.
K. After the City becomes the retail potable water provider, the District will
continue to be the sole source of water for irrigation of the Development unless the City elects to
become the owner and operator of the irrigation system in accordance with the Utility
Agreement.
L. The purposes of this Agreement include encouraging innovative and
comprehensive master-planning of the Development, providing for amenities and enhanced
development requirements; and providing assurances that the Development will remain in the
City's ETJ for the term of this Agreement, except for any commercial property annexed for the
limited purpose of collecting sales and use tax.
M. It is the Parties' intent that the Development, including all Infrastructure (herein
defined) and all buildings, signs, and other structures and facilities within the Development, shall
be designed, permitted, constructed and inspected as if the Development were located within the
City's corporate limits, subject to the terms of this Agreement.
N. The Parties have the authority to enter into this Agreement pursuant to Section
212.172 of the Local Government Code.
NOW THEREFORE, for and in consideration of the mutual agreements, covenants, and
conditions hereinafter set forth,the Parties agree as follows:
MorningStar Ranch
Final Development Agreement Page 2
016391.00010:1051158.010
ARTICLE II
DEFINITIONS
"Accessory Use" means a use which is clearly incidental to the use of the Principal
Building or the primary use of the property and which is located on the same premises as the
primary use.
"Agreement" means this Development Agreement between the City and Owner.
"Assignee" means a successor to Owner as defined in Sections 9.02(b) and 9.03 of this
Agreement.
"Board"means the board of directors of the District.
"Bond" means (a) any instrument, including a bond, note, certificate of participation, or
other instrument evidencing a proportionate interest in payments, due to be paid by the District,
or (b) any other type of obligation that (1) is issued or incurred by the District under the
District's borrowing power, without regard to whether it is subject to annual appropriation, and
(2) is represented by an instrument issued in bearer or registered form or is not represented by an
instrument but the transfer of which is registered on books maintained for that purpose by or on
behalf of the District. The term shall include obligations issued to refund outstanding Bonds, but
shall not include reimbursement agreements entered into between the District and a developer of
the Development or bond anticipation notes.
"Building Codes" means the Sign Code and the Fire Code, as defined herein, and all
other City ordinances, regulations, policies, manuals and other requirements applicable as of the
Filing Date to the construction of Structures within the City's corporate limits. Further,
"Building Codes" includes all amendments to the foregoing requirements and all new
requirements relating to Structures that are adopted or approved after the Filing Date, except any
amendments from which the Development is exempt pursuant to Chapter 245 of the Local
Government Code.
"CCN" means a certificate of convenience and necessity or similar permit issued by the
TCEQ authorizing a specified entity to be the retail water or sewer provider in a specified area.
"CFA Policy" means the City's "Policy for the Installation of Community Facilities" as
amended March 20, 2001 (M & G-13181) and as further amended from time to time after,
except any amendments from which the Development is exempt pursuant to Chapter 245 of the
Local Government Code.
"C�" means the City of Fort Worth, Texas, a home-rule municipality located in Tarrant,
Denton and Wise Counties, Texas.
"City Code"means the Code of the City of Fort Worth.
"City Council"means the City Council of the City.
MorningStar Ranch
Final Development Agreement Page 3
016391.00010:1051158.010
"Cily Manager"means the City Manager of the City.
"City Review Fees" means: (i) the fees and charges applicable to the City's preliminary
and final plat review and approval process according to the fee schedule adopted by the City
Council and in effect on the date of submittal of each plat application; and (ii) fees and charges
applicable to the review and approval of plans relating to the construction of Infrastructure
according to the fee schedule adopted by the City Council and in effect on the date of submittal
of such plans.
"Commercial Tracts" means Tract 1, 2 and 3 shown on the Development Plan and
described in Exhibit C.
"Consent Agreements" means the Agreement Concerning Creation and Operation of
MorningStar Ranch Municipal Utility District No. 1 of Parker County (City Secretary Contract
No. 36198, M & C C-22562) and the Agreement Concerning Creation and Operation of
MomingStar Ranch Municipal Utility District No. 2 of Parker County (City Secretary Contract
No. 36199, M & C C-22562) by and among the City, the District and Owner, which were
approved by the City Council on December 4, 2007.
"Consent Resolutions" means Resolution No. 3560-12-2007 consenting to the creation of
District One and Resolution No. 3561-12-2007 consenting to the creation of District Two,
approved by the City Council on December 4, 2007,
"Contractor" means a person or entity that constructs, alters or repairs Infrastructure
required to serve the Development.
"Declaration of Covenants, Conditions and Restrictions" means a declaration at least as
restrictive as the declaration attached as Exhibit D, to be filed in the Parker County property
records by Owner pursuant to Section 3.09.
"Design Review Guidelines" means design and development guidelines and application
and review procedures for the Development at least as restrictive as the guidelines attached as
Exhibit E, to be filed in the Parker County property records by Owner pursuant to Section 3.09.
"Development" means that certain approximately 737-acre tract located in Parker
County, Texas as depicted in Exhibit A and described in Exhibit B.
"Development Director" means the Director of the City's Planning and Development
Department.
"Development Plan" means Exhibit F attached to this Agreement identifying various
tracts within the Development.
"District" means, individually and collectively, MorningStar Ranch Municipal Utility
District No. 1 of Parker County and MorningStar Ranch Municipal Utility District No. 2 of
Parker County.
MorningStar Ranch
Final Development Agreement Page 4
016391.00010:1051158.010
"District Confirmation Date" means the date on which the Board of Directors of the
District canvasses the results of the election held within the District confirming the creation of
the District.
"Effective Date"means the date this Agreement is fully executed by the City and Owner.
"ETJ"means the extraterritorial jurisdiction of a city as defined by the Local Government
Code, as amended, with the City's ETJ being an unincorporated area presently extending five
miles from the City's corporate limits, excluding other incorporated municipalities and their
respective ETJs.
"Filing Date" means July 24, 2006, the date on which the application for approval of
preliminary plat PP-06-039 (which was approved by the City's Plan Commission on August 23,
2006) was submitted to the City. If PP-06-039 expires, "Filing Date" shall be deemed to be the
Effective Date, subject to progress made toward completion of the Project. For purposes of this
section, "Project" means the development of the Development in accordance with this
Agreement. If no progress is made toward completion of the Project by January 29, 2013, the
"Filing Date" shall be deemed to be the date the first permit application relating to the Project is
filed with the City after January 29, 2013. For purposes of this section, "progress" includes any
one of the following:
(a) an application for a final plat or plan is submitted to a regulatory agency,
including without limitation the City;
(b) a good-faith attempt is made to file with a regulatory agency, including without
limitation the City, an application for a permit necessary to begin or continue towards
completion of the Project;
(c) costs have been incurred for developing the Project including, without limitation,
costs associated with roadway, utility and other infrastructure facilities designed to serve, in
whole or in part(but exclusive of land acquisition) in the aggregate amount of five percent of the
most recent appraised market value of the Property;
(d) fiscal security is posted with a regulatory agency, including without limitation the
City, to ensure performance of an obligation required by such regulatory agency; or
(e) utility connection fees or impact fees for the Project have been paid to a
regulatory agency, including without limitation the City.
"Finance Director"means the Director of the City's Finance Department.
"Fire Code" means the following chapters and sections of the 2003 International Fire
Code (Ordinance Nos. 16027 and 16252), Sections 13-1 and 13-2 of the City Code in effect on
the Filing Date, and including all amendments to the foregoing regulations that are adopted after
the Filing Date, except any amendments from which the Development is exempt pursuant to
Chapter 245 of the Local Government Code:
MorningStar Ranch
Final Development Agreement Page 5
016391,00010:1051158.010
(a) Chapter 1 (Administration), excluding Sections 104.10 (Fire Investigations),
104.10.1 (Assistance from Other Agencies), and 104.11 (Authority at Fires and
Other Emergencies), Section 105.1.2, Item #1 (Operational Permits), and all
sections related to Item#1, and Section 105.6 (Required Operational Permits);
(b) Chapter 2 (Definitions);
(c) Chapter 5 (Fire Service Features), excluding Section 506 (Key Boxes) and
Section 509 (Fire Command Center);
(d) Chapter 6 (Building Services and Systems);
(e) Chapter 7 (Fire Resistance Rated Construction);
(f) Chapter 8 (Interior Finish, Decorative Materials and Furnishings), Section 806
only;
(g) Chapter 9 (Fire Protection System);
(h) Chapter 22 (Service Stations and Repair Garages), excluding Section 2205
(Operational Requirements);
(i) Chapter 23 (High-Piled Combustible Storage), excluding Section 2305
(Housekeeping and Maintenance);
(j) Chapter 27 (Hazardous Materials — General Provisions), excluding reference to
Section 105.6 in Section 2701.5 (Permits), Section 2703.3 (Release of Hazardous
Materials) and Section 2703.9.1.1 (Fire Department Liaison);
(k) Chapter 45 (Referenced Standards);
(1) Appendix B (Fire-Flow Requirements for Buildings); and
(m) Appendix I (Installation of Fire Service Features, Fire Protection Systems and
Tanks)
"Gas Drilling Ordinance" means Ordinance No. 14880 and all amendments to such
ordinance in effect on the Filing Date. Further, "Gas Drilling Ordinance" includes all
amendments to the foregoing regulations and all new requirements relating to drilling or
production of natural gas within the City's corporate limits that are adopted or approved after the
Filing Date, except any amendments from which the Development is exempt pursuant to Chapter
245 of the Local Government Code.
"Governing Regulations" means all City ordinances, regulations, policies, manuals and
other requirements relating to Infrastructure, including the design, location, construction,
payment of fees, operation and maintenance thereof, that were applicable within the City's
corporate limits on the Filing Date. Further, "Governing Regulations" includes all amendments
to the foregoing requirements and all new requirements relating to Infrastructure that are adopted
MorningStar Ranch
Final Development Agreement Page 6
016391.00010:1051158.010
or approved after the Filing Date except any amendments from which the Development is
exempt pursuant to Chapter 245 of the Local Government Code.
"Gross Acre" means each of the 737 acres included within the Property, without any
exclusions for easements, right-of-way or any other purpose.
"Groundwater System" means irrigation wells, drinking water wells, storage ponds,
tanks, pump stations, distribution lines, meters and their appurtenant facilities designed and
constructed to serve the Development with groundwater.
"Homeowners Association" means the association established by the Owner in
accordance with the Declaration of Conditions, Conditions and Restrictions.
"Infrastructure" means all water, wastewater, drainage, roadway and other infrastructure
improvements installed or constructed to serve the Development, whether located within or
outside the Development, excluding the Groundwater System. When "Infrastructure" is
expressly identified as water Infrastructure or wastewater Infrastructure, "Infrastructure" is
limited to the specified type.
"Infrastructure Inspection Fees" means the fees applicable to the inspection and testing of
Infrastructure according to the fee schedule adopted by the City Council and in effect on the date
of the inspection.
"Large Retail Store" means a store for the retail sale of merchandise with a footprint
exceeding 50,000 square feet, including without limitation a general merchandise store, antique
shop, appliance sales or supply store, new or used clothing store, new or used furniture store,
greenhouse or plant nursery, grocery store, or facility for general retail sales. A large retail store
that sells to members only or that offers merchandise at wholesale is not excluded from this
definition.
"Lender" means a person or entity that receives a collateral assignment, pledge, security
interest, lien, or other encumbrance of or in all or any part.of the Development or in any Owner's
or Assignee's rights under this Agreement to secure repayment of a debt or performance of an
obligation by such Owner or Assignee.
"Local Government Code"means the Texas Local Government Code, as amended.
"Lot Owner" means any "end-buyer of a fully developed and improved lot" within the
Development as such phrase is used in Section 212.172(f) of the Local Government Code. A Lot
Owner is neither an Owner nor a Party and is bound by this Agreement in accordance with
Section 9.04.
"Non-Owner Assi nee" is defined in Section 9.02(c) of this Agreement.
"Notice" means notice as defined in Section 9.01 of this Agreement.
MorningStar Ranch
Final Development Agreement Page 7
016391.00010:1051158.010
"One-Family Residential Tract" means Tract 4 shown on the Development Plan and
described in Exhibit C.
"Owner" means WYA The Ranch at Mary's Creek, Ltd., a Texas limited partnership, and
its successors and Assignees permitted by this Agreement, but does not include a Lot Owner.
"Party" means, individually, the City, Owner, or Owner's successors and Assignees
permitted by this Agreement
"Premises" means a single tract or platted lot. In addition, multiple adjacent tracts or
platted lots under common ownership will be deemed to be a single premises if they meet the
following requirements:
(a) Lots or tracts are not separated by intervening streets, alleys, utility or railroad
rights-of-way or other interruption;
(b) Property contains a single primary use; and
(c) Property is not used for one- or two-family residential purposes.
Tracts or platted lots that are at cross corners or that are connected by narrow strips of
land too small to serve as emergency access easements shall not be considered to be adjacent.
"Principal Building" means a building in which the primary use of the lot on which the
building is located is conducted.
"Sign Code"means Chapter 29 of the City Code.
"Strategic Partnership Agreements" means the Strategic Partnership Agreement Between
the City of Fort Worth, Texas and MorningStar Ranch Municipal Utility District No. 1 of Parker
County and the Strategic Partnership Agreement Between the City of Fort Worth, Texas and
MorningStar Ranch Municipal Utility District No. 2 of Parker County, Texas, the forms of which
are attached to the Consent Agreements as Exhibit C.
"Structure" means any permanent building or structure that is intended for human
occupancy and any other structure (including signs).
"Subdivision Regulations" means the City's Subdivision Ordinance No. 7234 and the
Plan Commission Rules and Regulations in effect on the Filing Date and including all
amendments to the foregoing regulations that are adopted after the Filing Date, except any
amendments from which the Development is exempt pursuant to Chapter 245 of the Local
Government Code.
"TCEO" means the Texas Commission on Environmental Quality or its successor state
agency.
"Utility Agreement" means the Utility Agreement for Morningstar Ranc ap rowed 1 ,FID.K
the City Council on December 4, 2007 (City Secretary No. 36195, M & C C-22562)'relating_fo_',1`�7
MorningStar Ranch j�> 'I
Final Development Agreement Page 8 — y
016391.00010:1051158.010
the provision of water and wastewater service to the Development and the construction,
ownership, operation and maintenance of water Infrastructure and wastewater Infrastructure both
inside and outside the Development.
"Zoning Ordinance" means Ordinance No. 13896, together with any amendments thereto
that are in effect on the Filing Date, codified as Appendix "A" to the City Code. Further,
"Zoning Ordinance" includes all amendments to the foregoing regulations that are adopted after
the Filing Date, except any amendments from which the Development is exempt pursuant to
Chapter 245 of the Local Government Code.
ARTICLE III
DEVELOPMENT REGULATIONS
3.01 Applicable Regulations. The Development shall be developed in accordance with
the Subdivision Ordinance and all City ordinances, regulations, policies, manuals and other
requirements that would apply to the Development if it were located within the City's corporate
limits, including without limitation the Building Codes, Governing Regulations, Drilling
Ordinances and applicable provisions of the Zoning Ordinance specified below, except as
modified by this Agreement. If this Agreement imposes stricter requirements, this Agreement
shall control. Further, Owner shall comply with all applicable federal, state and local regulations
applicable to the Development.
3.02 Land Use and Development Regulations. Tracts 1 through 4 identified on the
Development Plan attached as Exhibit F and described in Exhibit C shall be developed as
follows:
(a) Tracts 1, 2 and 3 shall be developed in accordance with the permitted uses and
development regulations applicable to the "E"Neighborhood Commercial District
as reflected in Sections 4.803 and 4.901 of the Zoning Ordinance, plus large retail
stores in accordance with Section 5.132A of the zoning ordinance, private or non-
profit community centers and accessory uses permitted in accordance with
Section 3.03.
(b) Tract 4 shall be developed in accordance with the uses permitted in the "A-5"
One-Family District, as reflected in Section 4.603 of the Zoning Ordinance, plus
private or non-profit community center and accessory uses permitted in
accordance with Section 3.03. The Development shall include a mixture of
residential lot sizes, as follows:
(i) A maximum of 240 lots with a minimum lot size of 4,725 square feet;
(ii) A maximum of 723 lots with a minimum lot size of 5,500 square feet;
(iii) A maximum of 398 lots with a minimum lot size of 7,200 square feet;
(iv) A maximum of 256 lots with a minimum lot size of 8,750 square feet;
MorningStar Ranch
Final Development Agreement Page 9
016391.00010:1051158.010
(v) A maximum of 388 lots with a minimum lot size of 10,200 square feet;
and
(vi) A maximum of 200 lots with a minimum lot size of 21,780 square feet
(one-half acre).
The maximum number of lots contained in subsections (ii) through (vi) above
may be exceeded, provided that such additional lots replace smaller lots.
Residential density shall not exceed an average of 2.9 units per Gross Acre
(herein defined)
(c) The following development regulations shall apply in Tract 4:
(i) All lots with an area of less than 6,500 square feet shall be developed in
accordance with Section 4.803 of the Zoning Ordinance applicable to the
"R1" Zero Lot Line/Cluster District, Section 4.706 of the Zoning
Ordinance applicable to the "AR" One-Family Restricted District or
Section 4.705 of the Zoning Ordinance applicable to the "A-5" One-
Family Residential District, at Owner's election.
(ii) All lots of 6,501 to 7,499 square feet shall be developed in accordance
with Section 4.705 of the Zoning Ordinance applicable to the "A-5" One-
Family Residential District; provided, however, lots that are located in a
subdivision composed primarily of 6,500 square feet or smaller lots may
be developed in accordance with Subsection (c)(i).
(iii) All lots of 7,500 to 9,999 square feet shall be developed in accordance
with Section 4.704 of the Zoning Ordinance applicable to the "A-7.5"
One-Family Residential District; provided, however, lots that are located
in a subdivision composed primarily of 7,499 square feet or smaller lots
may be developed in accordance with Subsection (c)(ii).
(iv) All lots of 10,000 to 21,779 square feet shall be developed in accordance
with Section 4.703 of the Zoning Ordinance applicable to the "A-10" One-
Family Residential District; provided, however, lots that are located in a
subdivision composed primarily of 9,999 square feet or smaller lots may
be developed in accordance with Subsection (c)(iii). -
(v) All lots of 21,780 square feet (one-half acre) or greater shall be developed
in accordance with Section 4.702 of the Zoning Ordinance applicable to
the "A-21" One-Family Residential District; provided, however, lots that
are located in a subdivision composed primarily of lots smaller than one-
half acre may be developed in accordance with Subsection (c)(iv).
3.03 Accessory Uses. No accessory uses shall be permitted in the Development,
except for the following accessory uses, which shall be subject to compliance with the
designated sections of the Zoning Ordinance:
MorningStar Ranch
Final Development Agreement Page 10
0163 91.00010:105115 8.010
(a) Accessory Buildings on Residential Lots (Section 5.301);
(b) Satellite Antenna(Dish) (Section 5.304);
(c) Fences (Section 5.305); and
(d) Storage or Display in Commercial Districts, Outdoors (Section 5.306)
3.04 Temporary Uses. No temporary uses shall be permitted in the Development,
except for the following temporary uses, which shall be subject to compliance with the
designated sections of the Zoning Ordinance:
(a) Garage or Other Occasional Sales, except that no permits shall be required and no
fees shall be charged (Section 5.402);
(b) Model Home (Section 5.403);
(c) Trailer, Portable Sales, Construction or Storage (Section 5.405); and
(d) Temporary Batch Plants, Asphalt or Concrete (Section 5.401)
3.05 Development Standards. Chapter 6 of the Zoning Ordinance shall apply to the
Development, including, but not limited to regulations relating to:
(a) Off-Street Parking and Loading (Article 2);
(b) Landscaping and Buffers (Article 3); and
(c) Signs (Article 4)
3.06 Parks and Recreational Amenities.
(a) Owner intends to develop the Development in a manner that retains a rural
atmosphere and takes advantage of the Development's topography. Natural water
features and a trail system will be integrated into the Development to provide
passive and active recreational opportunities. Owner will submit a parks plan for
the Development, which will be subject to the approval of the City's Parks and
Community Services Department.
(b) In accordance with the City's current Neighborhood and Community Park
Dedication Policy, PP-06-039 for the Development reflects a requirement of
dedication of 15.038 acres for neighborhood parks, neighborhood park
development fees of $30,000 per acre, and dedication of 22.556 acres for a
community park or a fee based on the documented appraised value of the average
acre in the Development in lieu of such dedication.
(c) Owner shall not be required to escrow neighborhood park development fees with
the City, but shall. document expenditures for park improvements including
MorningStar Ranch
Final Development Agreement Page 11
016391.00010:1051158.010
landscaping, walking trails, playgrounds and park tables and benches and provide
such documentation to the City's Parks and Community Services Department
upon request.
(d) Owner shall provide the following recreational amenities in the Development:
(i) An amenity center consisting of a clubhouse, pool, splash park,
playground, sport court, shade structures and tanning deck, which shall be
constructed prior to completion of the 800`h home in the Development;
(ii) A hike and bike trail system with a minimum length of 12,000 linear feet,
paved with concrete, crushed granite or other all-weather surface, and
including trailheads, benches, shelters, scenic overlooks and related
amenities; and
(iii) A minimum of 115 acres of open space including natural watercourses
and water features.
(e) The recreational amenities provided by Owner in accordance with Subsection (d)
shall constitute full satisfaction of all park dedication and fee requirements.
Owner shall provide evidence of expenditure of at least $451,140 ($30,000 per
acre for the required 15.038 acres of neighborhood parks) on the amenities
described in Subsection (d)(ii).
(0 All park and recreational facilities shall remain the property of the District or a
Homeowners Association. At no time now or in the future will the City own or
maintain parks or recreational amenities in the Development.
3.07 Fences. In addition to fence regulations outlined in Chapter 5, Article 3 of the
Zoning Ordinance,.the following requirements shall apply:
(a) All fences adjacent to freeway or arterial streets shall be constructed of brick,
stone, reinforced concrete products, masonry, split rail or designed tubular steel.
A stained wood fence on metal posts with pickets facing the street is permitted,
provided that such fence is screened by a berm so that the fence is not visible
from the freeway or street. Chain link is expressly prohibited.
(b) Private residential fences situated between residential lots shall consist of stained
wood pickets on metal posts or designed tubular steel.
(c) An upgraded fence consisting of a stained wood fence on metal posts with pickets
facing the street or designed tubular steel shall be required where a side or rear
yard residential fence is: (i) across the street from a front yard, a designated open
space area or a public park; or(ii) is situated on a corner lot.
3.08 Landscape Requirements. The Development shall be subject to landscape
requirements for commercial uses in accordance with Chapter 6, Article 3 of the Zoning
MorningStar Ranch
Final Development Agreement Page 12
016391.00010:1051158.010
Ordinance. Owner shall submit a landscape plan for medians and parkways to the City Parks
and Community Services Department and the Transportation and Public Works Department for
approval of plant material, consideration of future maintenance requirements and prevention of
traffic hazards. In addition, the following landscaping and amenities, at a minimum, shall be
installed on each residential lot prior to initial occupancy:
(a) One (I)-three-inch caliper tree shall be planted in front of each house with a
second three-inch caliper tree to be located per homeowner/builder preference.
(b) Shrubs shall be provided in any size increment totaling a minimum of 30-gallons
per residential lot that exceeds 7,200 square feet in area and a minimum of 25
gallons on each residential lot with an area of 7,200 square feet or less.
(c) The front and side yards of each residential lot shall be fully sodded.
(d) An irrigation system shall be installed in the front and side yards.
3.09 Covenants, Conditions and Restrictions; Design Review Guidelines.
(a) Prior to the sale of any lots in the Development, Owner shall file the Declaration
of Covenants, Conditions and Restrictions and Design Review Guidelines, which
shall be in a form at least as restrictive as Exhibits D and E and which shall
contain green building standards, in the Parker County real property records.
Owner shall provide a copy of the proposed Covenants, Conditions and
Restrictions and Design Review Guidelines to the Development Director at least
forty-five (45) days before recording the documents. Owner shall provide
evidence of filing to the City within thirty (30) days after filing.
(b) All builders and property owners in the Development shall adhere to the
Declaration of Covenants, Conditions and Restrictions and the Design Review
Guidelines.
(c) The District's Board of Directors and the Homeowners Association may amend
the Declaration of Covenants, Conditions and Restrictions and the Design Review
Guidelines, provided that the spirit of such documents is not diminished and a
copy of the amendment is provided to the City within thirty (30) days after
adoption.
3.10 Entry Feature. Owner shall construct an entry feature at the entrance to the
Development. The entry feature shall have a minimum cost of$150,000 and shall consist of a
water feature, entry sign, landscaping and/or other elements, at Owner's discretion. No element
of the entry feature shall exceed a height of 35 feet. Any encroachments over streets that are or
will become public must be approved by the Transportation and Public Works Department.
3.11 Traffic Management. Owner will install a right-turn deceleration lane on Farmer
Road in accordance with Texas Department of Transportation requirements at no c st t��T e(�>ty- ;
when required by the Texas Department of Transportation access permit.
,C�7dU
MorningStar Ranch,
Final Development Agreement Page 13
016391.00010:1051158.010
3.12 Plat Approval. Subdivision of the Development or any portion thereof shall
require approval of plats by the City's Plan Commission. The conveyance by metes and bounds
of any portion of the Development to any person for the purpose of qualifying such person to be
a member of the board of directors of the District shall not be considered a subdivision of land
requiring a plat or otherwise requiring the approval of the City; provided, however, no Structure
shall be constructed on any portion of the Development conveyed for such purpose unless and
until a plat of such portion has been approved by the City's Plan Commission.
3.13 Building Permits, Fees; Inspections. All Structures constructed in the
Development shall be subject to City building permit, permit fee and inspection requirements as
if such Structures were constructed with the City's corporate limits.
3.14 Temporary Manufactured Housing. A maximum of five temporary HUD-
certified manufactured homes shall be permitted on the Development at any given time for
occupancy by qualified voters that are necessary for the creation and administration of the
District. Owner will notify the City of the make, model, HUD number, and 911 address of each
home within 15 days after it is occupied. All manufactured homes will be removed from the
Development within 180 days after the District Confirmation Date.
3.15 Enforcement of Environmental Regulations. Pursuant to Section 212.172(b)(6) of
the Local Government Code, the Parties agree that the City may, but is not obligated or required
to, enforce environmental regulations set out in Chapter 12.5 of the City Code, as amended from
time to time.
3.16 Homeowners Association. Owner will establish the Homeowners Association in
accordance with the Declaration of Covenants, Conditions, and Restrictions, Membership in the
Homeowners Association shall be mandatory for all owners of property within the Development.
The Homeowners Association shall perform all duties identified in the Declaration of Covenants,
Conditions and Restrictions and shall operate and maintain all parkland and recreational
amenities in accordance with this Agreement.
3.17 Enforcement. The City and Owner agree that this Agreement and Section
212.172 of the Local Government Code authorize enforcement by the City of the Building
Codes, Governing Regulations, Gas Drilling Ordinance and all other City ordinances applicable
to the Development pursuant to this Agreement in the same manner duly enacted municipal
regulations are enforced within the City's corporate boundaries.
3.18 Public Improvement District. Prior to annexation of the Development by the City,
Owner shall submit a petition to the City in accordance with Texas Local Government Code,
Chapter 372, for creation of one or more public improvement districts (collectively, the "PID").
The PID shall cover the entire area within the Development but shall not extend beyond the
boundaries.of the Development. The purposes of the PID will be limited to: (a) the operation
and maintenance of parks, ponds, open space, and other common areas and amenities within the
PID, and (b) financing any of the foregoing activities through the levy and collection of special
assessments against the Development, unless Owner requests and the City authorizes the PID to
perform additional functions.
MomingStar Ranch
Final Development Agreement Page 14
016391.00010:1051158.010
ARTICLE IV
DESIGN, CONSTRUCTION, INSPECTION, DEDICATION, OPERATION
AND MAINTENANCE OF DISTRICT FACILITIES
4.01 Infrastructure Standards. All Infrastructure shall be designed and constructed in
compliance with: (a) the Governing Regulations; (b) the rules and regulations, if any, of the
District; (c) the rules and regulations of the TCEQ; and (d) the Utility Agreement. In the event
of any conflict between the Governing Regulations and the rules and regulations of the District,
the Governing Regulations shall control unless otherwise agreed in writing by the Development
Director. With respect to water Infrastructure and wastewater Infrastructure standards, in the
event of any conflict between this Agreement and the Utility Agreement, the Utility Agreement
shall control.
4.02 Plan Review; Payment of Fees; and Pre-Construction Conference. Construction
of Infrastructure shall not commence until the plans and specifications have been reviewed and
approved by the City for compliance with the Governing Regulations; a pre-construction
conference has been held by the Contractor, the District's engineer and representatives of the
City's Department of Engineering; and the applicable City Review Fees have been paid
4.03 Community Facilities Agreements. Construction of Infrastructure shall not
commence until Owner has executed a Communities Facilities Agreement if required by the
CFA Policy. In the event of a conflict between this Agreement and the CFA Policy, this
Agreement will prevail.
4.04 Reports; Inspections. The District, or Owner on behalf of the District, may
employ a consulting engineer to oversee construction of the Infrastructure. City inspectors or
third party inspectors pursuant to the City's third party inspection process shall inspect and test
the Infrastructure. The District, or Owner on behalf of the District, shall pay all Infrastructure
Inspection Fees. The City shall use its best efforts to cooperate with the District's consulting
engineer to prepare inspection reports in a form acceptable to TCEQ. The City, however, in no
way guarantees that the Infrastructure will be constructed in a manner acceptable to TCEQ or
that TCEQ will approve the issuance of Bonds by the District.
4.05 Contracts with Contractors. Owner shall incorporate the requirements of this
Article IV into written construction contracts with all Contractors who are not Owners. All
contracts with such non-Owner Contractors shall provide that the City is a third-party beneficiary
of, and may enforce the contracts against, the Contractor.
4.06 Access by City Employees. Upon prior Notice by the City, any duly authorized
employee of the City bearing proper credentials and identification shall be granted access to any
property of the District within the Development as the City may determine necessary for the
purpose of inspection and testing of Infrastructure.
4.07 Wastewater Service; Dedication of Wastewater Infrastructure and Easements to
City. The District will dedicate all wastewater Infrastructure constructed by or on behalf of the
District, both inside and outside the Development, together with all easements for such.
MorningStar Ranch
Final Development Agreement Page 15
016391.00010:1051158.010
Infrastructure, to the City upon final inspection and acceptance of such Infrastructure by the City,
in accordance with the Utility Agreement. Thereafter, the City will provide retail wastewater
service to the Development.
4.08 Water Service; Dedication of Water Infrastructure and Easements to City. The
District will dedicate all water Infrastructure constructed by or on behalf of the District, both
inside and outside the Development, together with all easements for such Infrastructure, to the
City upon final inspection and acceptance of such Infrastructure by the City, in accordance with
the Utility Agreement. Thereafter, the City will provide retail potable water service to the
Development. The District will supply groundwater water for irrigation. The Groundwater
System shall remain the property of the District, except as otherwise provided by the Utility
Agreement.
4.09 Operation and Maintenance of Infrastructure. The District shall cause all
Infrastructure to be operated and maintained in accordance with the Utility Agreement, except
for water Infrastructure and wastewater Infrastructure dedicated to the City pursuant to Sections
4.07 and 4.08,which shall be operated and maintained by the City in accordance with the Utility
Agreement.
4.10 As-Built Drawings. Owner shall deliver mylar as-built drawings for all
Infrastructure to the City's Engineering Department within thirty(30) days after final inspection.
4.11 Reimbursement Agreements. Owner shall not enter into agreements for
reimbursement of costs incurred in connection with District One with a total reimbursement
amount exceeding $60,000,000 or in connection with District Two with a total reimbursement
amount exceeding $60,000,000. All agreements entered into by the District for reimbursement
of costs incurred in connection with the District shall provide that: (a) the District will not
reimburse landowners or developers for costs not evidenced by the issuance of Bonds within
fifteen (15) years after the District Confirmation Date; and (b) the landowner or developer
waives all claims against the City for reimbursement of obligations not evidenced by the
issuance of Bonds within fifteen (15) years after the District Confirmation Date. Any
reimbursement agreements entered into by Owner in violation of this section shall be void.
ARTICLE V
DEVELOPMENT FEES
The Development shall be subject to all fees applicable to development within the City's
corporate limits, including without limitation plan Infrastructure Inspection Fees, City Review
Fees, building permit and inspection fees, impact fees and tap fees, subject to the Utility
Agreement. Failure to expressly identify fees and charges does not constitute a waiver of such
fees and charges. Provided, however, in no event shall the Development be subject to road
impact fees or other fees that are not applicable in the City's ETJ pursuant to state or federal law.
MorningStar Ranch
Final Development Agreement Page 16
016391.00010:1051158.010
ARTICLE VI
ANNEXATION
6.01 Immunity from Annexation. Except as provided in Sections 6.02, 6.03 and 6.05
of this Agreement, the Development shall be immune from annexation during the term of this
Agreement, and the City guarantees immunity from annexation during such time.
6.02 Full Purpose Annexation. The City shall not annex the Development (or a portion
of the Development to the extent permitted by law) for full purposes until on or after the earlier
to occur of. (a) the dissolution of the District (other than as the result of annexation by the City);
or (b) 15 years after the Effective Date. Such authority is in addition to the authority to annex
portions of the Development for full or limited purposes pursuant to Sections 6.03 and 6.05.
6.03 Limited Purpose Annexation. Owner agrees that the City shall have the right to
annex those portions of the Development that are intended for commercial development for the
sole and limited purpose for the City to impose its sales and use tax within the boundaries of
such retail areas pursuant to Section 43.0751 of the Local Government Code. The terms and
conditions upon which such limited purpose annexations may occur are contained in the
Strategic Partnership Agreement.
6.04 Incorporation. In furtherance of the purposes of this Agreement, Owner, on
behalf of itself and its successors and Assignees, covenants and agrees to the extent allowed by
law that, except upon written consent of the City Council, which approval may be withheld or
conditioned by the City Council at its sole discretion, they will not: (a) seek or support any effort
to incorporate the Development, or any part thereof; or (b) sign,join in, associate with, or direct
to be signed any petition seeking to incorporate any of the Development or to include any of the
Development within the boundaries of any other incorporated entity.
6.05 Annexation of Portions of Development. Owner agrees to cooperate with and
assist the City in annexing one or more areas in the manner prescribed by law which does not
result in the dissolution of the District, each of which may not exceed 525 feet in width at its
widest point or such other width limitation subsequently imposed by law, as reasonably
necessary for the City to connect areas to the City that are outside the District and that the City
intends to annex. The City agrees that such areas shall be located within right-of-way areas or
along lot lines, wherever possible. Notwithstanding the zoning designation approved for the
annexed area, such area can be developed and used in accordance with this Agreement.
6.06 Consent to Annexation. Owner and all future Owners and all future Lot Owners,
as defined and consistent with Section 9.04, of all or any portion of the Development irrevocably
and unconditionally consent to the full purpose annexation of the Development into the corporate
limits of the City in accordance with this Agreement (specifically including without limitation
section 6.07) and the Strategic Partnership Agreement and waive all objections and protests to
such annexation. This Agreement shall serve as the petition of Owner, all future Owners and all
future Lot Owners to full purpose annexation of the Development in accordance with this
Agreement.
MorningStar Ranch
Final Development Agreement Page 17
016391.00010:1051158.010
6.07 Procedure for Full Purpose Annexation. Owner and all future Owners and all
future Lot Owners, as defined and consistent with Section 9.04, of all or any portion of the
Development, acknowledge that the Development is exempt from municipal annexation plan
requirements pursuant to Section 43.052(h)(3)(B) of the Local Government Code and hereby
consent to full purpose annexation of the Development in accordance with the procedure
applicable to areas exempted from the municipal annexation plan set out in Chapter 43 of the
Local Government Code, Subchapter C-1, or, if amended, pursuant to the most comparable
annexation procedure. In the alternative, at City's election, the Property shall be deemed to be
within the full-purpose boundary limits of the City on the full purpose annexation conversion
date in accordance with Section 43.0751 of the Local Government Code.
ARTICLE VII
TERM OF AGREEMENT
This Agreement is a development agreement authorized by Section 212.172 of the Local
Government Code. This Agreement will terminate on the earlier to occur of. (a) fifteen (15)
years from the Effective Date; or (b) full purpose annexation of the Development pursuant to
Section 6.02. Further, if creation of the District has not been confirmed at an election conducted
on or before June 1, 2010, either Party may terminate this Agreement by providing Notice to the
other Party. The term of this Agreement shall not be affected by the annexations permitted by
Section 6.05 of this Agreement or by the limited purpose annexation of any commercial property
pursuant to the Strategic Partnership Agreements.
ARTICLE VIII
BREACH, NOTICE AND REMEDIES
8.01 Notification of Breach. If a Party commits a breach of this Agreement, the non-
breaching Party shall give Notice to the breaching Party that describes the breach in reasonable
detail.
8.02 Cure of Breach. The breaching Party shall commence curing such breach within
fourteen (14) calendar days after receipt of such Notice and shall complete the cure within
fourteen (14) calendar days from the date of commencement of the cure; however, if the breach
is not reasonably susceptible to cure by the breaching Party within such fourteen(14) day period,
the non-breaching Party shall not bring any action so long as the breaching Party has commenced
to cure the default within such fourteen (14) day period and diligently completes the work within
a reasonable time (not to exceed an additional thirty (30) days) without unreasonable cessation of
the work.
8.03 Remedies for Breach. If the breaching Party does not substantially cure such
breach within the stated period of time, the non-breaching Party may, in its sole discretion, and
without prejudice to any other right under this Agreement, law, or equity, seek any relief
available at law or in equity, including, but not limited to, an action under the Uniform
Declaratory Judgment Act, specific performance, mandamus and injunctive relief, provided,
however, that the non-breaching Party shall not be entitled to monetary damages or to terminate
this Agreement, and each Party specifically waives any right such Party has or in the future may
MorningStar Ranch
Final Development Agreement Page 18
0163 91.00010:10 51 l 5 8.0 l 0
have to terminate this Agreement (except for the right of the Parties to terminate as provided in
Article VII of this Agreement). It is understood and agreed that no Party will seek or recover
actual, consequential or any other type of monetary damages or awards, including but not limited
to attorney's fees, in the event that any Party brings suit under or related to this Agreement.
8.04 Governmental Powers; Waiver of Immunity. It is understood that by execution of
this Agreement the City does not waive or surrender any of its governmental powers, immunities
or rights, except as specifically waived pursuant to this section. The City waives its
governmental immunity from suit and liability only as to any action brought by a Party to pursue
the remedies available under this Agreement and only to the extent necessary to pursue such
remedies. Nothing in this section shall waive any claims, defenses or immunities that the City
has with respect to suits against the City by persons or entities not a party to this Agreement.
ARTICLE IX
ADDITIONAL PROVISIONS
9.01 Notice. Any notices, certifications, approvals, or other communications required
to be given by one Party to another under this Agreement (a "Notice") shall be given in writing
addressed to the Party to be notified at the address set forth below and shall be deemed given: (i)
when the Notice is delivered in person to the person to whose attention the Notice is addressed;
(ii) when received if the Notice is deposited in the United States Mail, certified or registered
mail, return receipt requested, postage prepaid; (iii) when the Notice is delivered by Federal
Express, UPS, or another nationally recognized courier service with evidence of delivery signed
by any person at the delivery address; and (iv) five business days after the Notice is sent by FAX
(with electronic confirmation by the sending FAX machine) with a confirming copy sent by
United States mail within 48 hours after the FAX is sent. If any date or period provided in this
Agreement ends on a Saturday, Sunday, or legal holiday, the applicable period for calculating the
notice shall be extended to the first business day following the Saturday, Sunday, or legal
holiday. For the purpose of giving any Notice, the addresses of the Parties are set forth below.
The Parties may change the information set forth below by sending Notice of such changes to the
other Party as provided in this section.
To the City:
City of Fort Worth, Texas
1000 Throckmorton Street
Fort Worth, Texas 76102
Attn: City Manager
FAX: (817) 392-6134
City of Fort Worth, Texas
1000 Throckmorton Street
Fort Worth, Texas 76102
Attn: Development Director
FAX: (817) 392-7985
MorningStar Ranch
Final Development Agreement Page 19
016391.00010:1051158.010
To Owner:
WYA The Ranch at Mary's Creek, Ltd.
1122 Jackson Street
Suite 616
Dallas, Texas 75202
Attn: Allen Jones
FAX: (214) 5 93-1196
9.02 Assignment.
(a) By Owner to the District. Owner has the right (from time to time after the District
Confirmation Date and without the consent of the City) to assign to the District
those portions of this Agreement concerning the provision of retail water and/or
wastewater service to the Development and any Infrastructure related thereto,
including any obligation, right, title, or interest of Owner under this Agreement.
Each assignment shall be in writing in the form attached hereto as Exhibit G,
shall be executed by Owner and the District, and shall obligate the District to be
bound by this Agreement to the extent this Agreement applies or relates to the
obligations, rights, title, or interests being assigned. Owner shall provide a copy
of each assignment to all Parties within fifteen (15) days after execution. From
and after such assignment, the City agrees to look solely to the District for the
performance of all obligations assigned to the District and agrees that Owner shall
be released from subsequently performing the assigned obligations and from any
liability that results from the District's failure to perform the assigned obligations;
provided, however, if a copy of the assignment is not received by the City within
fifteen (15) days after execution, Owner shall not be released until the City
receives such assignment. No assignment by Owner shall release Owner from
any liability resulting from an act or omission by Owner that occurred prior to the
effective date of the assignment unless the City approves the release in writing.
Owner shall maintain written records of all assignments made by Owner to the
District, including a copy of each executed assignment, and, upon written request
from any Party or Assignee, shall provide a copy of such records to the requesting
person or entity. The District shall be considered an "Assignee" for purposes of
this Agreement.
(b) By Owner to Successor Owners. Owner has the right (from time to time without
the consent of the City, but upon written Notice to the City) to assign this
Agreement, in whole or in part, and including any obligation, right, title, or
interest of Owner under this Agreement, to an Assignee that is, or will become an
owner of any portion of the Development within fifteen (15) days after the
assignment. Each assignment shall be in writing in the form attached hereto as
Exhibit G, shall be executed by Owner and the Assignee and shall obligate the
Assignee to be bound by this Agreement to the extent this Agreement applies or
relates to the obligations, rights, title, or interests being assigned. ' Owner shall- ,,';
provide a copy of each assignment to all Parties within fifteen ( 5) days after_. 17
MomingStar Ranch f� e! 1 �Iqo
Final Development Agreement Page 20
016391.00010:1051158.010
execution. From and after such assignment, the City agrees to look solely to the
Assignee for the performance of all obligations assigned to the Assignee and
agrees that Owner shall be released from subsequently performing the assigned
obligations and from any liability that results from the Assignee's failure to
perform the assigned obligations; provided, however, if a copy of the assignment
is not received by the City within fifteen (15) days after execution, Owner shall
not be released until the City receives such assignment. No assignment by Owner
shall release Owner from any liability that resulted from an act or omission by
Owner that occurred prior to the effective date of the assignment unless the City
approves the release in writing. Owner shall maintain written records of all
assignments made by Owner to Assignees, including a copy of each executed
assignment and the Assignee's Notice information as required by this Agreement,
and, upon written request from any Party or Assignee, shall provide a copy of
such records to the requesting person or entity.
(c) By Owner to Non-Owners. Subject to the City's prior written approval, Owner
has the right, from time to time, to assign this Agreement, in whole or in part, and
including any obligation, right,title, or interest of Owner under this Agreement,to
any person or entity that is not an owner of any portion of the Development (a
"Non-Owner Assignee"). Each assignment shall be in writing executed by Owner
and the Non-Owner Assignee in the form attached hereto as Exhibit G and shall
obligate the Non-Owner Assignee to be bound by this Agreement to the extent
this Agreement applies or relates to the obligations, rights, title, or interests being
assigned. A copy of each assignment shall be provided to all Parties within
fifteen(15) days after execution. If the City approves the Non-Owner Assignee in
writing (which approval shall not be unreasonably withheld or delayed if the Non-
Owner Assignee can demonstrate, to the reasonable satisfaction of the City, that
the Non-Owner Assignee has the financial ability to perform the assigned
obligations), then the City agrees to look solely to the Non-Owner Assignee for
the performance of all obligations assigned to the Non-Owner Assignee and
agrees that Owner shall be released from subsequently performing the assigned
obligations and from any liability that results from the Non-Owner Assignee's
failure to perform the assigned obligations. If the City fails or refuses to approve
the Non-Owner Assignee, the assignment shall nevertheless. be effective;
however, the Owner shall continue to be responsible, jointly and severally, with
the Non-Owner Assignee for the performance of all obligations assigned. No
assignment by Owner shall release Owner from any liability resulting from an act
or omission by Owner that occurred prior to the effective date of the assignment
unless the City approves the release in writing. Owner shall maintain written
records of all assignments made by Owner to Non-Owner Assignees, including a
copy of each executed assignment and the Non-Owner Assignee's Notice
information as required by this Agreement, and, upon written request from any
Party or Non-Owner Assignee, shall provide a copy of such records to the
requesting person or entity.
MorningStar Ranch
Final Development Agreement Page 21
016391.00010:1051158.010
(d) By the City. The City shall not assign this Agreement, in whole or in part, and
including any obligation, right, title, or interest of the City under this Agreement,
to any person, entity, or political subdivision without the prior written approval of
Owner, which approval shall not be unreasonably withheld or delayed.
9.03 Encumbrance by Owner and Assignees. Owner and Assignees have the right,
from time to time, to collaterally assign, pledge, grant a lien or security interest in, or otherwise
encumber any of their respective rights, title, or interest under this Agreement for the benefit of
their respective Lenders without the consent of, but with prompt written Notice to, the City. The
collateral assignment, pledge, grant of lien or security interest, or other encumbrance shall not,
however, obligate any Lender to perform any obligations or incur any liability under this
Agreement: (a) unless the Lender agrees in writing to perform such obligations or incur such
liability; or (b) unless the Lender holds fee simple title to any portion of the Development and
elects to or proceeds to develop such portion under this Agreement, in which case the Lender
shall be bound by this Agreement and shall not be entitled to the rights and benefits of this
Agreement with respect to such portion of the Development until all defaults under this
Agreement with respect to the acquired portion have been cured. Provided that the City has
received a copy of the applicable collateral assignment, including Notice information for a
Lender, then that Lender shall have the right, but not the obligation, to cure any default under
this Agreement and shall be given a reasonable time to do so in addition to the cure periods
provided by Article VIII of this Agreement; and the City agrees to accept such cure as if offered
by the defaulting Party. A Lender is not a Party to this Agreement unless this Agreement is
amended, with the consent of the Lender, to add the Lender as a Party or unless the Lender holds
fee simple title to any portion of the Development and elects to or proceeds to develop such
portion under this Agreement. Notwithstanding the foregoing, however, this Agreement shall
continue to bind the Development and shall survive any transfer, conveyance, or assignment
occasioned by the exercise of foreclosure or other rights by a Lender, whether judicial or non-
judicial. Any purchaser from or successor owner through a Lender of any portion of the
Development shall be bound by this Agreement and shall not be entitled to the rights and
benefits of this Agreement with respect to the acquired portion of the Development until all
defaults under this Agreement with respect to the acquired portion of the Development have been
cured.
9.04 Recordation and Applicability to Lot Owners. Pursuant to the requirements of
Section 212.172(c) of the Local Government Code, Owner shall record this Agreement, and all
amendments to this Agreement, in the real property records of Parker County, Texas, and shall
provide a file-marked copy of the recorded Agreement to the Development Director within ten
(10) days after its execution. This Agreement shall be binding upon the Development, the
City, Owner, any Lender that has become an Assignee, and any other Assignee, and their
respective successors and assigns. The Parties agree that this Agreement benefits and burdens
the Development and touches and concerns the Development. The rights and obligations under
this Agreement are intended to be covenants running with the Development. Notwithstanding
the foregoing, this Agreement is not binding upon, and shall not constitute any encumbrance to
title as to any Lot Owner except for land use and development regulations that apply to the lot in
question.
MorningStar Ranch
Final Development Agreement Page 22
016391.00010:1051158.010
9.05 No Waiver. Any failure by a Party to insist upon strict performance by the other
Party of any material provision of this Agreement shall not be deemed a waiver thereof, and the
Party shall have the right at any time thereafter to insist upon strict performance of any and all
provisions of this Agreement. No provision of this Agreement may be waived except by writing
signed by the Party waiving such provision. Any waiver shall be limited to the specific purposes
for which it is given. No waiver by any Party hereto of any term or condition of this Agreement
shall be deemed or construed to be a waiver of any other term or condition or subsequent waiver
of the same term or condition.
9.06 Reservation of Rights and Claims. Except as expressly provided in this
Agreement, Owner does not, by entering into this Agreement, waive any rights arising under
Chapter 245, as amended, or under Chapter 43 of the Texas Local Government Code, as
amended, or under any other provision of law.
9.07 Governing Law and Venue. This Agreement must be construed and enforced in
accordance with the laws of the State of Texas, as they apply to contracts performed within the
State of Texas and without regard to any choice of law rules or principles to the contrary. The
Parties acknowledge that this Agreement is performable in Tarrant County, Texas, and hereby
submit to the jurisdiction of the courts of Tarrant County, Texas, and hereby agree that any such
court shall be a proper forum for the determination of any dispute arising hereunder.
9.08 Performance Requirements; Force Majeure. Time is of the essence in the
performance by the Parties of their respective obligations under this Agreement. Whenever
performance is required, the Party must use good faith and due diligence to perform and take all
necessary measures to perform, but if completion of performance is delayed by reason of acts of
God, civil commotion, terrorism, strikes, picketing, casualty, or other similar matter beyond the
reasonable control of the Party, then the time for performance will be appropriately extended by
the amount of delay so .caused, and the Party so delayed shall resume full performance at the
earliest possible time.
9.09 Severability. The provisions of this Agreement are severable. If any word,
phrase, clause, sentence, paragraph, section, or other provision of this Agreement, or the
application thereof to any person or circumstance, shall ever be held or determined to be invalid,
illegal, or unenforceable for any reason, and the extent of such invalidity or unenforceability
does not cause substantial deviation from the underlying intent of the Parties as expressed in this
Agreement, then such provision shall be deemed severed from this Agreement with respect to
such person, entity or circumstance, without invalidating the remainder of this Agreement or the
application of such provision to other persons, entities or circumstances, and a new provision
shall be deemed substituted in lieu of the severed provision which new provision shall, to the
extent possible, accomplish the intent of the Parties evidenced by the severed provision. Without
limiting the generality of the foregoing, (i) if it is determined that, as of the Effective Date,
Owner does not own any portion of the Development, this Agreement shall remain in full force
and effect with respect to all of the Development that Owner does then own, and (ii) if it is
determined, as of the Effective Date, that any portion of the Development is not within the City's
ETJ, this Agreement shall remain in full force and effect with respect to all of the Development
that is then within the City's ETJ. If at any time after the Effective Date it is determined that any
MorningStar Ranch
Final Development Agreement Page 23
0163 91.00010:105115 8.010
portion of the Development is no longer within the City's ETJ, this Agreement shall remain in
full force and effect with respect to all of the Development that remains within the City's ETJ.
9.10 Changes in State or Federal Laws. If any state or federal law changes so as to
make it impossible for a Party to perform its obligations under this Agreement, the Parties will
cooperate to amend this Agreement in such a manner that is most consistent with the original
intent of this Agreement as legally possible.
9.11 Additional Documents and Acts. The Parties agree that at any time after
execution of this Agreement, they will, upon request of the other Party, execute and/or exchange
any other documents necessary to.effectuate the terms of this Agreement and perform any further
acts or things as the other Party may reasonably request to effectuate the terms of this
Agreement.
9.12 Captions. Captions and headings used in this Agreement are for reference
purposes only and shall not be deemed a part of this Agreement.
9.13 Amendment. This Agreement may be amended only with the written consent of
the Parties and with the approval of the City Council, except as expressly permitted herein.
9.14 Interpretation. The Parties acknowledge that each Party and, if it so chooses, its
counsel have reviewed and revised this Agreement and that the normal rule of construction to the
effect that any ambiguities are to be resolved against the drafting party shall not be employed in
the interpretation of this Agreement or any amendments or exhibits hereto. As used in this
Agreement, the term "including" means "including without limitation" and the term "days"
means calendar days, not business days. Wherever required by the context, the singular shall
include the plural, and the plural shall include the singular. Each defined term herein may be
used in its singular or plural form whether or not so defined.
9.15 No Third Party Beneficiaries. This Agreement is solely for the benefit of the City
and Owner, and neither the City nor Owner intends by any provision of this Agreement to create
any rights in any third-party beneficiaries or to confer any benefit or enforceable rights under this
Agreement or otherwise upon anyone other than the City and Owner. Notwithstanding the
foregoing, the City and Owner intend that the District shall be a third-party beneficiary of this
Agreement.
9.16 Authority to Execute. The City warrants that this Agreement has been approved
by the City Council in accordance with all applicable public meeting and public notice
requirements (including, but not limited to, notices required by the Texas Open Meetings Act)
and that the individual executing this Agreement on behalf of the City has been authorized to do
so. Owner warrants that the execution of this Agreement is duly authorized in conformity with
the articles of incorporation, bylaws, partnership agreement or other applicable organizational
documents of Owner and that the individual executing this Agreement on behalf of Owner has
been authorized to do so. Each Assignee or Lender who becomes a Party to this Agreement
represents and warrants that this Agreement has been approved by appropriate action-of such
Assignee or Lender and that the individual executing this Agreement on behalf of such Assignee
or Lender has been authorized to do so.
MorningStar Ranch
Final Development Agreement Page 24
016391.00010:1051158.010
9.17 Exhibits. All exhibits attached to this Agreement are incorporated as part of this
Agreement for the purposes set forth herein, as follows:
EXHIBITS
Exhibit A Map of the Development
Exhibit B Legal Description of the Development
Exhibit C Legal Descriptions of Tracts Shown on Development Plan
Exhibit D Declaration of Covenants, Conditions and Restrictions
Exhibit E Design Review Guidelines
Exhibit F Development Plan
Exhibit G Assignment and Assumption Agreement
9.18 Takings Impact Assessment. Owner expressly and unconditionally waives and
releases the City from any obligation to perform a takings impact assessment under the Texas
Private Real Property Rights Act, Texas Government Code Chapter 2007, as it may apply to this
Agreement or the Development.
9.19 Conspicuous Provisions. The Parties acknowledge that the provisions of this
Agreement set out in bold, CAPITALS (or any combination thereof) satisfy the requirements
for the express negligence rule and/or are conspicuous.
9.20 Counterpart Originals. This Agreement may be executed in counterparts, each of
which shall be deemed to be an original.
ATTEST: CITY OF FORT WORTH
By: ram.
Marry Hendri ity Secretary arc Ott, Assistant City Manager
Date:
tl
APPROVED AS TO FORM AND l
LEG ITY: ��II Contract Authori.zatioon
Assistant Cit Attorney Date
r
MorningStar Ranch
Final Development Agreement Page 25
016391.00010:1051158.010
STATE OF TEXAS §
COUNTY OF TARRANT §
kphef- This instrument was acknowledged before me, on the Al day of , 2OV,
hy,Marc Ott, Assistant City Manager of the City of Fort Werth, Texas on b half of said city.
Notary Public, State of Texas
Printed Name:
•A.
��: HETfIELANE My Commission Expires:
*i *= My COMMISSION EXPIRES
%,;•....• July 26,2011
[SEAL]
WYA THE RANCH AT MARY'S CREEK,
LTD., a Texas limited partnership
By: WYA The Ranch Holdings, LLC,
Its gen2XA::��
By:
Name: _�}llc;- Jz ors
Its: h'1��1Qtii�r
STATE OF TEXAS §
COUNTY OF §
This instrument was acknowledged before me, o the o ,
t. 1
20014 by WYA The Ranch at Mary's Creek, :Ltd., by
of WYA The Ranch Holdings, LLC, its general partner, in the
capacity thereig stated. AVjA4dA
SANDRA DENMAN Notary Public, State of Texas
Notary Public,State of Texas
My Commission Expires Printed Name:
October 14, 2006
My Commission Expires:
[SEAL]
MorningStar Ranch
Final Development Agreement Page 26
0163 91.00010:l 05115 8.010
Exhibit A
Map of the Development
MUD NO.2
MUD NO.1
MUD NO.2
MUD NO.1
?i
� GO
(Y GQ
20 20 MUD 1 =380.316 AC
MUD 2=356.829 AC
N
M
M
w
MUD NO.2
MUD NO.1
OLD WEATHERFORD ROAD
MAP OF THE WE
PROPERTY KP
S
Corhw,,Burgess EXHIBIT
..��.�_ JOB # 014574 DATE: 8.27.07 DRAWN: J5T DESIGNED: A
DGN=9,\Job\014767\clv\EXHIBITS\20070713 - H&L\CA - Exh A.sht Copyright 02007 by Carter 6 Burgess,Inc.
----.----------------------------------------------------------_---.--------------.--------------._...-------------------------------._.__..........
MorningStar Ranch
Exhibit A to Final Development Agreement Page 1
0163 91.00010:105115 8.010
Exhibit B
Legal Description of the Development
EXHIBIT"B"
LEGAL DESCRIPTION
OVERALL BOUNDARY
BEING a tract of land situated in the M.Teter Survey,Abstract Number 2070,the J.Morris
Survey,Abstract Number 927,the P.McClary Survey,Abstract Number 907,and the W.Cagle
Survey,Abstract Number 2373,Parker County,Texas,and being all of that certain tract of land
described by deed to WYA The Ranch At Mary's Creek,LTD.,et al as recorded in Document
Number 609010,Deed Records,Parker County,Texas,and being more particularly described by
metes and bounds as follows:
BEGINNING at a Texas Department of Transportation(TxDOT)monument found at the
northwest corner of said WYA The Ranch At Mary's Creek tract recorded in Volume 2388,Page
295,and being the southwest comer of that certain Tract 1 described by deed to the Lyon Living
Trust as recorded in Volume 1870,Page 1479,Deed Records,Parker County,Texas,and being
in the existing east right-of-way line of FM 3325(a variable width public right-of-way);
THENCE S 890 14'27'-,2434.74 feet with the common line of said WYA The Ranch At
Mary's Creek tract and said Lyon tract to a fence post found at an ell comer in the north line of
said WYA The Ranch At Mary's Creek tract,said post also being the southeast comer of said
Tract 1,and being in the west line of that certain Tract 2 described by deed to the Lyon Living
Trust as recorded in Volume 1870,Page 1479,Deed Records,Parker County,Texas;
THENCE S 00034'26'-,247.95 feet with the common line of said WYA The Ranch At Mary's
Creek tract and said Tract 2 to a fence post found;
THENCE S 90000'00"E,4213.23 feet,continuing with said common line of the WYA The
Ranch At Mary's Creek tract and Tract 2 to a fence post found at the northeast corner of said
WYA The Ranch At Mary's Creek tract,said post also being the southeast corner of said Tract 2;
THENCE S 00023'50"W, 1811.87 feet to a fence post found in the north line of that certain tract
of land described by deed to W.C.and Mildred F. Onken as recorded in Volume 1142,Page 646,
Deed Records,Parker County,Texas;
THENCE S 89036'00"W,2076.68 feet along the common line of said WYA The Ranch At
Mary's Creek tract and said Onken tract to a fence post found at the northwest comer of said
Onken tract;
THENCE S 00-39'57"E,4818.20 feet to a fence post found in the north right-of-way line of
Mary's Creek Road(a variable width public right-of-way);
THENCE along said north right-of-way line of Mary's Creek Road the following bearings and
distances:
N 68041'38"W,340.65 feet to a fence post found;
C&B Job No.014367.010.001.0447
J:VOB\01457401\SUR\WP\LEG\4754 EXB.doc August 01,2007
Page 1 of 3
n
MorningStar Ranch
Exhibit B to Final Development Agreement Page 1
OI639I.00010:1051158.010
N 78022'46"W,382.24 feet to a fence post found;
S 78058'08"W,296.38 feet to a fence post found;
S 72022'40"W,628.68 feet to a fence post found;
S 83035'04"W, 195.27 feet to a fence post found;
N 83041'56"W, 132.72 feet to a fence post found;
N 64018'37"W, 160.48 feet to a fence post found;
N 80029'46"W,540.38 feet to a fence post found;
N 89024'18"W, 1436.95 feet to a Tx DOT monument found at the south end of a comer
clip at the intersection of said north right of way line of Mary's Creek Road and the
aforementioned east right-of-way line of FM 3325;
THENCE N 44034'43"W,71.60 feet to a TxDOT monument found at the north end of said
corner clip;
THENCE along said east right-of-way line of FM 3325 the following bearings and distances:
N 00°30'28"W,851.96 feet to a 1/2 inch iron rod found at the southeast comer of the
aforementioned WYA The Ranch At Mary's Creek tract recorded in Volume 2388,Page
306;
N 00031'16"W,292.31 feet to a TxDOT monument found;
N 00038'05"W, 13.24 feet to a 1/2 inch iron rod found at the northeast corner of said
WYA The Ranch At Mary's Creek tract recorded in Volume 2388,Page 306;
N 00029'35"W, 1786.94 feet to a TxDOT monument found;
N 04058'56"E,50.19 to a TxDOT monument found;
N 00028'54"W, 100.03 feet to a TxDOT monument found;
N 06009'53"W,50.19 feet to a TxDOT monument found;
N 00°23'20"W,47.37 feet to a TxDOT monument found;
N 02001'08"W, 155.70 feet to a TxDOT monument found;
N 06025'30"E, 104.34 feet to a TxDOT monument found;
C&B Job No.014367.010.001.0447
J:VOB\01457401\SUR\WP\LEG\4754_EXB.doc August 01,2007
Page 2 of 3
MorningStar Ranch
Exhibit B to Final Development Agreement Page 2
016391.00010:1051158.010
N 06°42'02'W,309.02 feet to a TxDOT monument found;
N 28°47'19"W, 106.85 feet to a TxDOT monument found at the beginning of a non-
tangent curve to the left;
248.63 feet with said non-tangent curve to the left,through a central angle of 04*52'14",
having a radius of 2924.79 feet,the long chord of which bears N 15°59'46"W,248.56
feet to a TxDOT monument found;
N 18025'34"W,877.10 feet to a TxDOT monument found at the beginning of a curve to
the right;
581.35 feet with said curve to the right,through a central angle of 18°00'22",having a
radius of 1849.86 feet,the long chord of which bears N 09°24'15"W,578.96 feet to a
TxDOT monument found;
N 00025'13"W,796.84 feet to a TxDOT monument found at the beginning of a curve to
the right;
THENCE 461.63 feet with said curve to the right,through a central angle of 03029'23",having
a radius of 7,579.44 feet,the long chord of which bears N 01°21'16"E,461.56 feet to the Point
Of Beginning and containing 737.346 acres of land,more or less.
This document was prepared under 22 TAC §663.2 I. does not reflect the results of an
on the ground survey, and 15 not to be u5ed to convey or e5tabli5h intere5t5 in real
property except those nejht5 and mterest5 implied or e5tabli5hed by the creation or
reconfiguration of the boundary of the political 5ubdrw5ion for which it was prepared.
C&B Job No.014367.010.001.0447
J:VOB\01457401\SUR\WP\LEG\4754_EXB.doc August 01,2007
Page 3 of 3
MorningStar Ranch
Exhibit B to Final Development Agreement Page 3
016391.00010:1051158.010
Exhibit C
Legal Descriptions of Tracts Shown on Development Plan
Ex. "C1": Tract 1
Ex. "C2": Tract 2
Ex. "C3": Tract 3
Ex. "C4": Tract 4
Exhibit"Cl"
BEING a tract of land situated in the M.S.Teeter Survey,Abstract Number 2070,Parker
County,Texas and being a portion of that certain tract of land described in deed to WYA The
Ranch at Mary's Creek,LTD.,recorded in Document Number 609010,Deed Records,Parker
County,Texas,and being more particularly described by metes and bounds as follows:
COMMENCING at a Texas Department of Transportation(TxDOT)monument found at the
northwest comer of said WYA The Ranch at Mary's Creek,LTD.,tract,in the east right-of-way
of FM 3325(a variable width public right-of-way);
THENCE S 89'47'27"E,594.66 feet with the north line of said WYA The Ranch at Mary's
Creek,LTD.,tract to the POINT OF BEGINNING
THENCE S 89'47'27"E,449.00 feet continuing with said north line;
THENCE S 00'31'16"E,490.37 feet departing said north line;
THENCE S 18'00'16"W,369.74 feet to the beginning of a non-tangent curve to the left;
THENCE with said non-tangent curve to the left,an arc distance of 395.63 feet,through a
central angle of 18*03'43",having a radius of 1255.00 feet,the long chord of which bears
N 81056'39"W,393.99 feet;
THENCE S 89'01'30"W,344.16 feet;
THENCE N 00'57'23"W,283.27 feet;
THENCE N 89'02'37"E,397.73 feet;
THENCE N 00'14'17"E,504.41 feet to the Point of Beginning and containing 462,046 square
feet or 10.607 acres of land more or less.
This document was prepared under 22 TAG§GG3.2 I,does not reflect the results of an
on the ground survey,and 15 not to be used to convey or establish interests m real
property except those rights and interests implied or established by the creation or
reconf duration of the boundary of the political subdivision for which it was prepared.
C&B lob No.014574.010.001.0601 Tracking No.N/A
S#FW710Y August 01,2007
J:IfOB\01457401\SUR\WP\LEG\4754_EXCI.LEG.DOC Page 1 of 1
MorningStar Ranch
Exhibit C to Final Development Agreement Page 1
016391.00010:1051158.010
Exhibit 11C2"
BEING a tract of land situated in the M.S.Teeter Survey,Abstract Number 2070,Parker
County,Texas and being a portion of that certain tract of land described in deed to WYA The
Ranch at Mary's Creek,LTD.,recorded in Document Number 609010,Deed Records,Parker
County,Texas,and being more particularly described by metes and bounds as follows:
COMMENCING at a Texas Department of Transportation(TxDOT)monument found at the
northwest comer of said WYA The Ranch at Mary's Creek,LTD.,tract,in the east right-of-way
of FM 3325(a variable width public right-of-way);
THENCE S 12031'43"E,928.54 feet to the POINT OF BEGINNING
THENCE N 89001'30"E,344.22 feet;
THENCE with said non-tangent curve to the right,an arc distance of 365.39 feet,through a
central angle of 18°17'03",having a radius of 1145.00 feet,the long chord of which bears S
81°49'59"E,363.84 feet;
THENCE S 21043'33"W,355.35 feet;
THENCE S 00"41'16"E,412.60 feet;
THENCE S 89018'44"W,493.60 feet;
THENCE with said non-tangent curve to the right,an arc distance of 486.72 feet,through a
central angle of 16°54'09",having a radius of 1649.86 feet,the long chord of which bears N
09022'24"W,484.95 feet;
THENCE N 00056'29"W,315.99 feet to the Point of Beginning and containing 463,304 square
feet or 10.636 acres of land more or less.
This document was prepared under 22 TAC §663.21, does not reflect the results of an
on the ground survey, and 15 not to be used to convey or e5tabli5h intere5t5 in real
property except those rights and intere5t5 implied or e5tabli5hed by the creation or
reconfiguration of the boundary of the political 5ubdiw5ron for which it was prepared.
C&B Job No.014574.010.001.0601 Tracking No.N/A
S#FW710Y August 01,2007
J:UOB\01457401\SUR\WP\LEG\4754_EXC2.LEG.DOC Page 1 of 1
MorningStar Ranch
Exhibit C to Final Development Agreement Page 2
016391.00010:1051158.010
Exhibit"C3"
BEING a tract of land situated in the P.J.McClary Survey,Abstract Number 907,Parker
County,Texas and being a portion of that certain tract of land described in deed to WYA The
Ranch at Mary's Creek,LTD.,recorded in Document Number 609010,Deed Records,Parker
County,Texas,and being more particularly described by metes and bounds as follows:
COMMENCING at a concrete monument found at the southwest comer of said WYA The
Ranch at Mary's Creek,LTD.,tract,in the east right-of-way of FM 3325(a variable width public
right-of-way);
THENCE N 75001'47"E,209.20 feet to the POINT OF BEGINNING
THENCE N 00028'38"W,555.67 feet;
THENCE N 850 16'59"E,367.22 feet;
THENCE S 04043'01"E, 150.00 feet;
THENCE S 02023'10"E,48.52 feet;
THENCE S 00031'l6"E,90.66 feet;
THENCE S 0003l'l6"E,298.98 feet;
THENCE N 89044'10"W,379.25 feet to the Point of Beginning and containing 215,746 square
feet or 4.953 acres of land more or less.
This document was prepared under 22 TAC§663.21,does not reflect the results of an on the
ground survey,and is not to be used to convey or establish interests in real property except
those rights and interests implied or established by the creation or reconfiguration of the
boundary of the political subdivision for which it was prepared.
C&B Job No.014574.010.001.0601 Tracking No.N/A
S#FW710D August 01,2007
J:\JOB\01457401\SUR\WP\LEG\4754_EXC3.LEG.DOC Page 1 of 1
MorningStar Ranch
Exhibit C to Final Development Agreement Page 3
016391.00010:1051158.010
EXHIBIT"C4"
LEGAL DESCRIPTION
OVERALL BOUNDARY
BEING a tract of land situated in the M.Teter Survey,Abstract Number 2070,the J.Morris
Survey,Abstract Number 927,the P.McClary Survey,Abstract Number 907,and the W.Cagle
Survey,Abstract Number 2373,Parker County,Texas,and being all of that certain tract of land
described by deed to WYA The Ranch At Mary's Creek,LTD.,et al as recorded in Document
Number 609010,Deed Records,Parker County,Texas,and being more particularly described by
metes and bounds as follows:
BEGINNING at a Texas Department of Transportation(Tx.DOT)monument found at the
northwest comer of said WYA The Ranch At Mary's Creek tract recorded in Volume 2388,Page
295,said monument also being the southwest comer of that certain Tract 1 described by deed to
the Lyon Living Trust as recorded in Volume 1870,Page 1479,Deed Records,Parker County,
Texas,and being in the existing east right-of-way line of FM 3325(a variable width public right-
of-way);
THENCE S 89014'27"E,2434.74 feet along the common line of said WYA The Ranch At
Mary's Creek tract and said Lyon tract to a fence post found at an ell comer in the north line of
said WYA The Ranch At Mary's Creek tract,said post also being the southeast comer of said
Tract 1,and being in the west line of that certain Tract 2 described by deed to the Lyon Living
Trust as recorded in Volume 1870,Page 1479,Deed Records,Parker County,Texas;
THENCE S 00034'26"E,247.95 feet along the common line of said WYA The Ranch At
Mary's Creek tract and said Tract 2 to a fence post found;
THENCE S 90000'00"E,4213.23 feet,continuing along said common line of the WYA The
Ranch At Mary's Creek tract and Tract 2 to a fence post found at the northeast corner of said
WYA The Ranch At Mary's Creek tract,said post also being the southeast corner of said Tract 2;
THENCE S 00023'50"W, 1811.87 feet to a fence post found in the north line of that certain tract
of land described by deed to W.C.and Mildred F.Onken as recorded in Volume 1142,Page 646,
Deed Records,Parker County,Texas;
THENCE S 89036'00"W,2076.68 feet along the common line of said WYA The Ranch At
Mary's Creek tract and said Onken tract to a fence post found at the northwest corner of said
Onken tract;
THENCE S 00039'57"E,4818.20 feet to a fence post found in the north right-of-way line of
Mary's Creek Road(a variable width public right-of-way);
THENCE along said north right-of-way line of Mary's Creek Road the following bearings and
distances:
C&B Job No.014367.010.001.0447
J:UOB\01457401\SU'R\WP\LEG\4754_EXC4.doc August 01,2007
Pagel of 5
MomingStar Ranch
Exhibit C to Final Development Agreement Page 4
0163 91.00010:105115 8.010
N 68041'38"W,340.65 feet to a fence post found;
N 78022'46"W,382.24 feet to a fence post found;
S 78°58'08"W,296.38 feet to a fence post found;
S 72022'40"W,628.68 feet to a fence post found;
S 83035'04"W, 195.27 feet to a fence post found;
N 83041'56"W, 132.72 feet to a fence post found;
N 640 18'37"W, 160.48 feet to a fence post found;
N 80029'46"W,540.38 feet to a fence post found;
N 89024'18"W, 1436.95 feet to a TxDOT monument found at the south end of a comer
clip at the intersection of said north right of way line of Mary's Creek Road and the
aforementioned east right-of-way line of FM 3325;
THENCE N 44034'43"W,71.60 feet to a TxDOT monument found at the north end of said
corner clip;
THENCE along said east right-of-way line of FM 3325 the following bearings and distances:
N 00030'28"W,851.96 feet to a 1/2 inch iron rod found at the southeast comer of the
aforementioned WYA The Ranch At Mary's Creek tract recorded in Volume 2388,Page
306;
N 00031'l6"W,292.31 feet to a TxDOT monument found;
N 00038'05"W, 13.24 feet to a 1/2 inch iron rod found at the northeast comer of said
WYA The Ranch At Mary's Creek tract recorded in Volume 2388,Page 306;
N 00029'35"W, 1786.94 feet to a TxDOT monument found;
N 04058'56"E,50.19 to a TxDOT monument found;
N 00028'54"W, 100.03 feet to a TxDOT monument found;
N 06009'53"W,50.19 feet to a TxDOT monument found;
N 00023'20"W,47.37 feet to a TxDOT monument found;
N 02001'08"W, 155.70 feet to a TxDOT monument found;
C&B Job No.014367.010.001.0447
J:VOB\01457401\SUR\WP\LEG\4754_EXC4.doc August 01,2007
Page 2 of 5
f
IqqqqI�I �t 55 1C�1✓ �
1.:
MorningStarRanch f� „,, yfJ�t YE
Exhibit C to Final Development Agreement Page 5
016391.
N 06°25'30"E, 104.34 feet to a TxDOT monument found;
N 06°42'02"W, 309.02 feet to a TxDOT monument found;
N 28047'19"W, 106.85 feet to a TxDOT monument found at the beginning of a non-
tangent curve to the left;
248.63 feet with said non-tangent curve to the left, through a central angle of 04052'14",
having a radius of 2924.79 feet, the long chord of which bears N 15059'46"W,248.56
feet to a TxDOT monument found;
N 18025'34"W,877.10 feet to a TxDOT monument found at the beginning of a curve to
the right;
581.35 feet with said curve to the right,through a central angle of 18000'22",having a
radius of 1849.86 feet,the long chord of which bears N 09'24'15"W,578.96 feet to a
TxDOT monument found;
N 00°25'13"W,796.84 feet to a TxDOT monument found at the beginning of a curve to
the right;
THENCE 461.63 feet with said curve to the right,through a central angle of 03°29'23",having
a radius of 7,579.44 feet,the long chord of which bears N 01°21'16"E,461.56 feet to the Point
Of Beginning and containing 737.346 acres of land,more or less, save and except the following
three tracts;
SAVE AND EXCEPT TRACT 1
BEING a tract of land situated in the M.S. Teeter Survey,Abstract Number 2070,Parker
County,Texas and being a portion of that certain tract of land described in deed to WYA The
Ranch at Mary's Creek, LTD.,recorded in Document Number 609010,Deed Records,Parker
County,Texas,and being more particularly described by metes and bounds as follows:
COMMENCING at a Texas Department of Transportation(TxDOT)monument found at the
northwest comer of said WYA The Ranch at Mary's Creek,LTD.,tract, in the east right-of-way
of FM 3325 (a variable width public right-of-way);
THENCE S 89047'27"E, 594.66 feet with the north line of said WYA The Ranch at Mary's
Creek,LTD.,tract to the POINT OF BEGINNING
THENCE S 89047'27"E,449.00 feet continuing with said north line;
THENCE S 00°31'l6"E,490.37 feet departing said north line;
THENCE S 18°00'16"W,369.74 feet to the beginning of a non-tangent curve to the left;
C&B Job No. 014367.010.001.0447
J:\JOB\01457401\SUR\WP\LEG\4754_EXC4.doc August 01,2007
Page 3 of 5
MomingStar Ranch
Exhibit C to Final Development Agreement Page 6
016391.00010:1051158.010
THENCE with said non-tangent curve to the left,an arc distance of 395.63 feet,through a
central angle of 18°03'43",having a radius of 1255.00 feet, the long chord of which bears
N 81056'39"W,393.99 feet;
THENCE S 89001'30"W,344.16 feet;
THENCE N 00057'23"W,283.27 feet;
THENCE N 89002'37"E,397.73 feet;
THENCE N 00014'17"E, 504.41 feet to the Point of Beginning and containing 462,046 square
feet or 10.607 acres of land more or less.
SAVE AND EXCEPT TRACT 2
BEING a tract of land situated in the M.S.Teeter Survey,Abstract Number 2070,Parker
County,Texas and being a portion of that certain tract of land described in deed to WYA The
Ranch at Mary's Creek,LTD.,recorded in Document Number 609010,Deed Records,Parker
County,Texas,and being more particularly described by metes and bounds as follows:
COMMENCING at a Texas Department of Transportation(TxDOT)monument found at the
northwest comer of said WYA The Ranch at Mary's Creek,LTD.,tract,in the east right-of-way
of FM 3325 (a variable width public right-of-way);
THENCE S 12031'43"E,928.54 feet to the POINT OF BEGINNING
THENCE N 89001'30"E,344.22 feet;
THENCE with said non-tangent curve to the right,an arc distance of 365.39 feet,through a
central angle of 18017'03",having a radius of 1145.00 feet,the long chord of which bears
S 81049'59"E,363.84 feet;
THENCE S 21043'33"W,355.35 feet;
THENCE S 00041'l6"E,412.60 feet;
THENCE S 89018'44"W,493.60 feet;
THENCE with said non-tangent curve to the right,an arc distance of 486.72 feet,through a
central angle of 16054'09",having a radius of 1649.86 feet,the long chord of which bears
N 09°22'24"W,484.95 feet;
THENCE N 00056'29"W,315.99 feet to the Point of Beginning and containing 463,304 square
feet or 10.636 acres of land more or less.
C&B Job No. 014367.010.001.0447
J:VOB101457401VSLJRIWP\L.EG14754_EXC4.doc August 01,2007
Page 4 of 5
MorningStar Ranch
Exhibit C to Final Development Agreement Page 7
0163 91.00010:105115 8.010
SAVE AND EXCEPT TRACT 3
BEING a tract of land situated in the P.J.McClary Survey,Abstract Number 907,Parker
County,Texas and being a portion of that certain tract of land described in deed to WA The
Ranch at Mary's Creek,LTD.,recorded in Document Number 609010,Deed Records,Parker
County,Texas,and being more particularly described by metes and bounds as follows:
COMMENCING at a concrete monument found at the southwest corner of said WYA The
Ranch at Mary's Creek,LTD.,tract,in the east right-of-way of FM 3325(a variable width public
right-of-way);
THENCE N 75001'4T'E,209.20 feet to the POINT OF BEGINNING
THENCE N 00028'38"W,555.67 feet;
THENCE N 85016'59"E,367.22 feet;
THENCE S 04043'01"E,150.00 feet;
THENCE S 02023'10"E,48.52 feet;
THENCE S 0003 1'16"E,90.66 feet;
THENCE S 00031'l6"E,298.98 feet;
THENCE.N 89044'10"W,379.25 feet to the Point of Beginning and containing 215,746 square
feet or 4.953 acres of land,leaving 30,977,694 square feet or 711.15 acres of land more or less.
Th15 document was prepared under 22 TAC §GG3.2 1, does not reflect the results of an
on the ground survey, and 15 not to be used to convey or e5tabli5h interests in real
property except those rights and interests implied or estabhshed by the creation or
reconfiguration of the boundary of the political subdiw5ion for which it was prepared.
C&B Job No.014367.010.001.0447
J:UOB\01457401\SLTR\WP\LEG\4754_EXC4.doc August 01,2007
Page 5 of 5
MomingStar Ranch
Exhibit C to Final Development Agreement Page 8
016391.00010:1051158.010
Exhibit D
Declaration of Covenants, Conditions and Restrictions
DECLARATION OF COVENANTS,CONDITIONS,AND RESTRICTIONS
FOR
SAMPI F HD FOWNFRS ASSOCIATION
7616761.000PO/.000tlO/D0Y1YAfSt7.Y
MorningStar Ranch
Exhibit D to Final Development Agreement Page 1
016391.00010:1051158.010
TABLIF OF CONTENTS
ARTICLE SEC71ON 23Q8
I. DEFINITIONS 1
1. Area of Common Responsibility........................................_.._........................ 1
2. Articles of Incorporation;Articles..........................._.............._........................ 1
3. Association................................................................................................... 1
4. Base Assessment........................................................................................... 1
5. Benefited Assessment..........................._.............................._........................ 1
S. Board of Directors;Board.........................._.................................................... 2
7. Builder...................._......................................._................................................ 2
8. Class'B'Control Period.................................................................................. 2
9. Common Area._...._......................................................................................... 2
10. CornmonExpenm..........................................._..........................................1 2
11. Community-Wide Standard............................................................................. 2
12. Declarant............................................................................_......................._... 2
13. Exclusive Common Area................................................................................. 2
14. Masler Land Use Plan..................................................................................... 2
15. Member.........................................................................._............................ 2
16. Mortgage..............._......................................................................................... 2
17. Mortgagee................................................_.........................._.7...................... 3
18. Mortgagor...................................................................................................... 3
19. Neighborhood........_..................................................._.................................... 3
20. Neighborhood Assessrnents............................................................................ 3
21. Neighborhood Association....................................._........................................ 3
22. Neighborhood Expenses................................................................................ 3
23. Owner.............................................................................................................. 3
24. Person..................................................................................._........................ 3
25. Properties......................................................................................................... 3
26. Spacial Assessrnent........................................................................................ 3
27. Supplemental Declaration................................................................................ 3
28. Unit._......................................................................_........................................ 3
29. Voting Group................................................................................................... 4
30. Voting Member..................................................._............................................ 4
11. PROPERTY RIGHTS 4
1. Common Area.......„......................................................................................... 4
2. Exclusive Common Area......................._......................_................................ 5
III. ASSOCIATION FUNCTION,MEMBERSHIP AND VOTING RIGHTS 5
1. Function of Association.......................... ...................................................... 5
2. Membership..........._......................................._.........._................................... 6
3. Voting....................._................................................................I..................... 6
4. Neighborhoods,Voting Members and Voting Groups................................... 6
�arm000r.aroour�eocw,usaw
MorningStar Ranch
Exhibit D to Final Development Agreement Page 2
016391.00010:1051158.010
ARTICLE SEMI Pape
IV. RIGHTS AND OBLIGATIONS OF THE ASSOCIATION 8
1. Common 8
2. Personal Pmp"and Real Property for Cammm Ilse._.._._»....»..»......_.. 8
3. Rules and Repufa8one_......_»»._....._.......»_._...._.».»......».......».___.._..».. 8
4. 6tbrgsM.»»...» _..».._.._. ..»..»....»_ »...»........_.... ..»..» ». 9
5. Implied Rlphle». _._._.._.._..__»._»........»._...........»..». .......-._»__� 9
6. Govemmental kitere�..._. ._»_.._.._.»....... .........» »_.._.._._,-..»»__ 9
7. Ikon..._.___._.»....._.._.._.....».._..:__.... »..._».._..». .._..»_»» 9
8. Dedication a(Common Aim........................ ...».».»»»»..»»»..».».._....» 9
9. 80=11y_...... » »_ »»__»».. ..»».... 9
10. Powers of the Assodation Relating to Nalghbodroods....._........_......_.._.... 10
V. MAINTENANCE 10
1. AssociaWt ResportsiW.................................................................._.. 10
2. Owners ..................._..............._.. 11
3. Neighbortto s Regambtity................................................................... 12
4. Standard of Parlbrtnanoe..__..... ._..... ..._._.._..............»........................... 12
5. Party Walls and Party Fences_._..»»_..».» ».....».»»». ......».._..........__ 12
VI. INSURANCE AND CASUALTY LOSSES 13
1. Association kwjm=........___....,__........._.._..»_......................... ._ 13
z IndWual kwanoe 15
3. Darnepe xd Oeslnxon....»» __»._ ._ » »»»._ ............ ..».»..... 15
4. DWxkaemeotofProoeeds.. ..»....__.....».». ._.._.....».........».....»..».......... 16
5. Re*and Rewnsbtxctlon..................................._................................... 16
VII. NO PARTITION 18
Vlll. CONDEMNATION is
DC ANNEXATION AND WITHDRAWAL OF PROPERTY 17
1. Amw*36on wdh0ut Apprwal of 6lernbership._.._..»..»._. ....»....._.............. 17
2. An ro adon with Approval of Wmbecship...._».»».....__. ....»..».....».....». 17
3. Vjftmwal of Properly..».._ ».»»...».. ....... _.»»..___.._....»»..»..».»........ 17
4. Additional Cwenaob and Eaeernenls..........._ ._.._»»._..»......».»..»........ 18
5. Amer0y nts.. _ »._.._»».....»...».... .. ...»._.._M _..»..... ...».._....» 18
X. ASSESSMENTS 18
1. Creation otAnesernenb.....». » ..».».. .... »__»_......_.. _....». 18
2. Computation of Base Assessment............. 19
MUMIAM.aWA&DONAL v
MomingStar Ranch
Exhibit D to Final Development Agreement Page 3
016391.00010:1051158.010
&RTIQLF SECTION
3. :m
4. Reserve Budget and Capital Contribution.......... ........................................... ou
u -----''-- 20
u menwmom Assessments......................................... ...... ............................... 21
7. Lien for Assessments......... .................................................... ..................... 21
8. Date of Commencement of Assessments............................ ....................... 22
9. Faikmolo Assess........ 22
nz --.----' 22
n. Exempt Property--_-_-_-_'_-_-_----_----' 22
A. ARCHITECTURAL STANDARDS 22
1. General......................................................................................................... 22
2. ^mchilemvral Review...................... ms
u Guidelines arid Procedures.--._--------_---. zo
4. wo Waiver oy Future Approvals......... ........................................................... 24
5. Variance.......................................................................................................... 24
6. UnKatkmofLiabTwW........................................................................................ 25
T snfoicemanL'--_.---- ............................ .................................... 25
)(11. USE RESTRICTIONS 25
1. 25
2. za .
3. 26
4. /mUrtals and Pets........................................ ................................................ a*
a Quiet 26
a un*igmty'xUnkempt Conditions.................................................................. 27
7. Antennas........................................................................................................ J/
S. cx)thxesmnes,Garbage Cans,Tanks,Etc. z7
9. Subdivision vy Unit and Tir*emnaino.............................................................. z/
10. Firearms........................................................................................................ 27
11. Pools.......... .................................................................................................... am
12. 28
13. Tents,Mobile Homes,and 28
14. Grading,Drainage and Septic Systems.......................................................... ou
15. Removal of Plants and Trees.............................. ....................................... ou
16. ow
17. o$
18. Air Conditioning Units...................................................................................... uu
nacigmmg......................... ...................................... ...... ................................ ou
20. Afflicia|Vegetation,E)derlor
and-Similar items...... ........................................... ....................................... 28
21. oe
22. Wmmnds.Lakem and Other Water Bodies.................................................... oo
ua --- 29
24. Fences........................... ................................................................................. 29
25. Business Use................................................................................................. zu
&4noungStar Ruou6
Exhibit to Final Development Agreement Page
ARTICLE sEan?m
26. On-Site Fuel Storage.............................................................._..........»..»... 29
27. !.easing of Unb...........................»...............................................»..».......... 30
28. Laws and Ordinwces............»......»...»......................................»..... .._..... 30
29. Single-Farnk Occupancy............................. .................»...................... 30
30. Mineral Operaiions............................................................................... 30
Xill. EASEMENTS 30
1. Easements of Encroachment.................................................. ».._... 30
2. Easements for U6Tities,Elm. ..»»»..»..»..»..............................................».. 30
3. Easement for lakes and Pond Maintenance and
FloodWabsr.. »._. ......_ .....»..»..»..............»...............................»... 31
4. Easement to Serve Additional Property»...»...............................................»... 31
5. Right of Erdry.».»..»...».........»... ......»»....»................................................ 32
6. Retaining Walk0ra6'ragalFerae Euwner ......................................I...»... 32
XIV. MORTGAGEE PROVISIONS 34
1. Notices of Action._..... ...................»........................».......................».....».. 34
2. SpBoW FHLMC Provisioa_......................................................................».. 34
3. Other Provisions for Fist Lien Holders......»..»................................................ 35
4. Arnendments to Docww*........................................................................... 35
5. No Priority.._.. .....».....»»..............»..»..».._...........»................................. 38
6. Nott+ee b Association..........»....................... ..._..........I.............................. 36
7. Amendment by Board..... ......»............»..»..»................................,............. 35
8. Appkabft of Articb X1V....».................»»....»..»..».................................... 36
9. Failure of Mortgagee to Respond.................»..............................».»—.. 36
% HUD/VA Approval...........................................»....................»..............»».. 37
XV. DECLARANTS RIGHTS 37
XVI. GENERAL PROVISIONS 37
1. Term. ... ....»..............»........................................................................ 37
2. ...».._...................................................................................... 38
3. Severabrldy».........................................»......»..»..»........................................ 38
4. Perpetiies.........................................»........................._............................ 38
5. 1.$1gadon»..... ..»».»................................................................................... 38
S. Cumulative Effect ConfNcL...........................»............................................... 39
T. Use of the*IdmmEaau'Phrase and Mark,.»......»..».................................... 39
8. COmpNartos».» . ». .................................................................. 39
9. Notice of Sale or Transfer of Title.........................»....................................... 39
10. Dispute Resolution........_.................................»............................................. 39
�nauoowr.roannueooruLAav
MorningStar Ranch
Exhibit D to Final Development Agreement Page 5
016391.00010:1051158.010
DECLARATION OF COVENANTS,CONDITIONS,AND RESTRICTION
FOR
CAMPLF HOMFOWNFjRS ASSOCIATION
THIS DECLARATION OF COVENANTS, CONDITIONS, AND RESTRICTIONS is made
this day of 20_,by t imited Partnership—a Texas lmlted partnerMip(hereinafter referred to
as"DecawV).
Declarant is fine owner of the real property. Declarant intends by this Declaration to impose
upon the Properties(as defined hersh)mutually beneficial restrictions under a general plan of improvement
for the benefit of all owners of real property within the Properties, Declarant desires to provide a flexible and
reasonable procedure for the overall development of the Properties, and to establish a method for the
administration, maintenance, preservation, use and enjoyment of such Properties as are now or hereafter
subjected to this Declaration.
Declarant hereby declares that all of the property and any additional Property which is
hereafter subjected to this Declaration by Supplemental Declaration (as defined herein)shag be held,sold,
used and conveyed subject to the following easements,restrictions,covenants,and conditions which are for
the purpose of protecting the value and desirability of and which shall run with the real property subjected to
this Declaration. This Declaration shall be binding on all parties having any right, title, or Interest in the
described Properties or any part thereof,their heirs,successors,successors-tn-title,and assigns,and shag
Inure to the benefit of each owner thereof.
This Declaration does not and is not intended to create a condominium within the meaning
of the Texas Condominium Act,Tax Pmp CMAAnn.,Section 81.001,eUj=(Vernon 1984).
Article I
nFRNrMNS
The terms in this Declaration and the exhibits to this Declaration shall generally be given
their natural, commonly accepted definitions except as otherwise specified. Capitalized terns shag be
defined as set forth below.
Section 1. . shall mean and refer to the Common
Area,together with those areas,ti any,which by the terms of this Declaration,any Supplemental Declaration
or other applicable covenants,contract,or agreement with any Neighborhood,become the responsibility of
the Association.
Section 2. "Articles of Incotpamban" or Arfidre shag refer to the Articles of
Incorporation of Sampla Homaowrmm Asmdalian as fad with the Serratary of State Of tha State of Texas
Section 3. " shall refer to Sample HOmepwnF-m A 4Oci6tien a Texas
corporation,its successors or assigns.
Section 4. 'Rasa"ss -smeW shag refer to assessments levied on all Units subject to
assessment under Article X to fund Common Expenses for the general benefit of all Units, as more
partic Aedy described in Article X,Sections 1 and 2.
Semen S. "Eanefited AsaMment"shag mean assessments levied in accordance with
Artie X,Section 6 of this Declaration.
1
708761MMIAOMM/3DOMIMY
MomingStar Ranch
Exhibit D to Final Development Agreement Page 6
016391.00010:1051158.010
Section 6. -Board of DYecttxc• or 'Baue shall be the body responsible for
administratim of the Association,and generally serving the same role as the board of dvrectors under Texas
corporate law.
Section 7. B!lg W shall mean any Person which purchases one or more Units or
parcels of land within the Properties for the purpose of constructing Improvements thereon for resale in the
ordinary course of such Person's business.
Section 8. Qaas B•Control grind•shall refer to the period of time during which the
Class•B"Member is entitled to appoint a majority of the members of the Board of Directors.
Section 9. Commop_Ama shall mean all real and personal property which the
Association now or hereaW owns, leases or otherwise holds possessory or use rights in for the common
use and enjoyment of the Owners,and shag include Exclusive Common Areas,as defined below.
Section 10. Common Expen�caa• shall mean the actual and estimated expenses
incurred,or anticipated to be incurred,by the Association for the general benefit of all Unit Owners,including
any masonable reserve,all as may be found to be necessary and appropriate by the Board pursuant to this
Declaration and the Articles of Incorporation of the Association,but shall not include any development costs
incurred during the Class •B" Control Period for initial development, orighal construction, insfaltation of
n6astructure,original captlat improvements,or other original construction costs unless approved by Voting
Members representing a majority of the total Class W vote of the Association.
Section 11. nmunt Wide Standanf' shag mean the standard of conduct,
maintenance,or other activity generally prevailing throughout the Properties. Such standard may be more
specific.*determined by the Board of Directors and the New Construction Committee.
Section 12 "DegWmi!'shag refer to limited Partnership,a Texas ifrntted partnership,
qualified to do business In Texas,or any successor,successor-in-title,or assign who takes We m any portion
of the real property for the purpose of development and/or sale in the ordinary course of such Person's
business and who is(a)Declarants lender under any financing obtained by Declarant for development of the
Properties, or (b) designated as the Declarant in a recorded instrument executed by the immedately
preceding Declarant.
Section 13. •Fxclusiuw Common Arse shag refer to a portion of the Common Area
intended for the exclusive use or primary benefit of one or more,but less than all,Neighborhoods,as more
partk ularty described in Article IL
Section 14. "Wstar I and Use Plan• shall refer to the master land use plan for the
development of the Nam of ma g hellvLsion coimmunity prepared by or on behalf of Declarant as it may be
amended from time to time, which plan includes the property and all or a portion of the property which
Declarant may from time to time anticipate subjecting to this Declaration. Inclusion of property on the Master
Land Use Plan shag not, under any circumstances, obligate Declarant to subject such property to this
Declaration,nor shag the exclusion of property from the Master Land Use Plan bar its hater annexation in
accordance with Article IX
Section 15. "Ilelembet"shall refer to a Per entitled to membership in the Association,
as provided in Article Ill,Section 2
Section 18. WodgaW shall refer to a mortgage, a deed of that, a deed to secure
debt,or any other form of security deed.
2
>a�a.r.m000a.aooao,,eooxusnrr
MomingStar Ranch
Exhibit D to Final Development Agreement Page 7
016391.00010:1051158.010
Section 17. "hllo 'shad refer to a beneficiary or holder of a Mortgage.
Section 16. "ModgatgaC shall refer to any Person who gives a Mortgage.
Section 19. "Nei shall refer to each separately developed residential area
within the Properties,whether or not governed by a Neighborhood Association(as defined in Section 22
below),in which the Owners of Units may have common Interests other than those common to all Members
of the Association. For example,and by way of illustration and not limitation,each condominium,town home
development,cluster home development and sh*4amly detached development may constitute a separate
neighborhood,or a Neighborhood may be comprised of more than one housing hype with other features In
common. In addition,each parcel of land intended for development as arty of the above shall constitute a
Neighborhood,subject to division into more than one Neighborhood upon development
Where the context permits or requires, the term Neighborhood shall also refer to the
Neighborhood Committee or Neighborhood Association having concurrent jurisdiction over the property
within the Neighborhood. Neighborhood boundaries may be established and modified as provided in Article
ill,Section 4,of this Declaration.
Section 20. shall mean assessments levied against the
Units in a particular Neighborhood or Neighborhoods to fund Neighborhood Expenses,as more particularly
described in Article X,Sections 1 and 3 of this Declaration.
Section 21. lWhborlud Association"shall refer to any condominium association or
other owners associations having concurrent jurisdiction over any Neighborhood.
Section 22. "Neighborheed EYnan_m shall mean and include the actual and estimated
expenses incurred or anticipated to be incurred by the Association for the benefit of Owners of Units within a
particular Neighborhood or Neighborhoods,which may include a reasonable reserve for capital repairs and
replacements,all as may be specific*authorized from time to time by the Board of Directors and as more
particularly authorized herein or In Supplemental Declarations applicable to the Neighborhoods.
Section 23. me shal refer to one or more Persons who hold the record title to any
Unit but excluding in all cases arty party holding an interest merely as security for the perfomhar"of an
obligation. If a Unit is sold under a recorded contract of sale,and the contract specifically so provides,the
purchaser(rather than the fee owner)oval be considered the Owner.
Section 24. ppt;,pp" shall mean a natural person, a corporation, a partnership, a
trustee,or any other legal entity.
Section 25. TmpadW shall mean and refer to the real property together with such
additional properly as is hereafter subjected to this Declaration In accordance with Artde DC.
Section 26. "Special ssagsmn P shall mean and refer to assessments levied in
accordance wdh Article X,Section 5 of this Dedaraton.
Section 27. "shell mean an amendment or supplement to
this Declaration tiled pursuant to Article IX which subjects additional property to this Declaration w4or
imposes,expressly or by reference,additional restrictions and obligations on the land described therein. The
term shall also refer to an instrument fled by the Declarant pursuant to Article III, Section 4(c), which
designates Voting Gross.
3
MiU LLIM IA00 URDONAL"
MomingStar Ranch
Exhibit D to Final Development Agreement Page 8
0163 91.0 0010:105115 8.010
Section 28. 'JkV shall mean a portion of the Properties, whether improved or
unimproved,which may be independently owned and conveyed and which is intended for development,use,
and occupancy as an attached or detached residence for a single family. The tens shall refer to the lard,if
any,which is part of the Unit as well as any improvements thereon. The berm shag Include its meaning,by
way of illustration but not limitation,condominium units,townhouse units,duster homes,patio or zero lot line
homes, and single-family detached houses on separately platted lots, as well as vacant land intended for
development as such,but shall not include Common Areas,common property of Heighborhood Association,
or property dedicated to the public In the case of a structure containing multiple dwellings,each dwelling
shall be deemed to be a separate Una
in the case of a parcel of vaunt land or land an which improvements are under
construction,the parcel shag be deemed to contain the number of Units designated for residential use for
such parcel on the Master Land Use Plan or the site plan approved by Declarant,whichever is more recent,
until such time as a subdivision plat or condominium plat is filed of record on all or a portion of the parcel.
Thereafter, the portion encompassed by such plat shall constitute a separate Unit or Units as determined
above and the number of Units on the remaining land,if any,shall continue to be determined in accordance
with this paragraph.
Section 29. lLatlaq� shall mean one or more Voting Members who vote on a
common state for election of directors to the Board of Directors of the Associafion, as more particularly
described in Article IIi,Section 4(c),of this Declaration or,d the oontend so indicates, the group of Members
whose Units are represented thereby.
Section 30. "Voting Mere shag refer to the representative(s) selected by the
Members within each Neighborhood as provided in Article III,Section 4(b),lo be responsible for casting votes
attributable to Units in the Neighborhood on at matters requiring a vote of the membership. The tern"Voting
Member'shag include any attamate Voting Member acting in the absence of a Voting Member,any Owner
authorized to personalty cast the vote for its Unit pursuant to Article IIi, Section 4(b), and the Class B"
Member,so long as such membership exists.
Ardde tl
PROPERTY RIGHTS
Section 1. Common Area Every Owner shall have a right and nonexclusive
easement of use,access,and enjoyment ii and to the Common Area,subject to:
(a) This Declaration and any other applicable covenants, as they may be amended from
time to time,and subject to arty restrictions or limitation contained in any deed conveying such property to
the Association;
(b) The right of the Board to adopt rules regulating the use and enjoyment of the Common
Area, Including rules restricting use of recreational facilities within the Common Area to the occupants of
Units and their guests and rules limiting the number of guests who may use the Common Area;
(c) The right of the Board to suspend the right of an Owner to use recreational facilities
within the Common Area (i) for any period during which any charge against such Owners Unll remains
delinquent and()for a period not to exceed 30 days for a single violation or for a longer period in the rase
of any continuing violation, of the Declaration, any applicable Supplemental Declaration, or rules of the
Association after notice and a hearing;
(d) The right of the Association,acting through the Board,to dedicate or transfer all or any
4
MUM 14=01.W=1..rto0X0J"
MorningStar Ranch
Exhibit D to Final Development Agreement Page 9
0163 9 I.00 010:10 5115 8.0 l 0
part of the Common Area pursuant to Article N,Section B hereof;
(a) The right of the Board to impose reasonable membership requiinaments and charge
reasonable admission or other fees for the use of any recreational faciity situated upon the Common Area;
(0 The right of the Board to permit use of any recreational facilities situated on the Common
Area by persons other than Owners,their families.lessees and guests upon payment of use fees established
by the Board
(g) The right of the Association, acting through the Board, to mortgage, pledge, or
hypothecate any or all of its real or personal property as se=4 for money borrowed or dens Incurred,
subject to the approval requirements set forth in Article XN,Section 2 hereof and
(h) The rights of certain Owners to the exclusive use of those portions of the Common Area
designated"Exclusive Common Areas,'as more particularly described in Section 2 below.
Any Owner may extend his or her right of use and enjoyment to the members of his or her
family, lessees, and social Invitees, as applicable, subject to reasonable regulation by the Board and In
accordance with procedures it may adopt An Owner who leases his or her Unit shag be deemed to have
assigned all such rights to the lessee of such Unit
Section 2. E.hzbm Common Ama Certain portions of the Common Area
may be designated as Exclusive Common Area and reserved for the exclusive use or primary benefit of
Owners and occupants of Units within a parttalar Neighborhood or Neighborhoods. By way of iiustra6on
and not imitation an Exclusive Common Area may include recreational facilities,entry features,landscaped
medians and cul-de-sacs,lakes and other potions of the Common Area within a particular Neighborhood or
Neighborhoods. AI costs associated with maintenance,repair,replacement,and Insurance of an Exclusive
Common Area shag be assessed as a Neighborhood Assessment against the Owners of Units in those
Neighborhoods to which the Exclusive Common Areas are assigned.
Initially any Exclusive Common Area shall be designated as such and the mclusive use
thereof shall be assigned In the deed by which the Declarant conveys the Common Area to the Association
or on the plat of survey relating to such Common Area;provided,any such assignment shalt not be exclusive
and shag not preclude the Declarant from later assigning the same Exclusive Common Area b additional
Neighborhoods, so long as the Declarant has a right to subject additional property to this Declaration
pursuant to Article K Section 1.
Thereafter,a portion of the Common Area may be assigned as Exclusive Common Area of
a particular Neighborhood,or Neighborhoods and Exclusive Common Area may be reassigned,upon the
vote of Voting Members representing a majority of the total Class"A"votes in the Association,including a
majority of the Class "A"votes within the Neighborhood(s) to which the Exclusive Common Areas are
assigned, if applicable, and within the Neighborhood(s)to which the Exclusive Common Areas are to be
assigned. As long as the Declarant owns any property described on Exhibits"A"or B"for development
and/or sale,any such assignment or reassignment shag also require the consent of the Declarant
The Assodatim may, upon majority vote of the Neighborhood Committee or board of
directors of the Neighborhood Association for the Nef hborhood(s)to which Exclusive Common Areas are
assigned,permit Owners of Units In other Neighborhoods to use all or portions of such Exclusive Common
Areas upon payment of reasonable user fees,which fees shall be used to offset the Neighborhood Expenses
attributable to such Exclusive Common Areas.
5
vsrax aranncv.moaor�onwscvv
MorningStar Ranch
Exhibit D to Final Development Agreement Page 10
016391.00010:1051158.010
Article III
ASSWATIQN FUrNGTION MFURERS14P AND VOTINL RI(_HTS
Section 1. Function of Assodgitlon. The Association shall be the entity responsible for
managemeM maintenance,operation and control of the Common Area In addition,the Association shall be
responsible for the enforcement of this Declaration and such reasonable rules regulebig use of the
Properties as the Board may adopt and for administering and enforcng the architectural standards and
controls set forth in this Declaration pursuant to ArtGe XI. The Association shall perform its functions in
accordance with this Declaration,and Texas law.
Section 2. Membership Every Owner shall be a Member of the Association. There
shall be only one membership per Unit If a Unit Is owned by more than one Person,all co-Owners shall
share the privileges of membership,subject to reasonable Board regulation and the restrictions on voting set
forth in Section 3 of this Article,and all such co-Owners shall be jointly and severally obligated to perform the
responsibilities of Owners. The membership rights and privilegets of an Owner who is a natural person may
be exercised by the Member or the Mernbets spouse. The membership rights of an Owner which is a
corporation,partnership or other legal entity may be exercised by the individual designated from time to time
by the Owner in a written Instrument provided to the Secretary of the Association.
Section 3. Itti0g. The Association shall have two classes of members*Class"A"
and Class"B'.
(a) ClassA Class"A"Members shall be all Owners except the Class"B'Member,N any.
Class"A'Members shall be entitled to one equal vote for each Unit in which they hold tea
interest required for membership under Section 1 hereof, there shall be only one vote per Unit Unless
otherwise specified in this Declaration, the vote for each Unit shall be exercised by a Voting Member
representing the Neighborhood of which the Unit is a part as provided in Section 4(b)of this Article. The
Voting Members may cast the votes which they represent as they,in their discretion,deem appropriate.
In any situation where a Member is entitled personally to exercise the vote for his Unit and
there is more than one Owner of a patfa*m Unit,the vote for such Unit shall be exercised as such co-
Owners determine among themselves and advise the Secretary of the Association in writing prior to any
meeting. In the absence of such advice,the Units vote shall be suspended K more than on Pennon seeks to
exercise it
(b) Class'R' The sole Class"S"Member shall be the Declarant The rights of the pass
"B"Member,including to right to approve,or withhold approval of,actions proposed under this Declaration,
are specified elsewhere In the Declaration. Initially,the Class"B'Member shall be entitled to 2,ODO votes:
this number shall be decreased by one vote for each Gass"A"membership outstanding at any given time.
The Class"B'Member shag be entitled to appoint a majarity of the members of the Board of Directors during
the Class B"Control Period. After termination of the Class V'Control Period,the Class'B"Member shall
have a right to disapprove certain actions of the Board of Directors and committees.
The Class"B"membership shall terminate and beoorne converted to Class"A'membership
upon the earlier of
(i) when,in its discretion,the Declarant so determines and declares in a recorded
instrument
Section 4. NAighborhoods Voting Members mid VWiag Grou
6
76MMrMoovIMMIAocw.rt car
MorningStar Ranch
Exhibit D to Final Development Agreement Page 11
016391.00O10:1051158.010
(a) Ngthhorhcoo.ds. Every Unit shall be located within a Neighborhood In the discretion of
the Owner(s)and developer(s)of each Neighborhood, the Units within a particular Neighborhood maybe
subject 10 additional covenants andlor the Unit Owners may all be members of a Neighborhood Association
in addition to the Association. However,a Neighborhood Association shall not be required except In the case
of a condominium or otherwise as required by law. The Owners of Units In any Neighborhood which does
rot have a Neighborhood Association may elect a Neighborhood Committee,to represent the interests of
such Owners.
Each Neighborhood may request that the Association provide a higher level of service or
special services for the benefit of Units in such Neighborhood upon the affirmative vote,written consent,or a
oombination thereof of the Owners of a majority of the Units within the Neighborhood. In such event,the
Association may provide the requested services, 9 the Board deems it appropriate. The cost of such
services shag be assessed against the Units within such Neighborhood as a Neighborhood Assessment
pursuant to Artide X hereof.
Exhibit A"to this Declaration,and each Supplemental Declaration filed to subject additional
property to this Declaration,shall initially assign the property described therein to a specific Neighborhood by
name,which Neighborhood may be then wsting or newly created. The Declarant may unilaterally amend
this Declaration or any Supplemental Declaration from time ko time to redesignate Neighborhood boundaries;
provided,two or more Neighborhoods previously established shall not be combined without the consent of
Owners of a majority of the Units in the affected Neighborhoods.
The Owner(s)of a majoffty of the total number of Units within any Neighborhood may at any
time petition the Board of Directors to divide the property arnprWM the Neighborhood into two or more
Neighborhoods. Such petition shall be it writing and shall include a plat or survey of the entire parcel which
indicates the boundaries of the proposed Ne(ghborhood(s)or otherwise identifies the Units to be Included
within the proposed Neighb or hood(s). Such petition shall be granted upon the filing of an required
documents with the Board unless the Board of Directors denies such application in writing within 30 days of
its receipt thereof The Board may deny an application only upon determination that there is no reasonable
basis for distnguishing between the areas proposed to be divided into separate Neighborhoods. Ad
applications and copies of any denials shall be filed with the books and records of the Association and shall
be maintained as long as fltis Dedaraton Is In effect
At any meeting of the Owners of Units in a Neighborhood, except that the term Voting
Member"as used in those Sections shag refer to the Class"A'Members whit the Neighborhood and
references to votes In'the Association"shall refer to the Class"A votes in the Neighborhood.
(b) yntipp Members The Class'A'Members within each Neighborhood may elect one
Voting Member for each 50 Units within the Neighborhood(rounded up to the nearest 50). On all Association
matters requiring a membership vote, each such Voting Member shag be entitled to cast that number of
votes determined by dividing the total number of Class"A'votes In the Neighbortood by the number of
Voting Members elected from such Neighborhood, except as otherwise specified in this Declaration. If
Vo&g Member(s)are elected,then the Class"A Members within each Neighborhood shag also elect one or
more alternate Voting Members to be responsible for casting such votes in the absence of a Voting Member.
Upon the first election of Voting Member(s), the Voting Member(s)and alteman Voting
Member(s) from each Neighborhood shall be elected an an annual basis, either by written banal or at a
meeting of the Clasa'A'Members within such Nekghborhood,as determined by the Board;provided,upon
written petition signed by Class "A" Members holding at least ten (10%) percent of the Class"A"votes
attributable to Units within any Neighborhood,the election for such Neighborhood shall be held at a meeting.
The presence,in person or by proxy,of Class'A"Members representing at least thirty(30%)percent of the
trial Class"A'votes attributable to Units In the Neighborhood shag constitute a quorum at any meeting of the
7
�ara�ar.onon►r.aaaoutinaowtsnn
MorningStar Ranch
Exhibit D to Final Development Agreement Page 12
0163 91.00010:105115 8.010
Neighborhood.
The Board may calf for the first election of the Voting Member(s) and alternative Voting
Member(a)from a Neighborhood at any time attar the first conveyance of a Unit In the Neighborhood to a
Person other than a Builder. Subsequent elections shag be held within 30 days of the soma date each year.
Each Class A" Member shall be entitled to cast one equal vote for each link which it owns In the
Neighborhood for each position. The candidate for each position who receives the greatest number of votes
shall be elected to serve a term of one year and until a sum is elected. Any Owner of a Unit in the
Neighborhood may submit nominations for elec-tlon or declare himself a candidate in accordance with
procedures which the Board shag establish.
Any Voting Member may be removed,with or without cause,upon the vote or written petition
of Owners of a majority of the total number of Units awned by Class'A'Members In the Neighborhood which
such Voting Member represents.
Until such time as the Board first calls for election of a Voting Member for a Neighborhood,
the Owners within such Neighborhood may personally cast the votes attributable to their respective Units on
any Issue requiring a vote of the Voting Members under ftiis Declaration.
(c) Voting Groups, The Declarant may establish Voting Groups for election of directors to
the Board in order to promote representation on the Board of Directors for various groups having dissimilar
interests and to avoid a situation in which the Voting Members representing sinular Neighborhoods are able,
due to the number of Units in such Neighborhoods, to elect the entire Board of Directors, excluding
representation of others Any other members of the Board of Directors shall be elected at large by all Voting
Members without regard to Voting Groups.
The Declarant shall establish Voting Groups,I at all,not later ftn tihe date of expiration of
the Class 'B' Control Period by filing with the Association and In the County Clerk Official Records of
County, Texas,a Supplemental Declaradon ideri fying each Voting Group and the Units within
such group. Such designation may be amended from time to time by the Declarant,acting alone,at any time
prior to the expiration of the Class"B'Control Period. Until such time as Voting Groups are established by
the Declarant,or in the event that the Declarant fails to establish Voting Groups,all Units shall be assigned to
the same Voting Group.
A file IV
RIQWS AND ABUG&MNa QF THP ASSnr_feTtOU
Section 1. C&Omon Area The Association, subject to the rights of @1B Owners set
forth in this Declaration,shag be responsible for the exclusive management and control of the Common Area
and al improvements thereon(uncluding,without limitation,fumishtngs,equipment,and common landscaped
areas),and shall keep it in good,dean,attractive,and sanitary condition,order,and repair,consistent with
this Declaration and the Community-Wide Standard.
Section 2. Parsenarr Prop"and Real Property for Common Use, The Association,
through action of fb Board of Directors,may acquire,hold,and dispose of tangible and intangible personal
property and real property,subject to such restrictions as are set forth herein. The Declarant may convey lo
the Association improved or un'nmpromad real estate located within the properties, personal property, and
leasehold or other property interests. Upon conveyance or dedication by the Declarant to the Association,
such property shag be accepted by the Association and thereafter shag be maintained by the Association at
Its expense for the benefit of its Members, subject to any reshlcitlons set forth In the deed of conveyance.
8
ra�er,onaoa,.00�000immnwsnw
MomingStar Ranch
Exhibit D to Final Development Agreement Page 13
0163 91.00010:105115&010
The Declarant shall convey the Initial Common Area to the Association prior to the conveyance of a Unit io
any Parson other than a Builder or developer holding title for the purpose of development and resale.
Section 3. Rules and Regnlai ons- The Association, through its Board of Directors,
may make and enforce reasonable rules and regulations governing the use of the Properties,in addition to,
further defining,or limiting the rights,covenants and restrictions set forth In this Declaration. Such rules and
regulations shall be binding upon all Owners, occupants, invitees, and licensees, 9 any, untll and unless
overruled, canceled, or modified in a regular or special meeting of the Association by the vote of Voting
Members representing a majority of the total Class "A'votes in the Association and by the Class "B'
Members,so long as such membership shall ahast.
Section 4. P,tl>orcemat The Association shall be authored to impose sanctions for
violations of this Declaration,or rules and regulations. Sanctions may include reasonable monetary fines and
suspension of the right to vote and to use any recreational facilities within the Common Area.. In addition,the
Association, through the Board, shag have the right to exorcise self help to cure violations, and shall be
entitled to suspend any services provided by the Association to any Owner or such Owner's Unit in the event
that such Owner is more than 30 days delinquent in paying any assessment or other charge due to the
Association. The Board shall have the power to seek relief in any court for violations or to abate nuisances.
The Association,through the Board,by Contract or other agreement,shall have the right to
enforce county and city ordinances,if applicable,and to permit County to enforce ordinances on
the Properties for the benefit of the Association and its Members.
Section 5. Implied Bights The Association may exercise any other right or privilege
given to it expressly by this Declaration,or reasonably implied from the existence of or reasonably necessary
to effectuate any such right or privilege. Except as otherwise specifically provided in this Declaration,al
rights and powers of the Association may be exercised by the Brad of Directors without a vote of the
membership.
Section 6. ,ovemmental Intamgt For so brig as the Declarant owns any property,
the Association shall permit the Declarant to designate and redesignate sites within the Propertias for fire,
poke,water,and sewer facilities,public schools and parks,and other public facititiea The sites may include
Common Areas owned by the Association,and in such case no membership approval shall be required and
the Association shall dedicate and convey the designated slb as requested by the Deciaiant
Section 7. Indemnification The Association shall indemnify every officer,drector,and
commdbe member against any and all expenses,including counsel fees,reasonaby incun8d by or imposed
upon such officer, director,or committee member In connection with any action,suit,or other proceeding
(including settlement of any suit or proceeding,d approved by the then Board of Directors)to which he or she
may be a party by reason of being or having been on officer,director,or committee member.
The officers, directors, and committee members shall not be liable for any mistake of
Judgement negligent or otherwise, except for their own individual wftl misfeasance, malfeasance,
misconduct, or bad faith. The officers and directors shall have no personal liability with respect to any
contract or other commitment made by them in good faith on banal of the Association(except to the extent
that such officers or directors may also be Members of the Association). The Association shall indemnify and
forever told each such officer,director,and committee member free and harmless against any and all fability
to others on account of any such contract or cormil meat Any right to Indemnification provided for herein
shall not be exclusive of any other rights to which any present or former officer, director, or committee
member may be entitled. The Association shalt as a Common Expense,maintain adequate general Ct bTdy
and officers'and directors'futility insurance to fund this obligation,If such Irtsurance Is reasonably available.
9
7087419 Maw.aML'BOONALMN
MomingStar Ranch
Exhibit D to Final Development Agreement Page 14
016391.00010:1051158.010
Section B. nAdication of Common Areas. The Association,acting through the Board
of Directors upon two-thirds(213)vote thereof,shall have the power to dedica0a portions of the Common
Areas to County,Texas,or to any other local,state,or federal govemmental entdy,subject to such
approval as may be required by Article X V,Section 2 of this Declaration.
Section 9, SecuLtw The Association may, but shall not be obligaled to, maintain or
support certain activities within the Properties designed to make the Properties safer than they otherwise
might be. NEITHER THE ASSOCIATION, THE DECLARANT, NOR ANY SUCCESSOR DECLARANT
SHALL IN ANY WAY BE CONSIDERED INSURERS OR GUARANTORS OF SECURITY WITHIN THE
PROPERTIES, NOR SHALL ANY OF THEM BE HELD LIABLE FOR ANY LOSS OR DAMAGE BE
REASON OF FAILURE TO PROVIDE ADEQUATE SECURITY OR OF INEFFECTIVENESS OF SECURITY
MEASURES UNDERTAKEN. NO REPRESENTATION OR WARRANTY IS MADE THAT ANY FIRE
PROTECTION SYSTEM, BURGLAR ALARM SYSTEM OR OTHER SECURITY SYSTEM CAN NOT BE
COMPROMISED OR CIRCUMVENTED,NOR THAT ANY SUCH SYSTEMS OR SECURITY MEASURES
UNDERTAKEN WILL IN ALL CASES PREVENT LOSS OR PROVIDE THE DETECTION OR
PROTECTION FOR WHICH THE SYSTEM IS DESIGNED OR INTENDED. EACH OWNER
ACKNOWLEDGES, UNDERSTANDS AND COVENANTS TO INFORM ITS TENANTS THAT THE
ASSOCIATION, ITS BOARD OF DIRECTORS AND COMMITTEES, DECLARANT, AND ANY
SUCCESSORS DECLARANT ARE NOT INSURERS AND THAT EACH PERSON USING THE
PROPERTIES ASSUMES ALL RISKS FOR LOSS OR DAMAGE TO PERSONS,TO UNITS AND TO THE
CONTENTS OF UNITS RESULTING FROM ACTS OF THIRD PARTIES.
Section 10, Powers of the Association Relating tn N jighhbort=ds The Association
shall have the power to veto any action taken or contemplated to be taken by any Neighborhood Association
or Neighborhood Committee which the Board reasonably determines to be adverse to the interests of the
Association or its Members or inconsistent with the Community-Wride Standard. The Association also shall
have the power to require specific action to be taken by any Neighborhood Association or Neighborhood
Committee in connection with its obligations and responsibilities hereunder or under any other covenants
affecting the Properties. WMout hmbV the generality of the foregoing,the Association may(a)require
specific maintenance or repairs or aesthetic changes to be effectuated by the Neighborhood Association or
Neighborhood Committee and(b)require that a proposed budget include certain turns and that mWrWitures
be made therefor.
Any action required by tfte Association In a written notice pursuant to the foregoing
paragraph to be taken by a Neighborhood Association or Neighborhood Con nftie shall be taken within the
reasonable time frame set by the Association in such written notice. If the Neighborhood Association or
Neighborhood Committee falls to comply with the requirements set forth in such written notice, the
Association shall have the right to effect such action on behalf of the Neighborhood Association or
Neighborhood Commft& To cover the Association's administrative expenses in connection with the
foregoing and to discourage failure to comply with the requirements of the Association,the Association shall
assess the Units in such Neighborhood for their pro rate share of any expenses incurred by the Association
n taking such action In the manner provided in Article X,Section 5(b). Such assessiments maybe collected
as a Special Assessment hereunder and shall be subject to all Ryan rights provided for herein.
Article V
MANTENANC
Section 1. Assodation's RP rity. The Association shall maintain and keep in
good repair the Area of Common Responsibility, such maintenance to be funded as hereinafter provided.
The Area of Coif r Responsibility shall Include,but need not be limited to:
(a) all landscaping and other flora, parks, lakes,sinxtures, and improvements, including
10
�63dJ6fi00W1.000GtI!%BOOiNALSY.EV
MomingStar Ranch
Exhibit D to Final Development Agreement Page 15
016391.00010:1051158.010
any private streets,recreational facillitim,screening walls,entry features,bike and pedestrian pattwrdysltratis,
situated upon the Common Area;
(b) landscaping within public rights-ol4ay wfttdn or abutting the Properties,and landscaping
and other flora within any pubic utility easement within the Properties(subject to the terms of any easement
agreement relating thereto);
(c) such portions of any additional property included within the Area of Common
Resporsrblily as may be dictated by the Declaration, any Supplemental Dectanxtior4 or any contract or
agreement for maintenance thereof entered into by the Association;
(d) all ponds,streams and/or wetlands boated within the Properties which serve as part of
the drainage and storm water retention system for the Properties,Including any retaining malls,bulkheads or
dams(earthen or otherwise)ruining water therein,and any fountains,lighting,pumps,conducts,and similar
equipment Installed therein or used in connection therewith;and
(a) any property and facilities owned by the Declarant and made available,on a temporary
or permanent basis,for the primary use and enjoyment of the Association and its Members,such property
and facilities to be identified by written notice from the Declarant to the Association and to remain a part of
the Area of Common Responsibility and be maintained by the Association until such time as Declarant
revokes such privilege of use and enjoyment by written notice to the Association.
Except as provided above,the Area of Common Responsibility shall not be reduced by
amendment of this Declaration or any other means except with the prior written approval of the Declarant
The Association may assume maintenance responsibiity for property within any
Neighborhood,In addition to that designated by any Supplemental Declaration,either by agreement with the
Neighborhood or because,in the opinion of the Board,the level and quality of service then being provided is
not consistent with the Community-Wide Standard. All costs of maintenance pursuant to this paragraph shalt
be assessed as a Neighbortood Assessment only against the Unks within the Neighborhood to which the
services are provided. The provision of services in accordance wih this Section shall not constitute
dismirnination within a Gass.
The Association may maintain other property which it does rat own, including, without
limitation, property dedicated to the public, t the Board of Directors determines that such maintenance is
necessary or desirable to maintain the Community-Wide Standard.
Except as otherwise specified provided herein,all costs associated with maintenance,repair
and replacement of the Area of Common Responsibility shall be a Common Expense to be allocated among
all Units as part of the Base Assessment, without prejudice to the right of the Association to seek
reimbursement from the awner(s) of, or otfuer Persons responsible for, certain portions of the Area of
Common Responsibility pursuant to this Declaration,any other recorded covenants,or agreements with the
owner(s) thereof. All costs associated with maintenance, repair lend replacement of Exclusive Common
Areas shag be a Neighborhood Expense assessed as a Neighborhood Assessment solely against the bunts
within the Neighborhood(s)to which the Exclusive Common Areas are assigned, notwithstanding that the
Association may be responsible for performing such maintenance hereunder.
Section 2 Ownees ResportsWily, Each Owner shall maintain his or her Link and all
landscaping,structures,parking areas,sidewalks,and other irt>ixovernents within the boundaries of the Unit
Each Owner shall maintain the driveway serving his or her Unit whether or not lying entirely within hin the Unit
boundaries, and shall maintain all landscaping on that portion of the Common Area or public right-of-way
between the Unit boundary and the nearest curb or pavement edge of the ad}olnN street(s). Owners of
1]
>ma�um000r.aaaoofaaowUsav
MomingStar Ranch
Exhibit D to Final Development Agreement Page 16
0163 91.00010:10 5115 8.010
Units which are adjacent to arty portion of the Common Area on which decorative wefts or fences have been
constructed shall also maintain that portion of the Common Area which Fes between such wall or fence and
the Unit boundary. Owners of Units which abut the bank or waters edge,or abut a portion of the Common
Area abutting the bank or waters edge,of any lake,pond,stream, or wetlands area within the Properties
shall maintain all landscaping between the Unit boundary and such bank or water's edge,provided,there
shag be no right to remove trees,shrubs,or sinfdar vegetation from this area without prior approval pursuant
to Article A hereof.
An Owner sW be excused from its responsibility hereunder to the extent that such
maintenance responsibility is otherwise assumed by or assigned to the Association or a Neighborhood
Association pursuant to any Supplemental DecWatlon or other declaration of covenants applicable to such
Unit In addition to arty other enforcement fights available to the Association,if any Owner fails property to
perfom his or her maintenance responsibility, the Association may perform such maintenance
responsibilities and assess all costs incurred by the Association against the Unit and Owner in accordance
with Article X Section 5(b)of this Declaration. However,the Association shall afford the Owner reasonable
notice and an opportunity to cure the problem prior to entry,except when immediate entry is required due to
an emergency situation.
Section 3. NalighbudwDds,Respanallaifity. Upon resolution of the Board of!Directors,
the Owners of Unds within each Neighborhood shall be responsible for paying, through Neighborhood
,Assessments, the coats of operating, maintaining and insuring certain portions of the Area of Common
Responsibility within or adjacent to such Neighborhood. This may Indude,without limitation,the costs of
maintaining any signage, entry features, right-olLway and green space between the Neghborhood and
adjacent pubic roads,private streets within the Neighborhood,and lakes or ponds wtthin the Neighborhood,
regardless of ownership and regardless of the fact that such maintenance may be performed by the
Association;provided,however,all Neighborhoods which are similarly situated shay be treated the same.
Any Neighborhood Association whose common property is adjacent to any portion of the
Common Area upon which a decorative wall or fence is constructed shell maintain all landscaping on that
portion of the Common Area between fie wail or fence and the Neighborhood Asssodadon's property line.
Any Neighborhood Association whose common property fronts on any roadway within the Properties shah
maintain all landscaping on that portion of the Common Area or right-of-way between the property Me and
the nearest curb or pavement edge of such roadway. Any Neighborhood Association whose common
property abuts the bank of Waters edge,or abuts a portion of the Common Area abutting the bank or waters
WA of any lake, pond, stream, or wetlands area within the Properties shall maintain all landscaping
between the boundary of its property and such bank or waters edge;provided there shall be no right to
remove trees,scrubs or similar vegetation from this area without prior approval pursuant to Article XI hered.
Any Neighborhood Association having reasonability for maintenance of all or a portion of the
property within such Neighborhood pursuant to additional covenants applicable to such Neighborhood shall
perform such maintenance responsbifdy in a manner consistent with the Community-Wide Standard If any
Neighborhood Association fails to perform Its maintenance responsibility as required herein and in any
additional covenants, the Association may perform it and assess the costs against all Units within such
Neighborhood as provided in Article X Section 5(b)of this DDeclaratom
Section 4. Surd of Perfom>ance_ Unless otherwise specifically provided herein or
in other instruments assigning maintenance responsibility, responsibility for maintenance shag incWe
responsibility for repair and replacement, as necessary. All maintenance shall be performed in a manner
consistent with the Community-Me Standard and all applicable covenants. The Association,ardor an
Owner andlor a Neighborhood Association shall not be liable for any damage or Injury occurring on,or arising
out of the condition of, property which it does not own except to the extent that it has been negligent in the
performance of its maintenance responsibilities hereunder.
12
70VL1.VMJ.WW1'B 1'OJUr3k!
MorningStar Ranch
Exhibit D to Final Development Agreement Page 17
016391.00010:1051158.010
Section 5. Pift Wans and PadyFences
(a) General Rules of Law In Apj* Each wall, fence or ddvewray twit as a part of the
original construction on the Unto which shah serve and/or separate any two adjoining Units shall constitute a
party walk party fence,or party driveway,as applicable: To the extent not inconsistent with the provisions of
this Section,the general rule of law regarding party walls and liability for property damage due to negligence
or YAM acts or omissions shall apply thereto,
(b) a+apg of ReMir and Maintenance- The cost of reasonable repair and maintenance of
a party walk fence or driveway shall be shared equally by the Owners who make use of the wall,fence or
driveway.
(c) QaaMa and Destnxfm if a party wall,fence or driveway is destroyed or damaged by
fire or other casualty,then to the extent that such damage is not covered by Insurance and repaired out of the
proceeds of Insurance,any Owner who has used the wall,fence or driveway may restore 1 If other Owners
thereafter use the wall,fence or driveway,they shah conbftte to the restoration coat in equal proportions.
However; such contribution will not prejudice the right to call for a larger contribution from the other users
under any rule of law regarding liability for negligent or willful acts or omissions.
(d) Bight to Cnntribution Runs oath I and The right of any Owner to contribution from any
other Owner under this Section shall be appurtenant to the land and shall pass to such Owner's sisors-
irt-tithe.
(e) Arbitration in fie event of any dispurte arising concerning a party wet fence, or
driveway each party shall appoint one arbitrator. Shand any party refuse to appoint an arbitrator within 10
days after written request by the Board of Directors,the Board she]appoint an arbitrator for the refusing
party. The arbitrators appointed shall appoint one additional arbitrator. The decision by a majority of all three
arbitrators shad be Binding upon the parties and shall be a condition precedent to any right of legal action that
either party may have against the other.
Article VI
tdSI1RAN F AND CAS I l TY I r)SS Q
Section 1. Association In_sumom The Association, aiding through its Board of
Directors or its duly authorized agent,shall have the authority to and shall obtain blanket'alkW property
insurance,if reasonably available,for all insurable improvements on the Commai Area and on other portions
of the Area of Cannon Responsibility to the extent that the Association has assumed responsibility for
maintenance,repair and/or replacement thereof to the event of a casualty. If blanket"alklsk'coverage is not
reasonably available,then at a minimum an insurance policy providing fire and exthnded coverage,including
cordage for vandalism and malicious mischief shall be obtained. The face amount of such Instuance shall
be sufficient to cover the full r placernent cost of any repair or reconstruction in the event of damage or
destruction from any insured peril.
In addition,the Association may,upon request of a Neighta t oW,and shall,lf so specified
In a Supplemental Declaration applicable to the Neighborhood, obtain and continue in effect adequate
blanket'a]kW property insurance on properties within such Neighborhood,If reasonably available. If'all-
risk'property insurance is not reasonably available,then fire and extended coverage may be substih8ed.
Such coverage may be in such form as the Board of Directors deems appropriate. The face amount of the
policy shall be sufficlent to cover the full replacement cost of all structures th be insured. The costs thereof
shall be charged to the Owners of Units within the beneirted Neighborhood as a Neighborhood Assessment
13
rQ)nawarooc000aola/xxur"
MorningStar Ranch
Exhibit D to Final Development Agreement Page 18
016391.00010:1051158.010
All policies shall provide for a certificate of Insurance to be furrirsfned to each Member insured, to the
Association,and to the Neighborhood Association,if any.
The Board also shall obtain a public liability policy covering the Area of Common
Responsibility,Insuring the Association and its Members for all damage or injury caused by the negilgence of
the Association, any of its Members, its employees, agents, or contractors while acting on behalf of the
Association. if reasonably available,the public iabillty policy shall have a least a One Million($t,000,000.00)
Dollar combined single limit as respects bodily Injury and property damage, at least a Two Million
($2,000,000.00)Dollar limit per occurrence and in the aggregate.
Except as otherwise provided above with respell to property within a Neighborhood,
premiums for all Insurance on the Area of Common Responsibility shall be Common Expanses and shag be
incurred in the Base Assessment However,premiums for Insurance on Exclusive Common Area may be
Included in the Neighborhood Assessment of the Neighborhood(s)benefited unless the Board of Directors
reasonably determines that other treatment of the premiums is more appropriate.
The policies may contain a reasonable deductible and the amount thereof shall not be
subtracted from the face amount of the policy in determining whether the insurance at least equals the
coverage required hereunder. In the event of an insured loss,the deductible stall be treated as a Carom
Expense or a Neighborhood Expense in the same manner as the premiums for the applicable Insurance
coverage. However,if the Board reasonably detem>iros,after notice and an opportunity to be heard,that the
loss is the result of the negligence or willful conduct of one or more Unit Owners, than the Board may
specifically assess the full amount of such deductible against such Owner(s) and their Units pursuant to
Article X.Section 5(b).
An insurance coverage obtained by the Board of DAxiors,whether obtained on behalf of the
Association or a Neighborhood,shag be governed by the followirg provisions:
(a) Ali policies shag be written with a company authorized to do business in Texas which
holds a Bests rating of A or better and is assigned a financial size category of IX or larger as established by
AM.Best Company,Inc.,if reasonably available,or,If not available,the most nearly equivalent rating which
is available.
(b) All insurance shag be written in the name of the Association as trustee for the benefited
parties. Policies on the Common Area shall be for the benefit of the Association and its Members. Polices
secured on behalf of a Neighborhood shall be for the benefit of the Neighborhood Association,If any,the
Owners of Units within the Neighborhood,and their Mortgagees,as their interests may appear.
(c) Exclusive authority to adjust losses under policies obtained by the Association Shall be
vested In the Associations Board of Directors.
(d) In no event shall the insurance coverage obtained and maintained by fine Association be
brought into contribution with insurance purchased by individuat Owners,occupants,or their Mortgagees.
(e) An property insurance policies ndrai have an Inflation guard endorsement,If reasonably
available. If the policy contains a co-kraurarxe clause,it also shall have an agreed amount endorsement
The Association shall arrange for an annual review of the sufficiency of Insurance coverage by one or more
qualified persons,at least one of whom must be in the real estate industry and familiar with construction in
the County,Texas area.
(f) The Board of Directors shall be required to use reasonable efforts to secure Insurance
policies thatwill provide the fogowing:
14
7ataiGM=1.aaom1")WMP1
MorningStar Ranch
Exhibit D to Final Development Agreement Page 19
016391.00010:1051158.010
n a waiver of subrogation by the Insurer as to any dW=against the Association's
Board of DirectoM officers,employees,and Its manager,the Owners and their tenants,servants,agents,
and guests;
(1-) a waiver by the insurer of Its right to repair and reconstruct Instead of paying
cash;
(1) a statement that no policy may be canceled, invalidated, suspended, or
subjected to nonrewwal on account of any one or am Individual Owners;
(iv) a statement that no policy may be canceled, invalidated, suspended, or
vAectBd to nonrenewal on account of any curable defect or violation Without prior demand in writing
delivered to the Association to care the defect or violation and the allowance of a time thereafter as
mandaled by the State of Texas Department of Inswance for such events,within which it may be cared by
the Association,Its manager,any Owner,or Mortgagee;
(v) a statement that fhe Association will be given at least 30 days'prior written
notice of any cancellation,substantial modification,or non-renewal.
in addition to other insurance required by this Section,the Association shall obtain, as a
Common Expense,workers=npensabon insurance, if and to the extent required by law,directors'and
officers'liability coverage,If reasonably available,and flood insurance,it advisable.
The Association also shall obtain, as a Common Expense, a fidelity bond or bonds, if
reasonably available,coveting al persons responsible for handling Association funds. The amount of fidelity
coverage shall be determined in the Board of Directors'best business judgement but,9 reasonably available,
may not be less than one•sixth(IM of the amid Base Assessments on all Units plus reserves on hand.
Bonds sisal Include coverage for noncompensated persons and shall require at least 30 days'prior written
notice to the Association of any cancellation,substantial notification or nonrenewal.
Section 2. Individual inwirarxe. By virtue of taking title to a Unit subject to the terms
of this Declaration,each Owner covenants and agrees with all other Owners and with the Association that
each Owner shall carry blanket ~property Insurance on Is Unit(s)and stnxtures constructed thereon
providing full raplacement cost coverage(less a reasonable deductible), unless either the Neighborhood in
which the Unit is located or the Association carries such insurance (which they are not obligated to do
hereunder).
Each Owner further covenants and agrees that in the event of damage to or destruction of
stnftm comprising his Unit,the Owner shall proceed promptly to repair or to reconstruct the damaged
structure in a manner consistant with the original construction or such other plans and specifications as are
approved is moordance with Arkle A of this Declaration. Alternatively,the Owner shall dear the Unit cf all
debris and runs and thereafter stead maintain the Unit in a neat and attractive la clseaped condition
consistent with the Community-Wide Standard The Owner shall pay any costs of repair or reconstruction
which are not covered by Insurance proceeds.
Additional recorded covenants applicable to any Neighborhood may estabfth more stringent
requirements regarding the standards for rebuilding or reconstructirg structures on the Units within such
Neighborhood and the standards for clearing and maintaining the Units in the event the structures are not
rebWk or reconstructed.
15
AMMI Mmtmxouauavusav
I Tv
Morningstar Ranch 1
Exhibit D to Final Development Agreement Page 20
0163 91.00010:105115 8.010
Section 3. Damao and Destruction
(a) Immectatuely after damage or destruction by fire or other pert to all or any part of the
Properties covered by Insurance written in the name of the Assodatlon, the Board of Directors or its duly
authorized agent shall proceed with the filing and adjustment of all claims arising under such insurance and
shall obtain reliable and detailed estimates of the cost of repair or reconstruction of the damaged or
destroyed property. Repair or reconstruction, as used in this paragraph, means repairing or restoring the
property to substantially the same condition in which it existed prior to the fire or other peril,allowing for any
changes or improvements no by changes in applicable building codes.
(b) Any damage to or destruction of the Gammon Area shag be repaired or reconstructed
unless the voting Members representing at least seventy-five(75%)percent of the total Class"A"votes in the
Association, and the Class '13" Members, if any, decide within 60 days after the loss not to repair or
reconstruct
Any damage to or destruction of the common property of any Neighborhood Association
shall be repaired or reco nsimcled unless the Unit Owners representing at least seventy-five(75%)percent of
the total vote of the Neighborhood Association decide within 60 days after the damage or destruction not to
repair or reconstruct
If for any reason ether the amount of the Insurance proceeds to be pail as a result of such
damage or destruction or reliable and detailed estimates of the cost of repair or reconstruction,or both,are
not made available to the Association within said period,then the period shall be extended until such funds or
information shall be made available. However, such extension shag not exceed 60 additional days. No
Mortgagee shaft have the right to participate In the determination of whether the damage or destruction to the
Common Area or common property of a Neighborhood Association shall be repaired or reconstructed.
(c) If it is determined in the manner described above that the damage or destruction to the
Common Area or to the common property of arty Neighborhood Association shall not be repaired or
reconstructed and no alternative improvements are authorized,the affected portion of the Properties shag be
cleared of all debris and ruins. Thereafter the Properties shag be maintained by the Association or the
Neighborhood Association,as applicable,in a neat and attractive, landscaped condition consistent with the
Community-wide Standard.
Section 4. Any insurance proceeds remaining after
defraying such costs of repair of reconstruction, or if no repair or reconstruction Is made, any proceeds
remaining after making such settlement as is necessary and appropriate with the affected Owner or Owners
and their Mortgagee(s) as their interests may appear, shag be retained by and for the benefit of.the
Association or the Neighborhood Association and placed in a capital improvements account This is a
covenant for the benefit of any Mortgagee of a Unit and may be enforced by such Nbrtgagee.
Section 5. R Wafr and Rgcon&iction- If the insurance proceeds are insufficient to
defray the costs of repairing or reconstructing the damage to the Cornrrnan Area or to the common property
of a N*hborhood Association,the Board of Directors may,without the necessity of a vote of the Voting
Members, levy a spacial assessment against those Unit Owners responsible for the premiums for the
applicable insurance coverage under Section 1 of this Article. Additional assessments may be made in pke
manner at any lime during or following the completion of any repair or reconstruction.
Article col
NO PARTIMN
Except as is permitted in this Declaration or amendments hereto,there shall be no judicial
16
7ae76.rvmi.0ow11Hc0NAWv
MorningStar Ranch
Exhibit D to Final Development Agreement Page 21
016391.00010:10 5115 8.010
partition of the Common Area or any part thereof. No person acquiring any interest in the Properties or any
part thereof shall seek any judicial partition unless the Properties or such portion thereof have been removed
from the provisions of this Declaration. This Article shall not be construed to prohibit the Board of Directors
from acquiring and disposing of tangble personal property nor from acqufrN title to real property which may
or may not be sut>d to this Declaration.
Article VUI
CONDF.UNATION
Whenever all or any part of the Common Area shall be*ken(or conveyed in lieu of and
under threat of condemnation by the Board acting on the written direction of Voting Members representing at
least sixty-seven(67%)percent of the total Class'A'votes in the Association and of the Declarant,(as long
as the Declarant owns any property)by any authorky having the power of condemnation or eminent domain,
each Owner shall be entitled to notice thereof. The award made for such taking shatf be payable to the
Association as trustee for ail Owners to be disbursed as follows:
If the taking involves a portion of the Common Area on which improvements have been
constructed,then the Association shall restore or replace such Improvements so taken on the remaining land
included in the Common Area to the extent lands are avallable,unless within 60 days after such taking the
Declarant,so long as the Declarant owns any property,and Voting Members representing at least seventy-
fire(75%)percent of the total Class%1 vote of the Association shall otherwise agree. Any such construction
shall be in accordance with plans approved by the Board of Directors of the Association. If such
improvements are to be repaired or restored,the provisions in Article VI hereof regarding the disbursement of
funds for the repair of casualty damage or destruction shall apply.
If the taking does not Involve any Improvements an the Common Area, or d there is a
decision made not to repair or restore, or if there are net funds remaining after any such restoration or
replacement is completed,then such award or net funds shall be disbursed to the Association and used for
such purposes as the Board of Directors shall determine.
Article D(
ANNEYATIAN ANn mmnRAWAI QF PROPERTY,
Section 1. Anr�bnn Mnthent AMmval of Membership The Declarant shall have the
unilateral right,privilege,and option,from time to time at any time until all property has been subjected to this
Declaration or December 31,2031,whichever Is eartier,to subject to the provisions of this Declaration and
the jurisdiction of the Association all or any portion of the real property. The Declarant shall have the
unilateral right to tni sfer to any other Person the right,prtvilege, and option to annex additional property
which is herein reserved to Declarant,p wkW that such transferee or assignee shall be the developer of at
feast a portion of the real property and that such transfer is memorialized in a written,recorded Instrument
executed by the Declarant.
Such annexation shall be accomplished by filing a Supplemental Declaration annexing such
property in the County Clerk Of ial Records of County,Tawas. Such Supplemental Declaration shall
not require the consent of Voting Members,but shall require fhe consent of the owner of such property,if
other than Declarant. Any such annexation shall be effective upon the filing for record of such Supplemental
Declaration unless otherwise provided herein.
Section 2. Anwa a�Wdh Appaml or Memhershlo_ Subject to the consent of the
owner thereof, the Association may annex real property to the provisions of this Declaration and the
Jurisdiction of the Association. Such annexation shall require the affirmative vote of Voting Members
17
MWIL rMoaormoaoriaooxers W
MorningStar Ranch
Exhibit D to Final Development Agreement Page 22
0163 91.00010:105 115 8.010
representing a majority of the Class A votes of the Association represented at a meeting duly called for
such purpose and the Cogent of the Declarant, so long as Declarant owns property subject to this
Declaration or which may become subject to rills Declaration in accordance with Section 1 of this Article.
Annexation shag be accomplished by filing a Supplemental Declaration describing the
property being annexed in the County Cleric Official Records of County, Texas. Any such
Supplemental Declaration shag be signed by the President and the Secretary of the Association,and by the
owner of the property being annexed. Any such annexation shag be effective upon filing unless ctowise
provided therein.
Section 3. WithdramrW of Pmpmly. Subject to the terms of Article XIV,Section 10,the
Declarant reserves the right to amend this Declaration unitateraly at any time so long as it holds an
unexpired option to expand the community pursuant to Section 1 of this Article IX,without prior notice and
wWW the consent of any Person,for the purpose of removing certain portiom of the Properties then owned
by fhe Declarant or its affiliates or the Assodation from the provisions of this Declaration, to the extent
originally included in erns or as a result of any changes whatsoever in the plans for the Properties desired to
be effected by the Declarant,provided such withdrawal is not unequivocally contrary to the overall,uniform
scheme of development for the Properties.
Section 4. AAditiona Covenants and Esenyrta_ The Declarant may undateragy
subject any portion of the property submitted to this Declaration initially or by Supplemental Declaration to
additional covenants and easements,including covenants of llgafuV the Association to maintain and insure
such pmperty on behalf of the Owners and obligating such Owners to pay the routs Incurred by the
Association through Neighborhood Assessments. Such additional covenants and easements shag be set
forth in a Supplemental Declaration filed either concurrent with or after the annexation of the subject property,
and shag require the written consent of the owner(s)of such property,if other than the Declarant.
Section 5. Amendmants This Article shall riot be amended without the prior wrtan
consent of Declarant so long as to Declarant awns any property.
Article X
Section 1. Qmation of Assessmenta Theta are hereby Created assessments for
Association expenses as may from time to time speaftcaly be authorized by the Board of Directors,to be
commenced at the time and in the manner set forth in Section 8 of this Artx6a. There shall be four types of
assessment (a) Base Assessments to fund Common Expenses for the general benefit of all Units;(b)
Neighborhood Assessments for Neighborhood Expenses benefiting only Units within a particular
Neighborhood or Neighborhoods; (c) Special Assessments as described in Section 5 below, and (d)
Benefited Assessments as described in Section 6 below. Each Owner,by acceptance of a deed or recorded
conbW of sale for any portion of the Properties, is deemed to covenant and agree m pay these
assessments.
All assessments,together with Interest(at a rats not to exceed the highest rate allowed by
Texas law)as computed from the date the delinquency first occurs, late charges,oasts,and reasonable
atbffWs teas,shall be a charge on the land and shall be a continuing lien upon each Unit against whch the
assessment is made until paid, as more particularly provided in Section 7 of this Article. Each such
mot, together with ingest, late charges,costs,and reasonable attorneys fees, also shag be the
personal obligation of the Person who was tie Owner of such Unit at the time the assessment arose. In the
event of a transfer of We to a Unit,the grantee shag be jointly and severally gable for such portion thereof as
may be due and payable at the time of conveyance. However,no first Mortgagee who obtains We to a Unit
pursuant to the remedies provided in the Mortgage shall be Fable for unpaid assessments which accrued
18
�ae:su,aoaaotmanfamwusav
MorningStar Ranch
Exhibit D to Final Development Agreement Page 23
016391.00010 1051158.010
prior to such acquisition of title.
The Association shall,upon demand at any time,fumish to any Owner Fable for any type of
assessment a certificate In wafting signed by an officer of the Association setting forth whether such
assessment has been paid as to any particular Unit Such certificate shall be conclusive evidence of
payment to the Association of such assessment therein stated to have been paid. The Association may
require the advance payment of a reasonable processing fee for the Issuance of such certificate.
Assessments shall be paid in such mariner and on such dates as may be fixed by the Board
of Directors. If the Board so elects,assessments may be paid in two or more installments. Unless the Board
otherwise provides,the Base Assessment and any Neighborhood Assessment shall be due and payable in
advance on the first day of each fiscal year. if any Owner is delinquent in paying any assessments or other
charges levied on his Unit,the Board may require any unpaid installments of all Outstanding assessments to
be paid in full immediately.
No Owner may waive or otherwise exempt himself from liability for the assessments,
inducting,by way of illustration and not limitation,by non-use of Common Area or abandonment of the Unit
The obligation b pay assessments is a separate and independent covenant on the part of each Owner. No
diminution or abatement of assessment or setoff shall be claimed or allowed by reason of any alleged failure
of the Association or Board to take some anion or perform some function required to be taken or performed
by the Association or Board under this Declaration, or for inconvenience or discomfort arising from the
making of repairs or irnprovements which are the responsibility of the Association,or from any action taken to
comply with any law, ordnance, or with any order or directive of any municipal or other governmental
authority.
During the Class"B"Control Period,the Declarant may annualy elect either to pay regular
assessments on its unsold Units or to pay to the Association the difference between the amount of
assessments coilecled on all other Units subject to assessment and the amount of actual expenditures
required to operate the Association during the fiscal year. Unless the Declarant otherwise notifies the Board
of Directors in writing at teed 60 days before the beginning of each fiscal year, the Declarant shall be
deemed to have elected to continue paying on the same basis as during the Immediately preceding fiscal
year. Regardless of such election,the Association shall have a fien against all Units owned by the Declarant
b segue the DedararXs obligations under this paragraph,which Fen shag have the same attributes and shall
be enforceable in the same manner as the Association's Tien against other Units under this Article. The
Declarants obligations hereunder may be satisfied in the forth of cash or by'in kind'contributions of services
or materials,or a combination of these.
The Association is specifically authorized to enter into subsidy contracts or contracts for in
Idnd"contribution of services,materials, or a combination of services and materials with the Declarant or
other entities for the payment of some portion of the Common Expenses.
Section 2 Cemplitation of M ca Assessment It shall be the duty of the Board, at
least 60 days before the beginning of each fiscal year,b prepare a budget covering the estimated Common
Expense of the Association during the coming year. The budget shag include a capital contribution
establishing a reserve fund In accordance with a budget separately prepared as provided in Section 4 of this
Article.
The Base Assessment shag be levied equally against all Units and shag be set at a level
which is reasonably expected to produce the total Income of the Association equal to the trial budgeted
Common Expense,Including reserves. In determining the level of assessments,the Board,in Its discretion,
may consider other sources of funds avagable to the Association. In addition, the Board shall take into
account the number of Units subject to assessment under Section 8 hereof on the fast day of the fiscal year
19
r�Q.naa+aor.aooaor�amn:¢aav
Morningstar Ranch
Exhibit D to Final Development Agreement Page 24
0163 91.00 010:10 5115 8.010
for which the budget is prepared and the number of Units reasonably anticipated to become subject to
assessments during the fiscal year.
So tong as the Declarant has the right unitaterally to annex additional property pursuant to
Article IX hereof, the Declarant may elect on an annual basis,but shag not be obligated,to reduce the
resulting Base Assessment for any fiscal yeah by payment of a subsidy(in addition to any amours paid by
Declarant under Section 1 above), which may be either a oontribution, an advance against future
assessments due from Declarant, or a ban, in the Dedaranrs discretion. Any such subsidy shag be
conspicuously disclosed as a fine Item In the Common Expense budget and its characterization shag be
made known to the membership. The payment of such subsidy in any year shall under no circumstance
obligate the Declarant to continue payment of such subsidy in f rbae years,unless provided for in a separate
written agreement between Declarant and the Association.
The Board shag send a copy of the budget and notice of the amount of the Base
Assessment to be levied against each Link for the fokwkV year to be delivered to each Owner at least 30
days prior to the beginning of the fiscal year for which A is to be effective. Such budget and assessment shag
become effective unless disapproved at a meeting by Voting Members representing at least seventyfive
(75%)percent of the total Class"A"votes in the Association and seventy-five(75%)percent of the total
number of Voting Members,and by the Class"B"Member,if such exists. There shag be no obligation to call
a meeting for the purpose of conskWng the budget except on petition of the Voting Members as provided for
special meetings,which petition must be presented to the Board within 10 days after delivery of the notice of
assessments.
Notwithstanding the foregdng,however,in the event the proposed budget is disapproved or
the Board fails for any reason to detemhine the budget for any year,then and until such time as a budget shag
have been determined,the budget in effect for the immediately preceding year shag continue for the current
year.
Section 3. CompAation of NgigbhWaQW Asssaaaments. it shall be the duty of the
Board,at least 60 days before the beginning of each fiscal year,to prepare a separate budget covering the
estimated Neighborhood Expenses to be incurred by the Association for each Neighborhood on whose
behalf Neighborhood Expenses are expected to be incurred during the coming year. The Board shall be
entitled to set such budget only to the extent that this Declaration, or any Supplemental Declaration,
specifically authorizes the Board to assess certain costs as a Neighborhood Assessment Any Neighborhood
may request that additional services or a higher level of services be provided by the Association,and in such
case,any additional costs shall be added b such budget Such budget shall Include a capital contributlon
establishing a reserve fund for repair and replacement of capital Items,if any,maintained as a Neighborhood
Expense. Neighborhood Expenses shall be allocated equally among the Units within the Neighborhood
benefited thereby and levied as a Neighborhood Assessment, except that any portion of the assessment
intended for exterior maintenance of stuchres, insurance on structures, or replacement reserves which
pertain to partiaelar structures shall be levied on each of the benefited Units in proportion to the benefit
received,if so specified in the Supplemental Declaration applicable to such Neighborhood or if so directed by
the Neighborhood in writing to the Board of Directors.
The Hoard shall cause a copy of such budget and notice of the amount of the Neighborhood
Assessment th be levied on each Unit in the Neighborhood for the coming year to be delivered to each
Owner of a Unit in the Neighborhood at least 30 days prier to the beginning of the fiscal year. Such budget
and assessment shag become effective unless disapproved by the Owners of a majority of the Units in the
Neighborhood(s)th which the Neighborhood Assessment apples. However,there shall be no obligation to
call a meeting for the purpose of comidsring the budget except on petition of Owners of at least ten(10%)
percent of the Units in such Neighborhood. This right to disapprove shall only apply to those lane items in the
Neighborhood budget which are attributable to services requested by the Neighborhood.
20
r�ax rooaaeton000i�8vovtrsnN
MomingStar Ranch
Exhibit D to Final Development Agreement Page 25
0163 91.00010:105115 8.010
In the event the proposed budget for any Neighborhood Is disapproved or the Board fails for
any reason in determine the budget for any year. then and until such time as a budget shag have been
determined,the budget in effect for the Immediately!receding year shag continue for the current year.
Section 4. Reserve eudoet all Ca;+W fordrihurtinn The Board of Directors shall
annually prepare reserve budgets for both general and Neighborhood purposes which take into account the
number and nature of replaceable assets, the expected Ife of each asset, and the expected repair or
replacement cost The Board shall set the required capital contribution in an amount sufficient to permit
meeting the projected needs of the Association, as shown on the budget with respect both to amount and
timing by annual Assessments or Neighborhood Assessrnents,as appropriate,over the period of the budget
The capital contributor required.if any,steal be foxed by the Board and inchrdded within and diisMbuted with
the applicable budget and notice of assessments,as provided in Sections 2 and 3 of this Article.
Section 5. Special Assessments_
(a) IJnbudgetf-d Exp nsm In addition to other assessments authorized hereunder,the
Associatbn may levy Special Assessments from time to time to cover unbudgeted expenses or expenses in
excess of those budgeted. Sudi Special Assessment may be levied against the entire membership,if such
Special Assessment is for Common Expenses,or against the Units within any Neighborhood If such Special
Assessment is for Neighborhood Expenses. Except as otherwise specifically,provided in(his Declaration,
any Special Assessment shag have the affirmative vote or written consent of Voting Members(if a Common
Expense)or Owners(if a Neighborhood Expense)representing at least fdy-0ne(51%)percent of the total
votes allocated to Units which will be subject to such Special Assessment,and the affirmative vote or written
consent of the Class"B"Member,it such exists. Special Assessments shag be payable in such manner and
at such dines as determined by the Board,and may be payable In installments extending beyond the fiscal
year In which the Special Assessment is approved,If the Board so determines.
(b) CaltY to Gore Non-rnmefiance The Association may levy a Special Assessment
against any Unit or Neighborhood to reimburse the Association for costs incurred in brirtging the Unit or
Neighborhood into compliance with the provisions of the Declaration, any applicable Supplemental
Declaration,and tine Association rules and regulations. Such Special Assessments may be levied upon the
vote of the Board after notice to the Unit Oww or the Voting Member(s) from the Neighborhood, as
applicable.
Section 6. Renefflad Assassruents. The Board shall have the power to assess expenses of
the Association in the amount of the bereft received against Units receiving,benefgs,items,or services not
provided to all Units within a Neighborhood or within the Properties(a)that are incurred upon request of the
Owner of a Unit for specific items or services relating to the Unit or(b)that are incurred as a consequence of
the conduct of Jess than all Owners,their Bees,invitees,or guests.
Section 7. t ien for Astsessmantm. The Declarant does hereby establish,nerve,create and
subject each Unit to a perfected contractual ran in favor for the Association to secure payment of delinquent
assessments owed on account of such Unit,as wel as interest(subject to the limitations of Texas law),late
charges and costs of collection(rndu ft,without Imitation, attorneys fees). Such lien shag be prior and
superior to all other liens,except(a)the Ions of all taxes,bonds,assessments,and other levies which by law
would be superior thereto,and(b)the Tien or charge of any first Mortgage of record(meaning any recorded
Mortgage with first priority over other Mortgages)made in good faith and for value. Declarant hereby assigns
such lien to the Association without me wise. The Gen stag be self operative,and shall continue in Inchoate
form without being reserved or referenced in any deed or odw document and without any other action
required. Such lien, when delinquent may be enforced by suit, judgement and judicial or nonjudicial
foreclosure in accordance with Texas law.
21
Me7"A0000r.oiuMMONAMOR
MorningStar Ranch
Exhibit D to Final Development Agreement Page 26
016391.00010:1051158.010
Although no further action is required to create or perfect the Tien,the Association may,as
further evidence and notice of the Ben, execute and record a document setting forth as to any Unit the
amount of the delinquent sums due the Association at the time such document is executed and the fact that
a Ben exists to secure the repayment thereof However,the failure of the Association to execute and record
any such document shag not to any extend,affect the validity,enforceability,or priority of the lien. The ben
may be foreclosed through judicial or, to the extent allowed by law.nanjudicial foreclosure proceedings in
accordance with Ter.Pmn_Coda Ann.Section 51.002(Vernon 1984),as it may be amended,in Ike manner
of any deed of trust on real property. Each Owner hereby grants to the Association,whether or not it Is so
eWwsed in the deed or other erst ument oonveyhg such Unit to the Owner,a power of sale to be exercised
in accordance with Tex E= Code Ann.Section 51.002(Vernon 1984),as it may be amended. At any
foreclosure proceeding,any Person,including but net limited to Declarant the Association,and any Owner
shag have the right to bid fox the Unit at foreclosure sale and to acquire and hold, lease, mortgage,and
convey the same. During the.perlod in which the Unit is owned by the Association following foreclosure: (a)
no right to vote shall be exercised on Its behalf,(b)no assessment shall be levied on it;and(c)each other
Unit shall be charged,in addition to its usual assessment its equal pro rate share of the assessment that
would have been charged such Unit had it not been acquired by the Association as a result of foreclosure.
Suit to recover a money judgement for unpaid Common Expenses and attorneys fees shall be maintainable
without foreclosing or waiving the(ion securing the same.
The sale or transfer of any Unit shall not affect the assessment Ilen or relieve such Unit from
the Ben for any assessments dweatter becorrdng due. However,the sale or transfer of any Unit pursuant to
judicial or rxmjudicial foreclosure of a first Mortgage shall extinguish the Ben as to any installments of such
assessments w ich became due prior to such sale or transfer. Where the Mortgagee holding a first
Mortgage of record or other purchaser of a Unit obtains title pursuant to judicial or"ud'rcial foreclosure of
the Mortgage,it shall not be personally liable for the share of the Common Expenses or assessments by the
Association chargeable to such Unit which became dire prior to such acquisition of title. Such unpaid share
of Common Expenses or assessments shall be deemed to be Common Expenses coifedble from Owners
of all Units subject to assessment under Section 8 below, including such acquires, its successors and
assigns.
Section 8. Date of C.omm=ame at of Assessments- The obligation to pay the
assessments provided for herein shall commence as to each Unit on the first day of the month following(a)
the month in which the Unit is made subject to this Declaration,or(b)the month in which the Board fret
determnes a budget and levies assessments pursuant to this Article,whichever is later. The first annual
Base Assessment and Neighborhood Assessment If any,levied on each Unit shag be adjusted according to
the number of months remaining in the fiscal year at the time assessments commence on the Unit.
Section 9. Failure to Assess_ The omission or failure of the Board to fox the
assessment amounts or rates or to deliver or mail to each Owner an assessment notice shag not be deemed
a waiver,modification,or a release of any Owner from the obligation to pay assessments. Ill such event
each Owner shag continue to pay Base Assessments and Neighborhood Assessments on the same basis as
fbr the last year for which an assessment was made,if any,unit a new assessment is levied,at which time
any shortfalls in collections may be assessed retroactivety by the Association.
Section 10. CarNfalQation of Accnr A- an Upon acquisition of record title to a Unit by
the first Owner thereof other than the Declarant or a Builder,a contribution shall be made by or on behalf of
the purchaser to the working capital of the Association in an amount equal to one-sbdh(18)of the annual
Base Assessment per Unit for that year as determined by the Board. This amount shall be in addition to,not
In lieu of the annual Base Assessment levied on the Unit and shag not be considered an advance payment of
any portion thereot This amount shag be deposited into the purchase and sales escrow and disbursed
therefrom to the Association for use in covering operating expenses and other expenses incurred by the
22
r W&I-WOMLOoocunuoorursrav
MomingStar Ranch
Exhibit D to Final Development Agreement Page 27
0163 91.00 010:10 5115 8.010
Association pursuant to the terns of this Declaration.
Section 11. Fxamn„t�ertv, Notwithstanding anything to the contrary hereem, the
folcvVing property shall be exempt from payment of Base Assessments, Neighborhood Assessments,and
Special Assessments.
(a) A I Common Area;
(b) All property dedicated to and accepted by any governmental authority or public utility,
including wit1W limitation public schools,public streets,and public parks,H any,and
(c) Properly owned by any Neighborhood Association for the common use and enjoyment
of the Owners of Units in such Neighborhood,or owned by such Owners in common.
Article)a
ARCHITFCTi 1RAL T AN13ARnA
Section 1. neoerai. No st ucture shall be placed,erected,or insfalied upon any Unit,and
no construction or modification(which shall include staking,clearing,excavation,grading and other site work
exterior alteration or modification of exit *V Improvements, and plantings or removal of plants, trees, or
shrubs other than as may be permitted in Article X11,Section 1-5)shall take place except in strict compliance
with this Article,until the requirements below have been fully met,and approval of the appropriate committee
has been obtak*d pursuant to Section 2 below. No permission or approval shall be required to repaint in
accordance with originally approved color scheme,or to rebuild in accordance with originally approved plans
and specifications. Notting contained herein shall be construed to fimt3 the right of an Owner to remodel the
interior of his Unil,or to paint the interior of his Unit any color desired. However,modifications or alterations
to the interior of screened porches,patios,and similar portions of a Unit visible from outside the Unt shall be
subject to approval.
All dwellings constructed on any portion of the Properties shaft be designed by and lwi t in
accordance with the plans and specifications of a licensed architect or professional building designer.
This Article sha0 not apply to the activities of the Declarant, nor to construction or
lmprovenwis or modifications m the Common Area by or on behalf of the Association.
This Article may not be amended without the Declarant's written consent so long as the
Declarant owns any land subject to this Declaration or subject to annexation to this Declaration.
Section 2. Architacl mill Ravi m Responsibility for administration of the Design Review
Guidelines, as defined below, and review of all applications for oonstrtj Zw and modifications under this
Article shall be handled by two committees,as described in subsections(a)and(b)of this Section 2. The
members of the committees need not be Members of the Association or representatives of Members,and
may, but need not,indude architects,engineers or similar professionals,whose compensation,if any,shall
be established from time to time by the Board of Directors. The Board of Directors may establish reasonable
fees to be charged by the committees on behalf of the Association for mN*w of applications thereunder and
may require such fees to be paid in foil prior io review of any application.
(a) New Const ' n Committee The New Construction Committee(NCC)shall consist of
at least three, but not mare than five, persons and shall have exclusive jurisdiction over all original
construction on any portion of the Properties. Until one hundred(100%)percent of the Properties have been
developed and conveyed to Owners in the normal course of development and sale,the Declarant retains the
23
MomingStar Ranch
Exhibit D to Final Development Agreement Page 28
016391.00010:1051158.010
right to appoint all members of the NCC who shall serve at the discretion of the Declarant There shall be no
surrender of this right prior to that time except in a written instrument in recordable form executed by
Declarant Upon the expiration of such right the Board of Directors shall appoint the members of the NCC,
who shall serve and may be removed at the discretion of the Board of Directors.
(b) Modifications C=mittee The Board of Directors may establish a Modifications
Committee(MC)to consist of at least three and no more than five persons,all of whom shall be appointed
by,and shall serve at the discretion of,the Board of Directors. The MC,9 established,shall have exclusive
jurisdiction over modification,addition, or alterations made to existing structures on Units or structures
containing Units and the open space, t any, appurtenant thereto. i-lowever, the MC may delegate its
authority as to a particular Neighborhood to the appropriate board or committee of the Neighborhood
Association,if any,subsequently created or subsequently subjected to this Declaration so long as the MC
has determined that such board or committee has In fees review and enforcement practices, procedures,
and appropriate standards at least equal to those of the MC. Such delegation may be revoked and
jurisdiction reassumed at arty time by written notice. The MC shall not take any action nor approve any plans
which are inconsistent with the Design Review Guidefinei and the NCC shall have the right to veto any action
taken by the MC which the NCC determines,in its sole discretion,to be inconsistent with the Design Review
Guidelines.
Section 3. Guidelines and procedures.
(a) The Declarant shall prepare the initial design and development guidelines and
app icaW and review procedures (the "Design Review Guideliwe which shah be applicable to all
construction activities within the Properties. The Design Review Guidelines may contain general provisions
applicable to all of the Properties,as well as specific provisions which vary from one portion of the Properties
to another depending upon the location,unique characteristics,and Intended use thereof.
The MCC, acting on behalf of the Board of Directors, shall adopt such Design Review
GtWefines at its initial organizational meeting and,thereafter shah have sole and full authority to amend them
from time to time,without the consent of the Owners.
The NCC steal make the Design Review Guidelines available to Owners, Builders, and
deveiopers who seek to engage In development of or construction upon all or any portion of the Prolw es
and all such Persons short conduct their activities in strict accordance with such Design Review Guidelines.
In the discretion of the Declarant,such Design Review Guidelines may be recorded in the County Cleric
Official Records of County,Texas,in which event the recorded version,as lt may unilaterally be
amended from time to time by the NCC by recordation of amendments thereto,shad control In the event of
any dispulo as to which version of the Design Review Guidelines was in effect at arry particular time.
Any amendments to the Design Review Guidelines adopted from time to time by the NCC in
accordance with this Section shall apply to construction and modifications commenced after the date of such
amendment only,and shah not apply to require modifications to or removal of structures previously approved
by the NCC or MC once the approved construction or modification has commenced.
The MC may promulgate detailed application and review procedures and design standards
governing its area of responsibility and practice. Any such standards shag be consistent with those set forth
in the Design Review Guidelines and shad be subject to review and approval or disapproval by the NCC-
(b) Plans and specifications showing the nature, lance, shape, color,sze, materials, and
location of all proposed construction and modifications,shah be submitted to the appropriate committee for
review and approval(or disapprwraq. In reviewing each submission, the committees may consider the
quality of workmanship and design, harmony of external design with existing structures, and location In
24
70ararnnnar.a0000mrvoet MN
MorningStar Ranch
Exhibit D to Final Development Agreement Page 29
016391.00010:1051158.010
relation to surrounding structures, topography,and finish grade elevation, among other things. While the
committees may also consider such factors as conformity to master drainage plans, they shall not be
required to review drakhage plans and neither the Association, the committees, nor the Declarant assume
any responsibility,for ensuring compliance with any master drainage p%ui,which responsibility shall be solely
with the Builder or other applicant
In the event that the NCC or MC falls to approve or to disapprove any application within 30
days after submission of all information and materials reasonably requested,the application shall be deemed
approved. However,no approval,whether expressly granted or deemed granted pursuant to the foregoing,
shall be inconsistent with the Design Review Guidelines unless a variance has been granted in writing by the
NCC pursuant to Section 5 below.
Section 4. No Walw.r of Fuf a AAppMyMIg The approve of either the NCC or MC of any
proposals or plans and speafications or drawings for any work done or proposed,or in connection with any
other matter requiring the approval and consent of such committee, shall not be deemed to constitute a
waiver of any right to withhold approval or consent as to any similar proposals, plans and specifications,
drawings,or matters subsequently or additionally submitted for approval or consent
Section 5. Variance The NCC may authorize variances from compliance with any of its
guWelihes and procedures when circumstances such as topography, rhatural obstructions, hardship, or
aesthetic or environmental considerations require, but only in accordance with duty adopted rules and
regulations. Such variances may only be granted, however, when unique circumstarhoes dilate and no
variance shall(a)be etfective unless In writing;(b)be contrary to the roes set forth in this Declaration;
or(c) stop the NCC from denying a variance in ofher circumstances. For purposes of this Section, the
iinability,to obtain approval of any governmental agency, the Issuance of any permit,or the terms of any
financing shalt riot be considered a hardship requiring a variance.
Section 6. rat of I layay. Review and approval of arty application pursuant to this
Article is made on the basis of aesthetic considerations only and neither the NCC nor the MC shall bear any
responsibility for ensuring the structural integrity or soundness of approved construction or modifications,
appropriateness or effectiveness of drainage or compliance with any master drainage plan,nor for ensuring
compliance with building codes and other governmental requirements. Netther the Declarant, the
Association,the Board of Directors,any cormnittee,or member of any of the foregoing shall be responsive
for nor held liable for any injury, damages, or lass arising out of the manner or quality of approved
construction on or modifications to any Unit or for the performance or non-performance of any of the
provisions of this Article XI.
Section 7. Enkr] 'ement Any constn uct m,alteration,or other work done in violation of this
Article shall be deemed in be nonconfornhing. Upon written request from the Board or the Declarant,Owners
shall, at their own cost and expense, remove such construction, alteration, or other work or bring it into
compliance. Should an Owner fall to remove or correct as required hereunder,the Board or its designees
shall have the right to enter the property,remove or cure the violation. AN costs(including,without limitation,
attomeys fees),together with the interest at the maximum rate then allawed by law,may be assessed against
the benefited Unit and collected as a Spacial Assessment pursuant to Article X,Section 5(b)hereof.
Any contractor,subcontractor,agent, employee, or other Invitee of an Owner who fails to
comply with the terms and provisions of this Article and the Design Review Guidelines may be excluded by
the Board from the Properties. in such evens,neither the Association, its officers,or directors shalt be held
liable to arty Person for exercising the NhIs granted by this paragraph.
In addition to the foregoing,the Board of Dincctors and/or Declarant shall have the authority
25
rsrVa arax»r.WM11avatiw"
MorningStar Ranch
Exhibit D to Final Development Agreement Page 30
016391,00010:1051158.0l0
and slandii g,on behalf of the Association,to pursue all legal and equitable remedies avaBable to enforce the
provisions of this Artkis and the decisions of the NCC and MC.
Article XI
'ISE RESTRICTIONS
The Properties shag be used only for residentral,recreational,and neWed purposes(which
may induce, wdfhout limitation,ofiloes for any property manager retailed by the Association or business
offices for the Declarant or the Association consistent with this Decaration,any Supplemental Declaration,
and amendments to either). Any Supplemental Declaration or additional covenants imposed on the property
within any Neighborhood may impose stricter standards than those contained in this Amide. The Association,
acting through its Board of Directors,dW have standing and the power to enforce such standards.
Section 1. B1gu No sign of any kind shalt be erected wiM the Properties without the
written consent of the Board of Directors,except signs installed by Declarant If permission is granted to any
Person to erect a sign within the Properties,the Board reserves the right to restrict the size,cola,lettering,
and placement of such sign. The Baird of Directors and the Declarant shag have the right b erect signs as
they,in their discretion,deem appropriate. Except as provided above,no signs,flags,banners,or sunilar
Items advertising or providing directional infomration with respect to activities being conducted within or
outside the Properties shag be displayed or posted within the Properties.
Section 2. Pang and Pmh!bited VahWes
(a) Paris Vehicles shag be parked only In the garages or in the driveways,if any,serving
the Units or other hard-surfacad areas which are not visible from the street Vehicles shag be subject to such
reasonable miles and regulations as the Board of Directors,or any Nelghbortrood Association,.lf any,having
concurrent jurisdiction over paddng areas within the Neighborhood,may adopt The Declarant and/or the
Association may designate certain on-street parking areas for visitors or guests subject to reasorable rules.
(b) IRmbibited Vahi ips Commercial vehicles,vehicles with commercial writing on their
exteriors,vehicles primarily used or designed for co nmerclal purposes~tractors,mobile homes,recreational
vehicles,traders(either with or without wheels),campers,camper trailers,boats and other watercraft and
boat trailers shalt be parked only In enclosed garages or areas,I any,designated by the Board or by the
Neghbwhood Association, if any, having concurrent jurisdiction over parking areas within a particular
Neighborhood. Sbred vehicles and vehicles which are either obvio sly inoperable or do not have current
operating licenses shag not be permitted on the Properties except within enclosed garages. For purposes of
this Section,a vehicle shag be considered'shred'I it is put up on blocks or covered with a tarpaulin and
remains on blocks or so covered for 14 consecutive days without the prior approval of the Board. Service
and delivery vehicles may be parked in the Properties during daylight hoes for such period of time as is
reasonably necessary b provide service or to make a delivery to a Unit or the Common Areas. Any vehicle
parked in violation of this Section or parking rules prornuigated by.the Board may be towed.
Seddon 3. Dtpanb rmd Al provisions of the Declaration, any applicable
Supplemental Declaration,and rubs and regulations which govern the conduct of Owners and which provide
for sanctions against Owners shall also apply ho all occupants,guests,and invilees of any Unit Every Owner
shal cause all occupants of his or her Unit to comply with the Declaration,any applicable Supplemental
Declaration,and rules and regulations. Every Owner shag be responsible fix all violations and losses to the
Common Area caused by such acarpants,notwitlistandirg the fad that such occupants of a Unit are fully
liable and may be sanctioned fur any vlolatloh of the Declaration and rules and regulations.
26
MMrarmoroor.unoonMONUM
MorningStar Ranch
Exhibit D to Final Development Agreement Page 31
016391,00010:1051158.010
Section 4. No animals,Ivestock,or poultry of any kind shall be raised,
bred,or kept on any portion of the Properties. However,a reasonable number of dogs,cats,or other usual
and common household pets may be permitted In a Unit The foregoing limitation on the number of pets
shall not apply to hamsters,small birds,fish,or other constantly cages animals,nor shell it apply to require
the removal of arty litter born to a pmw tted pet prior to the time that the animals in such fitter era three
months old. However, those pets which are pemhiled to roam free, or, in the sole discretion of the
Association,endanger the health,make ob*Wnable noise,or constitute a nuisance or Inconvenience to the
Owners of other Units or the owner of any portion of the Properties shall be removed upon request of the
Board. If the owner fags to honor such request,the pet may be removed by the Board. No pets shall be
kept,bred,or maintained for any commercial purpose. All dogs shaft at all tines whenever they are outside a
Unit be confined on a leash held by a responsible person. The Board shall also have the authority,but not
the ob%ption,to restrict or prohibit the keeping of breeds of dogs with a known history of dangerous or
vicious behavior.
Section 5. Quiet FnjMment Nothing shall be done or maintained on arty part of a Unit
which emits foul or obnoxious odors outside the Unit or creates noise or other conditions which tend to
disturb the peace,pullet safety,comfort or serenity of the ocaupards and Invilees of other Units. There shall
not be maintained any plants or animals or device our thing of any sort whose activities or existence In any
way is noxious,dangerous,unsightly,unpleasant,or of a nature as may diminish or destroy the enjoyment of
the Properties.
No noxious, illegal, or offensive activity shall be carried out upon any portion of the
Properties,which in the reasonable determination of the Board tends to cause embarrassment,discomfort,
annoyance,or nuisance th persons using the Common Area our to the ocxupants and hvbes of other Units.
No outside bunting of trash or garbage shag be pamniled within the Properties. No speaker,hom,whistle,
bell, Intercom, paging or other sound device audible from outside the Unit except alatnn devices and
entryway intercoms used exclusively for security purposes,shall be instaied or operated on any Unit The
use and discharge of firecrackers arid other fireworks Is prohibited within the Properties,except with prior
approval of the Board.
Section 6. Unsiahhy or Unkempt Condition A11 portions of a Unit outside of enclosed
structures shag be tcept in a dean and tidy condition at all byres. Nothing shag be dome,maintained,stored,
or kept outside of enclosed stiuMms on a Unit which,in the determination of the Board of Drectors,causes
an unclean,unhealthy,or untidy corKrft to exist or is obnoxious to the senses. The pursuit of hobbies or
other activities, including specifically, without limiting the generality of the foregoing, the assembly and
disassembly of motor vehicles and other mechanical devices,which might tend to cause disorderly,unsightly,
or unkempt conditions,shall not be pursued or undertaken on any part of the Properties. Notwithstanding the
above,the disassembly and assembly of motor vehicles to perform repair work shag be permitted provided
such activities are not conducted on a regular or frequent basis,and are either conducted entirely within an
enclosed garage or,if conducted outside,are begun and completed within twelve hours.
No Person shall dump grass clippings,leaves or other debris,petroleum products,fer&ers,
or other potendagy hazardous or toxic substances in any drainage ditch,stream, pond or lake,street or
gutter,or anywhere on the Common Areas. Such materials shall not be disposed of on arty portion of the
Properties without the prior permission of the owner thereof.
Section 7. Antennas. No exterior antennas except a taievision antenna extending no more
than twelve(12)feet above roof line,aerials,satellite dishes in excess of one meter(1)in diameter,or other
apparatus for the transmission or reception of television,radio,satellite,or other signals of any kind shag be
placed,allowed,or maintained upon any portion of the Properties,including any Unit without the prior written
consent of the Beard or its designee,unless completely amtalned within the dwelling on the Unit so as not to
27
�sre�scr000cnr.oaaaar�oow,rraav
MomingStar Ranch
Exhibit D to Final Development Agreement Page 32
016391.00010:105115 8.010
be visible from outside the dwelling. Any such apparatus permitted by the Board or its desgnee must be
screened from view of adjacent Units by an approved fence or other approved structure no more than sbc feet
in height The Declarant and/or the Association shall have the right,without obiigaim,to erect or instal an
aerial, satellite dish, master antenna, cable system or other apparatus for the transmission of television,
radio,satelfhe,or other signals for the benefit of all or a portion of the Properties.
Section 8. Goffxaslinm_ Gahvo {;,any, Tanks. Etc Ail clotheslines, garbage cans,
mechanical equipment and other similar items on Units shah be located or screened so as to be concealed
from view of neighboring Units,streets, and property located adjacent to the Unit All rubbish,trash,and
garbage shall be stored in appropriate containers approved pursuant to Article XI hereof and shah regularly
be removed from the Properties and shah not be allowed in accumulate.
Section 9. Subdivision gt Unit aril T�hadug. No Unit shah be subdivided or is
boundary Mes changed except with the prior written approval of the Board of Drtectors of the Association.
Declarant however,hereby eugaessy reserves the right to subdivide,change the boundary fine of,and replat
any Unias) owned by Declarant Any such division, boundary hoe change, or reptatting shah not be in
violation of the Wicabie subdivision and zoning regulations.
No Unit shah be made subject to any We of timesharing, fraction-sharing, or similar
program whereby the right to exclusive use of the Unit notaies among members of the program on a fixed or
floating time schedule over a period of years.
Section 10. Fiream)5. The dWorge of firearms and use of bows and arrows within the
Properties is prohibited. The term"firearms"Includes 1W guns,pellet guns,and other firearms of all types,
regardless of size. Notwithstanding anything to the contrary contained herein,the Association shall not be
obligated to take action to enforce this Section.
Section 11. Pals. No aboveground swimming pools shalt be erected, constructed or
installed on arty Unit Jam=js,whirlpools,or spas approved pursuant to Article Xl shall not be considered an
aboveground pool for the purposes of this Section.
Section 12 1¢Ipetion No sprinkler or Irrigation systems of any type which draw upon water
from creeks,streams,rivers,ponds,wetlands,or other surface waters within the Properties shah be installed,
constructed or operated within file Properties. However,the Declarant and the Association shah have the
right to draw water from such sources for the purpose of irrigating the Area of Common Responsibility. All
private wells shah be subject to approval in accordance with Article XI of this Declaration.
Section 13. Tents,Mobile Homes and Temp TStn shim. Excapt as may be pemmitted
by the Declarant or the NCC during irrtial construction within the Properties,no tent,sheds,mobile home,
storage shed or stricture of a temporary nature steal be placed upon a unit or any part of the Properties
vvWxxit prior approval pursuant to Article XI hereof, except that party tents or simiar temporary structures
may be erected for a limited period of time for special everts with prior Mrritten approval of the Board.
Section 14. nadir g Dralnage and nhr Svsrarns. No Person shall alter the grading of
any Unit without prior approval pursuant to Article XI of this Declaration. Catch basins and drainage areas
are for the purpose of natural flow of water only. No obstructions or debris shah be placed in these areas.
The Declarant hereby reserves for ibelf and the Association a perpetual easement across the Properties for
the purpose of altering drainage and water flow. However,the exercise of such easement shah not materially
diminish the value of or unreasonably interfere with the use of any adjacent property without the Owner's
oonsent Septic tanks and drain fields,other than those installed by or with the consent of the Declarant are
prohibited within the Properties.
28
MrM110 7 1LOW1DOXALZIM
MorningStar Ranch
Exhibit D to Final Development Agreement Page 33
0163 91.00010:105115 8.010
Section 15. Removal of Plants and Trees No trees or shrubs,except for those which are
diseased or dead or ate a safety hazard,shall be removed except In strict compliance with the Design
Review Guidelines and upon prior approval in accordance with Article A of this Declaration. In the event of
an intention!or unintentional violation of this Section,the violator may be required by the committee having
jurisdiction to replace the removed tree with one or more comparable trees of such size and number and in
such bcations as such committee may determine necessary,in its sole discretion,to mitigate the damage.
Section 16. Sight Matance at Intersacfforin Aff property located at street intersections shah
be landscaped so as to permit safe sight across the street comers. No fence,wall,hedge,or shrub planting
shall be placed or permitted to remain where It would create a trafAc or sight probWm.
Section 17, lit 14 1 inrsa. No overhead utility Ines,including lines far cable tafevWon,shall
be permitted within the Properties, except for temporary Ines as required during construction and high
voltage lines.
Section 18. Air Cardifionfog I Inns Except as may be permitted by the Board or its
designee,no window air mrxfitioning units may be installed in arty Unit.
Section 19, 1lghfbg Exoept for traditional holiday decorative lights, which may be
displayed for two months prior to and one month attar any oommonly recognized holiday for which such lights
are tradrdionaily displayed, all exterior lights must be approved in accordance with Article XI of this
Declaration.
Section 20. Artificial Yagdatw F)derior Sculpture and Similar Itamc No artificial
vegetation or permanent flagpoles shall be permitted on the exterior of any portion of fire Properties. No
exterior sculpture, fountains, flags and temporary flagpoles, birdhouses, birdbaths, other decorative
embellishments, or similar items shall be permitted unless approved in accordance with Article A of this
Declaration.
Section 21. Egg C��nn Eqt tipment, No solar energy collector panels or attendant
hardware or other energy conservation equipment shall be constructed or installed on arty Unit unless it is an
integral and harmonious part of the archilecdural design of a structure,as determined in the sole discretion of
the appropriate committee pursuant to Article A hereof. No windmills,wind generators,or other apparatus
for generating power from the wind shall be erected or Installed on any Unit
Section 22. mod$ t ake-and Qfta Water Bodies- M wetiands, lakes,ports,and
streams within the Properties,if any,shall be aesthetic amenitles only,and no other use thereof,including,
without limbdon,fishing,swimming,boating,playing,or use of personal flotation devices,she]be permitted
without the prior approval of the Board of Directors. The Associaafim shag not be responsible for any loss,
damage,or injury to any person or property arising out of the authorized or unauthorized use of lakes,ponds,
or streams within the Properties. No docks,piers,or other structures shalt be constructed on or over any
body of water within the Properties,except such as may be constructed by the Declarant or the Association.
Section 23. PI&Around and Recreatima eniomw t No Jungle gyms,swing sets,similar
playground equipment;basketball backboards,tennis courts,or such other recreational equipment shag be
erected or inSta]ed on any Unit without prior written approval in accordance with Article Xl hereof. Any
playground or other play areas or equipment furnished by the Association or erected within the Properties
shall be used at the risk of the user. The Association shall not be held]able to airy Person for any claim,
damage,or Injury occurring thereon or related to use thereof.
Section 24. Fences. No hedges,walls,dog runs,animal pens,or%now of arty kind shall
be permitted on any Unit except as approved in rdance with Article XI of this Declaration.
29
rsraiarpoaoorm000rar�orrrLsov
MomingStar Ranch
Exhibit D to Final Development Agreement Page 34
016391.00010:1051158.010
Section 25. B Alnegs I rim No business,trade,garage sale,moving sale,rummage sale,
or similar activity may be conducted in or tom any Unk,w oept that an Owner or occupant residing in a Unit
may conduct business activities within the Unit so long as: (a)the exstmw or operation of the business
activity is not apparent or dethCtab(e by sight sound,or smell from outside the Unit;(b)the business activity
conforms to all zoning requirements for the Properties; (c) the business activity does not involve regular
visitation of the Unit by clients,customers,suppliers,or other twsness hvftes or door-U>door solicitation of
residents of fhe Properties; and (d) the business activity is consistent with the residential character of the
Properties and does not constitute a nuisance,or a hazardous or offensive use,or threaten the security or
safety of other residents of the Properties,as may be detm mn;ned In the sole discretion of the Board.
The terms"businese and"trade;as used in this provision,shall be construed to have their
ordinary,generally accepted meanings and shall include,without limitallon,any occupation,worts,or activity
undertaken on an ongoing basis which Involves the provision of goods or services to persons other than the
prrnridees family and for which the provider receives a fee,compensation, or other form of consideration,
regardless of whether. (a)such activity is engaged In full or part-time,(b)such activity is intended to or does
generate a profit or(c)a license is required.
Notwithstanding the above,the leasing of a Unit shall not be considered a business or trade
within the meaning of this Section- This Section shag not apply to any activity conducted by the Dedarant or
a Builder approved by the Declarant with respect to its development and sale of this Properties or Its use of
any Units which t owns within the Properties.
Section 26. Qn Cite Fuel Sbw4a No on-sle storage of gasoline,heating,or other fuels
shall be permitted on any part of the Properties. However,up to live gallons of fuel may be stared on each
Unit for emergency purposes and operation of lawn mowers and similar tools or equipment and the
Association shall be permitted to store fuel for operation of maintenance vehicles,generators, and sntrlar
equipment
Section 27. Leasing of tJnb "Leasing,"for purposes of this Declaration, Is defined as
regular,excl isive occupancy of a Unit by any person,other than the Owner for which the Owner receives any
consideration or benefit Inckxding,but not limited to,a fee,service,gratuity,or emolument Units may be
leased only in their entirety. No fraction or portion may be leased No transient tenants may be
accommodated in a Unit All leases shall be in writing and shall be for an Initial term of no less than 30 days,
except with the prior written consent of the Board of Diedom Notice of any lease,sublease or assignment
of a(ease,together with such additional information as may be required by the Board.shag be given to the
Board by the Unit Owner within 10 days of execution of the lease,sublease or assignment The Owner must
make available to the lessee copies of the Declaration,and the rules and regulations. The Board may adopt
reasonable rules regulating leasing and subleasing.
Section 28. Every Owner and occupant of any Unit,their guests and
invitees, shag comply with all laws, statutes, ordinances, and rules of federal, state, and municipal
governments applicable to the Properties. Any violation may be considered a violation of this Declaration.
However,the Board shaft have no obligation to take action to enforoe such laws,statutes,ordinances,and
rules.
Section 29. SMIP Farmiv OcunaaW No Unit shall be occupied by more than a single
family. For purposes of this resbicton,a single family shag be defined as any number of persons related by
blood,adoption,or marriage living with not more than one person who is not so related as a*Via household
uric or no more than two persons who are not so related living together as a single household unit and the
household employees of either such household unit provided,however,nothing herein shag be interpreted to
restrict the ability of one or more persons meeting the definition of a single family from residing with arty
30
76WV.VWWJ,0WW11ao0r+.us W
MomingStar Ranch
Exhibit D to Final Development Agreement Page 35
016391.00010:1051158.010
number of person(s)under the age of eighteen(18)over whom such person has legal custody.
Section 30. Mineral Op mnlione No oil drilling, of development operations,oil refining,
quarrying, or mining operations of any kind shag be permitted on any Unit No derrick or other structure
designed for use in boring for water,oil,natural gas,or other minerals shall be erected and rn i fined or
permitted on any Unit
Article xm
EASEMSTs
Section 1. Ewmaents of Encroachment There shall be reciprocal appurtenant easements
of encroadxnent and for maintenance and use of any permitted enaoacti meet,between each Unit and any
adjacent Common Area and between adjacent Units due tD the unintentional placement or setting or stilfting
of the Improvements constructed,reconstructed,or altered thereon(in aacondanoe with the terms of these
restrictions)b a distance of not more than three feet,as measured from arty point on the common boundary
along a line perpendicular to such boundary. However,In no event steal an easement for encroachment
exist it such encroachment occurred due to wilful and knowing cornduct on the part of,or with tine knowledge
and consent of,an Owner,occupant,or the Association.
Section 2 Easemarita for Utflifies Etc There are hereby reserved unto Dedarant,so long
as the Declarant owns any property,the Association,and the designees of each(which may include,wbout
limitation, County,Texas and any utility)access and maintenance easements upon,across,over,
and under A of the Properties to the extent reasonably necessary for the purpose of replacing,repairing,and
maintaining cable television systems, master television antenna systems, security and similar systems,
roads,walkways,bicycle pathways,lakes,ponds,wetlands,drainage systems,street fights,signage,and all
Miles,lndudhg,but not lmitad to,wad,sewers,meter boxes,telephone,gas,and electricity,and for the
purpose of instating any of the foregoing on property which It owns or within easements designated for such
purposes on recorded plats of the Properties. Notwithstanding anything to the contrary herein, these
easements shall not entitle the holders to construct or install any of the foregoing systems,facilities,or utilities
over,under or through any existing dwelling on a Unit and any damage to a Unit resulting from the exercise
of these easements shall promptly be repaired by, and at the expense of, the Person wendshg these
easements. The exercise of these easements shall not unreasonably interfere with the use of any Unit
Without fimgfing the generality of the foregoing,there are hereby reserved for the local water
suppler, electric company,and natural gas supplier easements across all the Common Area for ingress,
egress,installation, reading,replacing,repairing, and maintaining utility ureters and boxes. However,the
exercise of this easement shall not extend to permitting entry into the dwelling on any Unit Nobw thstendng
anyhi g to the contrary contained in this Section,no sewers,electrical rues,water lines,or other utilities may
be installed or relocated on the Properties, except as may be approved by the Association's Board of
Directors or as provided by Declarant
Section 3. Faaaments for Lake and Pond MaIntman ca and Food Watwr The Declarant
reserves for itself and its suxsssors,assigns,and designees the nonexclusive right and easement but not
the obligation,to enter upon any lakes,ponds, streams,and wetlands located within the Area of Common
Responsibility to(a)instal,keep,maintain,and replace pumps In order to provide water for the irrigation of
any of the Area of Common Responsibility;(b)construct maintain,and repair any bukhead,wag,dam,or
other structure reWnkg water,and(a)remove trash and other debris therefrom and fulfil that maintenance
responsibilities as provided in this Declaration. The Dedarant's rights and easements provided in this
Section shal be transferred to the Association at such time as the Declarant shall cease to o wri any property
subject b the Declaration,or such earlier time as Declarant may elect,in its sole crwmtbn,to transfer such
rights by a wnftten instrument The Declarant the Association,and their designees shad have an access
31
m�atA0000e.toomiataow,rsYHv
MomingStar Ranch
Exhibit D to Final Development Agreement Page 36
0163 91.00 010:10 5115 8.010
easement over and across any of the Properties abutting or containing any portion of any such lakes,ponds,
streams,or wetlands to the extent reasonably necessary to exercise their rights under this Section.
Thera Is further reserved herein for the benefit of Dedaran; the Association, and hW
designees,a perpetual,nonexclusive right and easement of access and encroachment over the Common
Area and Units(but not the dwellings thereon)adjacent to or within 60 feet of take beds,ponds,and streams
within the Properties,in order to(a)temporarily flood and back water upon and maintain water over such
portions of to Properties (b) fill,drain, dredge, deepen,dean, fertile,dye,and generally maintain any
takes,ponds,streams,and wetlands within the Area of Common Responsibility,(c)maintain and landscape
the dopes and banks pertaining to such takes,ponds,streams,and wetlands;and(d)enter upon and across
such portions of the Properties for the purpose of exercising its rights under this Section. All persons entitled
to exercise these easements shall use reasonable care In, and repair any damage resulting fram tine
intentional exercise of such easements. Nothing herein stet be construed to make Declarant or any other
Person gable for damage resulting from flooding due to heavy rainfall or other natural disasters.
Section 4. Easement%to Serve Additional Pig dy, The Declarant and its duly authorized
agents,representatives,and employees,as well as ib successors,assigns,licensees,and mortgagees,shag
have and hereby reserves an easement over the Common Area for the purposes of enjoyment use,access,
and development of the additional property,whether or not such property is made subject to this Declaration.
This easement includes, but is not limited to, a right of ingress and egress over the Common Area for
construction of roads and for connecting and Installing uttiities on such property. Declarant further agrees
that if the easement is exercised for permanent access to the additional property and such property or any
portion thereof is not made subject to this Dedaratlon,the Declarant,its successors or assigns shall enter
into a reasonable agreement with the Association to share the cost of maintenance of arty access roadway
serving the additional properly. Such agreement shag provide for sharing of costs based on the ratio which
the number of residential dwegkVs on that portion of the additional property which is served by the easement
and is not made subject to this Declaration bears to the fplal number of residential dwellings within the
Properties and on such portion of the addNonal property.
Section 5. Rio of p The Association shall have the right,but not the obligation,to
enter upon any Unit for emergency,security,and safety reasons,to perform maintenance pursuant to Article
V hereof,and to Inspect for the purpose of ensuring compliance with this Declaration,any Supplemental
Declaration,and Hiles and regulations,which right may be exercised by the Association's Board of Directors,
officers, agents, employees, managers, and all policemen, firemen, ambulance personnel, and similar
emergency personnel In the performance of their respective duties. Except in an emergency situation,entry
shag only be during reasonable hours and after notice to the Owner. This right of entry shag Include the right
of the Association to enter upon a Unit to cure any condition which may increase the possibility of a fire or
other hazard In the event an Owner falls or refuses to cure the condition within a reasonable time attar
requested by the Board, but shag not authorize entry Into any single family detached dwelling without
permission of the Owner except by arnergency personnel acting In their official capacities.
Section S.
(a) );ids For purposes of this Section 6,capitalized terms not previously defined in
Article I shall have the meanings set forth below.
(I) 'Retaining Wall" shall be a wall structure running generally parallel to the
Common Boundary,constructed generally on the Common Boundary for the purposes of supporting and
benefiting the Dominant Estate(See typical Musbation In this Section below.)
(n 'Common Boundary'shall be the lot fine, as shown on a subdivision plat,
32
TQrdTdl�OrlD!l�OL1D1/BDf.UJAL4�N
MorningStar Ranch
Exhibit D to Final Development Agreement Page 37
016391.00010:1051158.010
forming the common boundary Me between any two adjoining Lots,or between any Lot and Common Area.
@D "Dominant Estate"shall mean, as between two adjoining Units or Common
Areas,the Unit or Common Area which has the higher elevation. (The Dominant Estate Is defined in the
illustration below on the right)
(iv) "Servient Estate" shall mean, as between two adjoining Units or Common
Area,the Unit or Common Area which has the lower elevation.(fhe Servient Estate is defined below on the
left)
(v) "Retaking Wail and Drainage Easement Area" shell mean an area on the
Servient Estate which lies between the Common Boundary and a line generally parallel to the Common
Boundary equivalent to the side yard setba&required as per the City of zoning,as shown
in the illustration below..
(vi) "Fence"shall be a structure constructed on the Common Boundary,or within
two feet of the Common Boundary on the Dominant Estate.
(vo) 'Fence Easement Area'shall mean a two-foot area on each side of the Fence,
whether the fence is located on the Common Boundary,or within the Dominant Estate.
MlhrstrabW
9 FENCE
FENCE
EMENT
AREA
FENCE ArBa
AREA DuIaMWT MAX
Smog 607E
rE'ANIC Will
(5149YaM Satbocl) (Srd"rd Satback)
Obo,,, , Reoirdn
. E d q wl
.nwnt Orainaq• Eaz"t
Aron Aron
eouiown
(b) Usa of Ratainbg Wail and Drainage Fasament Aria. A perpetual non-exckmive
easement on,over and across the Easement Area of each adjoining Servient Estate Is hereby grated to
each Dominant Estate for ingress and egress by the Owner and occupants of the Dominant Estate and their
agents,contractors and representatives,for construction,reconstruction and maintenance of the Retaining
Wall serving the Dominant Estate,and for the purpose of maintaining, reconstructing,or oonstrudng the
storm water drainage runoff system from the Dominant Estate, subject to the restrictions set forth in this
33
7987L/4OOOgt.00R hVD0NALSGW
MomingStar Ranch
Exhibit D to Final Development Agreement Page 38
016391.00010:1051158.010
Declaration and approval of the New Construction Committee(NCC),and the Modification Committee(MC).
Nothing shall be done or permitted within the Easement Area whit would constitute a threat or
hazard to the health and Safety of the individuals occupying the Savient Estate,nor shah anything be done
or permitted within the Easement Area which defaces the dwening or the landscaping on the Servient Estate,
or which advwsey affects the integrity,structure or strength of the dwelling on the Servient Estate.
The uses permitted wft each Easement Area by virtue of this Section shad be nonexclusive and
the same may be subject to utility,access and drainage easements,as well as minor encroachments The
owner of the Servient Estate shall be entitled to such reasonable use or uses of the Easement Area as are
not inconsistent with the rights of the Dominant Estate. in addition,the Easement Area is subject to any
easements granted elsewhere in this Declaration,as it may be amended from time to time.
(c) SigM of Entry The Owner of each Dominant Estate (and the authorized agents,
representatives and contractors of such Owner) shall have a reasonable and temporary right of entry,
access, ingress, egress and regress upon the Easement Area reasonably necessary to perform and
complete, in a prompt, efficient and good workmanlike manner, any construction or other work(whether
original,remodeling or repair)which has been theretofore approved by the NCC and/or MC.
The NCC and/or MC are specifically authorized to promulgate ad hoc rules and guidelines pertaining to any
particular constnzbon or repair work likely to require the exercise of the right of entry described above so that
the respective best interests of the adjoining Owners are,to the extant reasonably possible,hamnonized and
preswved.
(d) Maintenance of Retaining Wall and Drainage Eaaament Area*Darrage and Destruction
The Owner of the Servient Estate shall be responsible for maintaining landscaping,and other improvements
within the Easement Area in a neat and attractive condition. Any damage to the Servient Estate caused by
the Dominant Owner shah be reasonably nastored at the Dominant Owner's expense to at least as good a
condition as when the Dominant Owner initially enteind the Servient Estate.
In the event that a Retaining Wad is damaged or destroyed by casualty,the Owner of the Dominant Estate
shall proceed promptly to repair or restore the Retaining Wall in the manner consistent with its original
construction.
(a) Usa of Fence Easement Anaa Any Bice constructed or required to be constructed
upon a Common Boundary shad be the shared maintenance responsbiMy of adjoining Unit Owners. Any
fence constricted or required to be constructed on the Dominant Estate,due solely to the construction of a
Retaining Wad along a Common Boundary, shad be the maintenance responsibility of the adoring Unit
owners.
(f) Afbilralion, In the event of any dispute,disagreement or controversy between or among
any Owners pertaining to either the Retaining Wall or Fence Easement Areas,then upon the written demand
of any such Owner, the dispute, disagreement or controversy shah be fuly and finally resolved in by
arbitration before the Board,and,if necessary,Judgment upon their derision may be entered In any teat
having jurisdiction thereof.
Article XN
MQRTEAGFF PROVISIONS
The following provisions are for the benefit of holders, insurers and guarantors of first
Mortgages on Units in the Properties. The provisions of this Article apply to both this Declaration,
notwithstanding any other provisions contained therein.
34
�au�a��auuao�.oaaawrs>7x
ivivruur���ac nau�u
Exhibit D to Final Development Agreement Page 39
016391.00010:1051158.010
Section 1, Notices of Action An insbhrtional holder,Insurer,or guarantor ofa first Mortgage
who provides written request to the Association(such request to state the name and address of such holder,
insurer,or guarantor and the street address of the Una to which its Mortgage relates,thereby becoming an
"Eigble Holder,win be entitled to timely written notice ot.
(a) Any condemnation loss or any casually loss which affects a material potion of the
Properties or which affects any Unit on which there is a fist Mortgage held,Insured,or guaranteed by such
Eligible Holder:
(b) Any delinquency in the payment of assessments or charges owed by a Unit subject to
the Mortgage of such Eligible Holder,where such delinquency has continued for a period of 60 days,or any
other violation of be Declaration relating to such Unit or the yawner or Occupant which is not aced within 80
days. Notwithstanding this provision,any holder of a first Mortgage is entitled to written notice upon request
from the Association of any default in the performance by an Owner of a Unit of any obligation under the
Declaration which is not cured within 60 days;
(c) Any lapse,cancellation,or material modification of any insurance policy maintained by
the Association;or
(d) Any proposed action which would require the consent of a specified percentage of
Eligible Holders.
Seddon 2. Snadal FHLMC provision So long as required by the Federal Home Loan
Mortgage Corporation,the fobAng provisions apply,in addition to and not in lieu of the foregoing. Unless at
feast shdyseven(67%)percent of the first Mortgagees or Voting Members representing at least sixty-seven
(67%)of the total,association Vote entitled to cast consent;the Association shall not
(a) By ad or omission seek to abandon,partition,subdivide,encumber,sell,or transfer all
or any portion of the real property comprising the Common Area which the Association owns,directly or
indirectly(the granting of easements for pubic utilities or other similar purposes consistent with the Intended
use of the Common Area shall not be deemed a transfer within the meaning of this subsection);
(b) Change the method of determining the obligations, assessments, dues, or other
charges which may be levied against an Owner of a Una(a decision, Including contracts,by the Board or
provisions of any declaration subsequently recorded on any portion of the Properties regarding assessments
for Nelghbatroads or other similar areas shag not be subject to this provision where such decision or
subsequent declaration is otherwise authorized by this Declaration);
(c) By act or mission change, waive, or abandon any scheme of regulations or
enforcement pertaining to archaectyrci design, exterior appearance or maintenance of Units and the
Common Area(the Issuance and amendment of architectural standards,procedures,rules and regulations,
or use restrictions shall not constitute a change, waiver, or abandonment within the meaning of this
provision.);
(d) Fail to maintain insurance,as required by this Declaration;or
(e) Use hazard insurance proceeds for any Common Area losses for other than the repair,
replacement or reconstruction of such property.
First Mortgagees may,joirrrlly or singly,pay taxes or other charges which are in default and
which may or have become a charge against the Common Area and may pay overdue premiums on casualty
insurance policies or segue new casualty insurance coverage upon the lapse of an Association poky,and
35
rsrsrar�ooaortawoor�noeucsnH
MorningStar Ranch
Exhibit D to Final Development Agreement Page 40
016391.00010:1051158.010
fast Mortgagees making such payments shag be entitled to immediate reimbursement from the Association.
Section 3. ether Provisions for First Lien Holders_ To the extent possible under Texas law:
(a) Any restoration or repair of the Properties after a partial condemnation or damage due to
an insurable hazard shall be performed substantially in accordance with this Declaration and the original
plans and specifications unless the approval is obtained of the Eligible Holders of fast Mortgages on Units to
which at least fifty-one(51%)percent of the votes of Units subject to Mortgages held by such Eligible Holders
are allocated.
(b) Any election to terminate the Association after substantial destruction or a substantial
taking In condemnation shag require the approval of the Eligible Holders of fast Mortgages on Units to which
at least fifty-one(51%)percent of the votes of Units subject to Mortgages held by such Eligible Holders are
allocated
Section 4. Amendments to Dm,manls. The following provisions do not apply to
amendments to the constituent documents or termination of the Association made as a result of destruction,
damage, or condemnation pursuant to Section 3(a) and (b) of this Article, or to the addition of land in
accordance with Article K
(a) The consent of Voting Members representing at least sixty-seven(67%)of the Class W
votes and of the Dedarant,so long as it owns any laird subject to this Declaration,and the approval of the
Eligible Holders of fast Mortgages on Units to which at least sixty-seven(67%)of the votes of Units subject to
a Mortgage appertain,shag be required to terminate the Association.
(b) The consent of Voting Members representing at least sWseven(67%)percent of the
Class"A"votes and of the Dedarant,so long as @ owns any land subject to this Declaration,and the approval
of Eligible Holders of first Mortgages on Units to which at least frRywne(51%)percent of the votes of Units
subod to a Mortgage appertain,shag be required to amend materially,any provisions of the Declaration or to
add any materiel provisions thereto which establish,provide for,govern,or regutafe any of the following:
(i) voting;
(9 assessments,assessment Bens,or subordination of such Pens;
C7 reserves for maintenance,repair,and replacement of the Common Area;
(iv) insurance or fidelity bonds;
(v) rights to use the Common Area;
(vi) responsibRy for maintenance and repair of the Property;
(vn) expansion or contraction of the Properties or the addition, annexation, or
withdrawal of Properties to or from the Association;
(vu)boundaries of any Unt
(Ix) leasing of Un*
(x) impositlon of any right of first refusal or similar restriction of the right of any
Owner to sell,transfer,or otherwise convey his or her Unit:
36
�s3ara.r.0000nr.aoanrarxuau�
MomingStar Ranch
Exhibit D to Final Development Agreement Page 41
016391.00010:1051158.010
(w) establishment of self-management by the Association where professional
management has been required by an Eligible Holder,or
()dl) any provisions included in the Declaration,Artkdas of Incorporation which are
for the express benefit of holders,guarantors,or insurers of first Mortgages on Units.
Section 5. No P a t, No provision of this Declaration gives or shall be construed as giving
any Owner or other party priority over arry rights of the first Mortgagee of any Unit in the case of distribution to
such Owner of insurance pimseds or condemnation awards for losses to or a talang of tine Common Area.
Section 8. Notica to Association. Upon request,each Owner shall be obligated to fumish to
the Association the name and address of the holder of any Mortgage encumbering such Owner's UniL
Section 7. AmWdment by Boar. Should the Federal National Mortgage Association,the
Federal Home Loan Mortgage Corporation,the U.S.Department of Veterans Affairs,or the U.S.Department
of Housing and Urban Development, subsequently delete any of their respective requirements which
necessitate the provisions of this Amide or make any such requirements less stringent,the Board,without
approval of the Owners,may record an amendment to this Article to reflect such changes.
Section 8. mil-XIV Notting contained in this Article shah be construed to
reduce the percentage vote that must otherwise be obtained under the Dedwation or Texas law for any of
the ads set out in this Article.
Section 9. Failure of M dW;lae to Rwomd. Any Mortgagee wfto receives a written
request from the Board to respond to or consent to arty action shall be deemed to have approved such action
I the Association does rat receive a written response from the Mortgagee within 3D days of the date of the
Association's request, provided such request is delivered to the Mortgagee by certified or registered mad,
return receipt requested.
Section 10.HUDAM Appa&M. As long as there is a Class"B"membership,the following
actions shag require the prior approval of the U.S.Department of Housing and Urban Development or the
Department of Veterans Affairs,if either such agency is insuring or guaranteeing the mortgage on any Unit
annexation of additional property other than that described on[Exhibit"B,"dedication of Common Area to the
public,mortgaging of Common Area,or material amendment of this Declaration.
Arttcie XV
11M ARAb=RIPHTS
Any or all of the special rights and obligations of the Declarant set forth in this Declaration
may be transferred to other persons,provided that the transfer shall not reduce an obligation nor enlarge a
right beyond that contained In this Declaration, as applicable. Furthermore, no such transfer shall be
effective unless it Is in a written instrument signed by the Declarant and duly recorded in the County Cleric
Official Records of County,Texas Nothing in this Declaration shall be construed to require-the
Declarant or any successor to develop any of the property in any manner whatsoever.
Notwrthstaridrrg any provisions contained in this Declaration to the contrary, so long as
construction and sales of Units by Declarant and Builders shall continue,I shall be w pressy permissible for
the Declarant and Builders aul:hortmd by Declarant to maintain and carry on upon portions of the Common
Area such facilities and activities as, in the sole opinion of the Declarant, may be reasonably required,
convenient or inddentai to the construction or sale of such units, incbrding, but not limited b, business
offices,signs,and sales offices. The Declarant and Builder(s)authorized by Decarant shall have easements
37
�uata tm000r.oaaioorienot'urs�sv
MorningStar Ranch
Exhibit D to Final Development Agreement Page 42
016391.00010:105115 8.010
for access to and use of such facilities. The right to maintain and carry on such facxTities and activities shall
include specifically,without limitation,the right to use Units owned or leased by the Declarant or a Builder and
any clubhouse or community center which may be owned by the Declarant or the Association,as models and
sales offices,respectively.
So long as the Declarant continues to have rights under this paragraph, no Person shah
record any declaration of covenants,conditions and restrictions, or declaration of condominium or similar
ihstrument affecting any portion of to Properties wilhout Dedaranfs review and written consent Any
attempted recordation without compilerce herewith shall result In such declaration of covenants,conditions
and restrictions,or declaration of condominium or similar instrument being void and of no force and effect
unless subsegaerdly approved by written consent signed by(fie Declarant and recorded in the public records.
This Article may not be amended without the express written consent of the Dedarart
However,the rights contained in this Article shall terminate upon the earlier of(a)30 years from the data this
Declaration is recorded,or(b)upon recording by Declarant of a written statement that all sales activity has
ceased.
Article XVI
tWNE eK ERQVLg!S
Section i. IEr:m. The covenants and restrictions of this Declaration shall run with and bind
the Properties,and shall thus to the benefit of and shall be enforceable by the Assodation or the Owner of
any Properties,their respective legal representatives,heirs,successors,and assigns,for a term of 30 years
from the data this Declaration is recorded. After such time the covenants and restrictions shall be
automakaly extended for successive periods of 10 years, unless an instrument in writing, signed by a
majority of the then Owners,has been recorded within the year preceding the beginning of each successive
period of 10 years,agreeing to charge said covenants and restrictions,in whole or in part,or to terminate the
same,it which case this Declaration shall be modified or terminated as specified therein.
Section 2 Amrdmeat
(a) By Dacia[arlk Until conveyance of to fast Unit by Declarant',Declarant may unllateraly
amend this Declaration for arry purpose. Thereafter,the Dedararrt may uniiateraly amend this Declaration if
such amendment is()necessary to bring arry provision irto compliance with any appilcabie governmental
statues, rule, regulation, or judicial determination; (9) necessary to enable any reputable We Insurance
company to issue fitle Insurance coverage on the Units; (1)rmq*W by an institutional or governmental
leader or purchaser of mortgage bars,including,for example,the Federal National Mortgage Association or
Federal Home Loan Mortgage Corporation, to enable such lender or purchaser to make or purchase
mortgage bans on the Units; (iv) necessary to enable any governmental agency or reputable private
insurance company to insure mortgage loans on the Units; or (v) otherwise necessary th satisfy the
requirements of any governmental agency. However,any such amendment shall not adversely affact the tttle
to any Unit unless the Owner shag consent thereto in writing. So bng as the Declarant still owns property for
development as part of the Properties, it may unilaterally mend this Declaration for arry other purpose,
provided the amendment has no material adverse effect upon any right of any Owner.
(b) Ely Owners. Except as provided above and otherwise specifically provvded herein,this
Declaration may be amended only by the affrmative vote or written consent,or any combination thereof,of
Voting Members representing sixty-seven(67%)percent of the total votes in the Association,including sixty-
seven (67%) percent of the votes held by Members other than the Declarant, and the consent of the
Declarant,so long as the Declarard has a runt to annex additional property to this Declaration pursuant to
Article IX. In addition,the approval requirements set forth in Article M hereof shell be male if applicable.
38
>�saooaror.00aoovaoorrasvrr
MorningStar Ranch
Exhibit D to Final Development Agreement Page 43
0163 91.00010:105115 8.010
Notwithstanding the above,the percentage of votes necessary to amend a specific clause
shall not be less than the prescribed percentage of of rnative votes required for action to be taken under that
clause. To be effective,any amendment must be recorded n the County Clark Official Records of
County,Texas.
If an Owner consents to any amendment to this Declaration,A will be conclusively presumed
that such Owner has the authority so to consent, and no oontary provision in any Mortgage or contract
between the Owner and a third party wiA affect the validity of such amendment
No amendment may remove, revoke,e, or modify any right or pri4W of the Declarant
without the written consent of the Declarant or the assignee of such right or prMlege.
Section 3. SevarabtMty Invalidation of any provWm or portion of a provision of this
Declaration by Judgment or court order shall in no way affect any other provisions,which shall remain in full
force and effect
Section 4. per. If any of the covenants,conditions,restrictions,or other provisions
of this Declaration shah be unlawful,void,or voidable for violation of the rule against perpetuities,then such
provisions shah continue only until 21 years after the death of the last survivor of the now Wing descendents
of Elizabeth II,Queen of England.
Section 5. 1 itrpation Except as otherwise speciflcally provided below, no judicial or
administrative proceeding shag be commenced or prosecuted by the Association unless approved by Voting
Members representing seventy-five(75%)percent of the total Association vote and by seventy-five(75%)
percent of the Voting Members. In the case of such a vote,and notwiA abuy:[I g anything contained in this
Declaration to the contrary, a Voting member shall not vote in favor of WtVng or prosecuting any such
proceeding unless authortzad to do so by Owners of seventy-five(75%)percent of the Unfits represented by
the Voting Member. This Section shall not apply, however,to(a)actions brought by the Association to
enforce the provisions of this Declaration (including,without imitallon, the foreclosure of k"X (b)the
Imposition and collection of assessments as provided in Article X;(c)proceedings Involving challenges to ad
valomm taxation;or(d)counterclaims brought by the Association in proceedings hstihrted against It This
Section shal not be amended unless such amendment is approved by the percentage of votes,and pursuant
to the same procedures,necessary to institute proceedings as provided above.
Section 6. Cum dative Efliect Conflict The covenants,restrictions,and provisions of this
Declaration shall be cumulative with those of any Neighborhood and the Association may,but shall not be
required to enforce the covenants,conditions,and provisions of any Neghhorhoo t;provided,however,in the
event of conflict between or among such covenants and restrictions, and provisions of any articles of
incorporation,rules and regulations,policies,or practices adopted or carried out pursuant thereto,those of
any Neighborhood shall be subject and subordinate to those of the Association.The foregong priorities shah
apply.but not be limited to,the liens for assessments created in favor of the Association.
Section 7. Use of m of S uhdivis "Phrase and Mark No person shall use the
phrase"Name of Schdivislon'or any logo or derivative in any printed or promotional material without the prior
wrdten consent of the Declarant However, the Association shag be entitled to use the phrase"Name of
Sithdivisnn in its name.
Section 8. Complane Every Owner and occupant of an Unit shalt comply with all lawful
provisions of this Declaration and the rules and regulations of the Association. Failure to cowry shall be
grounds for an action to recover sums due,for damages or injunctive relief,or for any other remedy available
at law or in equity,maintainable by the Association or,In a proper case,by any aggrieved Unit Owr*s). In
39
76Jd74bG9 IA MIdBDOHAL47Pr
MorningStar Ranch
Exhibit D to Final Development Agreement Page 44
016391,00010:105I 155.010
addition,the Association may avail itself of any and all remedies provided In this Declaration.
Section 9. Notice of Sala or Transfer of Title- In the event that any Owner desires to sW or
otherwise transfer title to his or her Unit,such Owner shall give the Board of Directors at least seven days
prior written notice of the name and address of the purchaser or transferee,the date of such transfer of tille,
and such other information as the Board of Directors may reasonably require. The transferor shag continue
to be jointly and severally responsible with the transferee fix all obilgations of the Owner of the Unit coming
due prior to the date upon which notice Is received by the Board' of Directors including assessment
obligations,notwithstanding the transier of title to the Unit
Section 10. Mafta Resakthon. prior to filing a lawstdt against the Declarant, the
Association,a Neighborhood Association, the Board,the NCC,the MC,or any officer,director,committee
member,Voting Member or property manager of the Association,an Owner or OocuM t must request and
attend a hearing with the Board of Directors. Any such request shall be In*TbV and shag be personally
delivered to any member of the Board or the property manager,If any,of the Association. The Owner or
Occupant shag,In such request and at the hearing,make a good faith effort fp explain the grievance b the
Board and resolve the dispute in an amioable fashion,and shall give the Board a reasonable opportunity to
address the Owner's or Occupant's grievance before filing suit Upon receiving a request for a hearing,the
Board shag give notice of the date,time and place of the hearing to the person requesting the hearing. The
Board shag schedule this hearing for a date not less than seven(T)nor more than twenty-one(21)days from
the date of receipt of the request
IN WITNESS WHEREOF, the undersigned Declarant has executed this Declaration this
day of
Name of Limited partnership
a Texas Limited Partnership
By: LLC.
A Texas limited babdity company
Its general partner
By.
Its: Go-maann=
40
rRd74fA0d7q�l.OD7PDLBDONAL4QN
MorningStar Ranch
Exhibit D to Final Development Agreement Page 45
0163 91.00010:10 5115 8.010
STATE OF TEXAS
COUNTY OF DALLAS
BEFORE ME,the undersigned authority,on this®day of 206_,personaiy appeared
I-known b me to be the person whose name is subscribed la the foregoing
instrument,and acknowledged that helshe executed the same for the purposes and considerations therein
expressed,and in the capacity therein stated.
Notary Pubic,State of Texas
My Commission E)*w: Notary s printed Name:
After recording,retum to:
Name of Partr ershin
600 N.Pearl,Suite 650,LB 14a
DaOas,Texas 75201
Aftn: Frank Murphy
41
>6ra�s.ra0000r.aooaorBooruuxav
MorningStar Ranch
Exhibit D to Final Development Agreement Page 46
016391.00010:1051158.010
Exhibit E
Design Review Guidelines
DESIGN REVIEW GUIDELINES
OF
OWNERS ASSOCIATION,INC.
Part One: Definitions
The words in these Design Review Guidelines shall be given their normal commonly understood
definitions. Capitalized terms shall have the same meaning as set forth in that Declaration of
Covenants, Conditions, and Restrictions for Owners Association. Inc. (said Declaration, as
amended, renewed or extended from time to time, is hereinafter sometimes referred to as the
"Declaration")unless the context shall otherwise require.
Part Two: Submission of Plans
Prior to the commencement of any work,there shall be submitted to the appropriate committee two
(2)complete sets of plans and specifications of any and all proposed construction of any dwelling,
building,structure or improvements of any Unit and of any changes in the terrain of any Unit,and
two (2) complete sets of plans and specifications of the proposed painting, remodeling,
reconstruction, alterations,or additions to any dwelling, building, structure or improvements on
any Unit which affect the exterior appearance or structural integrity of any such dwelling,building,
structure or improvements. All plans and specifications for any dwelling, building, structure or
improvements to be erected on any Unit shall include plot plans showing the exterior color
schemes thereof. The approval of the appropriate committee must be obtained prior to the
commencement of any such painting, remodeling, reconstruction, alterations, additions, new
construction or changes in terrain thereon in the same manner as set forth in Part 3 below.
Part Three: Approval and Disapproval
Before any work is commenced on any Unit,the appropriate committee,as the same is from time
to time composed, shall approve or disapprove plans and specifications by majority vote of the
members then serving. One (1) set of said plans and specifications with the approval or
disapproval endorsed thereon,shall be returned to the person submitting them and the other copy
thereof shall be retained by the committee. The signature of any member of the committee on any
such plans and specifications with"approved"or"disapproved"thereon written or stamped shall be
prima facia evidence as to such approval or disapproval being the act of the full committee. In the
event the committee fails to approve or disapprove any such plans or specifications within thirty
(30) days after actual receipt of same by a member of the committee. The committee shall be
deemed to have approved such plans and specifications.
cums�ra�w�m.w.em_sr..nean,m,_im Page t
MorningStar Ranch
Exhibit E to Final Development Agreement Page 1
016391.00010:1051158.010
Part Four: Criteria for Disapproval
The appropriate committee shall have the right to disapprove any plans and specifications
submitted to it as aforesaid in the event such plans and specifications are not in accordance with all
of the provisions of the Declaration and the Design Review Cruidehes, if the external design,
appearance,location or color scheme of the proposed dwelling,building,or other structure is not in
harmony with the general surroundings of such Unit or with the adjacent dwellings,buildings,or
structures or with the topography,if the plans and specifications submitted are incomplete,if the
design,appearance or location of any landscaping is not in harmony with the general surroundings,
or topography, or in the event the committee deems the plans and specifications, or any part
thereof,to be contrary to the interests,welfare or rights of any or all parts of the Neighborhood,or
the Owners in general,all in the sole discretion of the committee. The decisions of the committee
shall be final.
Part Five: Limitation of Committee Liability
The appropriate committee is authorized to accept whatever drawings,plans or specifications as it
deems desirable within its sole discretion in satisfaction of this part of the Declaration. Neither the
committee nor any architect or agent thereof or of Declarant shall be responsible in any way for
any defects in any plans or specifications submitted,revised or approved in accordance with the
foregoing,nor for any structural or other defects in any work done according to such plans and
specifications.
Part Six: Improvements
The following provisions are applicable to restrict all Units in the Properties:
Section 1. Structure and Roof Section of Dwelling. Unless otherwise provided in these
Design Review Chidelines, the exterior of all dwellings shall be constructed of
brick brick veneer,stone,stone veneer,masonry,and/or glass building materials of
the kind customarily used for exterior walls. The width of the front of the main
structure shall be in harmony with other dwellings in the Neighborhood. All
dwellings shall have a roof of wood shingles,slate,tile or composition singles with
a weight of at least 240 pounds per 100 square feet and that have a weathered
brown or gray look unless some other material is approved by the appropriate
committee.The roof pitch of any structure shall be 6 R x 121 minimum.
Section 2. Sewage Disposal. No buildings or dwellings shall be constructed with plumbing
fixtures, dishwashers, toilets, or sewage disposal systems unless the same are
connected to an established central sewage system unless specifically approved by
the appropriate committee.
Section 3. Parking Requirements. There shall be a completely enclosed garage with a
minimum of two(2)automobile parking stalls of a least 8 feet x 18 feet each for
each single family residence or dwelling unit constructed on any Unit. In the case
c46feA A64MOU LOWATMV rAWOWM63k roc Page 2
MorningStar Ranch
Exhibit E to Final Development Agreement Page 2
016391.00010:1051158.010
of those Units possessing an alley immediately adjacent to said Unit,the vehicle
doors of all garages shall not open toward an adjacent street.
Enclosures, shelters, screens and other improvements (excluding garages)
constructed for the purpose of automobile parking and other vehicles shall be
attached to and a part of the structure of the building to which they apply. No
carports shall be allowed unless: (i)it is constructed of the same exterior masonry
material and color as the house on the same lot;(ir)it shall have the same roof type,
material,composition,and pitch;and(iii)it is attached to and a part of the house.
Section 4. Fences and Boundary,Plantings. No wall, coping or fence shall extend nearer to
any street than the front line of the dwelling on any Unit No wire or woven fence
is permitted on any portion of any Unit that exposes it to view from the streets or
surrounding Units. No fence may be constructed or erected on any Unit without
approval of the appropriate committee as to materials,appearance,and height All
Units shall be kept in a well landscaped condition so as to produce the best aesthetic
effect Boundary planting along front Unit lines or side Unit lines adjacent to a
street, except trees with single trunks,shall not be permitted to grow higher than
three(3)feet No boundary planting shall be allowed outside rear Unit lines. Each
Unit Owner shall cut and maintain all of his trees,shrubs,and hedges so that no part
thereof extends across any Unit boundary line without the permission of the Owner
of the Unit across which the planting extends.
Fencing installed by the Declarant shall not be modified.
Section 5. Construction Periods. The work of construction,painting, altering or remodeling
any building or improvements on any Unit shall be prosecuted diligently from the
commencement until the completion thereof and in any event shall be completed
within nine months after commencement of the work
Section 6. Lan in . Each Unit shall have installed or planted prior to the conveyance of
the Unit to any person other than a builder or developer holding title for the purpose
of development and resale, fully sodded front and side yards and a minimum of
twenty(20)shrubs and two(2)trees(at minimum sizes of(1)gallon and three(3)
inch caliper, as measured at a point twelve inches (12") above ground level,
respectively)in each front yard. Such trees planted shall be of a kind and size (if
different from the size set forth above)as may be required by the then current Tree
Ordinance of the City. Existing trees on the Unit shall qualify for this landscape
requirement
Section S. Sitework. Finished grades shall follow the City approved grading plans. Anytime a
site is altered,it is the builder's responsibility to provide the retainage. Retaining
walls are only to be constructed of stone or brick.
Section 9. Masonry, Unless otherwise specifically approved by the ARC,each single-family
detached residential dwelling shall have at least the City's minimum of the
a�s� m imc Page 3
MorningStar Ranch
Exhibit E to Final Development Agreement Page 3
016391.00010:1051158.010
exterior vertical surfaces (excluding windows, doors and roof) composed of
approved masonry(i.e.,brick,stone,stucco).
A. The term"masonry"shall not include any"hardy plank/board"type materials.
B. Windows and doors are excluded from the calculation of the total exterior wall
area.
C. Chimney flues on any exterior side or front wall, or on back wall of any
stuwhue located on a comer Unit, shall be enclosed one hundred (100%)
percent in brick or masonry except for the side of the chimney that face the
roof.
Section 10. lrri¢ation. An automatic irrigation system is encouraged,but not required in the
front yard of each lot.
Section 11. Mailboxes. Mailboxes shall be consistent with other mailboxes in the Subdivision
and shall be constructed in a design and of a material approved by the ARC prior to
installation. No metal boxes on wood poles shall be allowed. Mailboxes shall be in
confom-dty with the requirements of the City.
cv�u m,rtukmn i..x hga 4
MomingStar Ranch
Exhibit E to Final Development Agreement Page 4
016391.00010:1051158.010
Exhibit F
Development Plan
TRACT 1
TRACT 2
q^q TRACT 4
Q
O
a
rx
N
M
M
TRACT 3
OLD WEATHERFORD ROAD
N
DEVELOPMENT W �
PLAN
s
C=*w ar"" EXHIBIT
_ JOB # 014574 DATE: 7.13.07 DRAWN: JRH DESIGNED:
OGN=9.\^JoD\014367\CIV\EXHISITS\20070713 - H&L\DA - Exh 0.sht Cooyrig—02007 Dy Coder 6 Burgess,inc.
...__...._._.............._.__.....__....... ....... ._..---------.-------_._....---------_.-------....__...__..._.
MorningStar Ranch
Exhibit F to Final Development Agreement Page 1
016391.00010:i 051158.010
Exhibit G
Assignment and Assumption Agreement
ASSIGNMENT AND ASSUMPTION AGREEMENT
THIS ASSIGNMENT AND ASSUMPTION AGREEMENT ("Assignment") is made and
entered into as of the day of , between
a ("Assignor"), and , a
("Assignee") (Assignor and Assignee are hereinafter sometimes collectively
referred to as the "Parties " and singularly as a"Party").
RECITALS:
A. Assignor is the owner of the rights of Owner under that certain "Development
Agreement between the City of Fort Worth and WYA The Ranch at Mary's Creek, Ltd. for
MorningStar Ranch" (City Secretary Contract No. 36202, M & C-22562) (the "Agreement")
effective as of December 4, 2007, among WYA The Ranch at Mary's Creek, Ltd. ("Owner") and
the City of Fort Worth, Texas (the "City"), relating to the development of the Development (as
described therein), to the extent that the Agreement covers, affects, and relates to the lands
described on Exhibit A attached hereto (the "Transferred Premises").
B. Assignor desires to assign certain of its rights under the Agreement as it relates to
the Transferred Premises to Assignee, and Assignee desires to acquire such rights, on and subject
to the terms and conditions of this Assignment.
NOW, THEREFORE, in consideration of the premises, the mutual covenants and
obligations set forth herein, and other good and valuable consideration, the receipt and legal
sufficiency of which are hereby acknowledged, the Parties hereby agree and act as follows:
1. Certain Defined Terms. Unless indicated otherwise herein, capitalized terms in
this Assignment shall have the same meanings ascribed to them in the Agreement.
2. Assignment. Subject to all of the terms and conditions of this Assignment,
Assignor hereby assigns all [or describe specifically assigned rights if partial] of its rights
under the Agreement, insofar as the Agreement covers, affects, and relates to the Transferred
Premises.
3. Assumption. Assignee hereby assumes all obligations of Assignor and any
liability that may result from acts or omissions by Assignee under the Agreement as it relates to
the Transferred Premises that may arise or accrue from and after the effective date of this
Assignment, and Assignor is hereby released from all such obligations and liabilities from and
after the effective date of this Assignment; provided, however, this Assignment does not release
Assignor from any liability that resulted from an act or omission by Assignor that occurred prior
to the effective date of this Assignment unless the City approves the release in writing.
MorningStar Ranch
Exhibit G to Final Development Agreement Page 1
0163 91.00010:l 051 15 9.010
4. Governing_ Law, THIS ASSIGNMENT MUST BE CONSTRUED AND
ENFORCED IN ACCORDANCE WITH THE LAWS OF THE STATE OF TEXAS, AS THEY
APPLY TO CONTRACTS PERFORMED WITHIN THE STATE OF TEXAS AND WITHOUT
REGARD TO ANY CHOICE OF LAW RULES OR PRINCIPLES TO THE CONTRARY.
5. Counterpart/Facsimile Execution. This Assignment may be executed in
multiple counterparts, each of which shall be deemed to be an original.
6. Notice to City. A copy of this Assignment shall be provided to the City within
fifteen (15) days after execution.
7. Binding Effect. This Assignment shall be binding upon and shall inure to the
benefit of Assignor and Assignees and their respective heirs, personal representative, successors,
and assigns.
EXECUTED as of the day and year first written above.
ASSIGNOR:
By:
Printed
Name:
Title:
ASSIGNEE:
By:
Printed
Name:
Title:
MorningStar Ranch
Exhibit G to Final Development Agreement Page 2
016391.00010:1051158.010
STATE OF TEXAS §
COUNTY OF §
SWORN TO AND SUBSCRIBED before me on the day of ,
20_, by
Notary Public, State of Texas
STATE OF TEXAS §
COUNTY OF §
SWORN TO AND SUBSCRIBED before me on the day of ,
20_, by
Notary Public, State of Texas
MorningStar Ranch
Exhibit G to Final Development Agreement Page 3
016391.00010:1051158.010
Page 1 of 2
City of Fort Worth, Texas
Mayor and Council Communication
COUNCIL ACTION: Approved on 12/4/2007 - Resolution No. # 3560-12-2007 & 3561-12-2007
DATE: Tuesday, December 04, 2007
LOG NAME: 06MORNING STAR REFERENCE NO.: C-22562
SUBJECT:
Authorize Execution of the Consent Resolutions, Development Agreements and Utility Agreement,
and to Bring Forth the Strategic Partnership Agreements after the Formation of Each District for the
Morning Star Ranch Municipal Utility District No. 1 and No. 2
RECOMMENDATION:
It is recommended that the City Council:
1. Authorize the City Manager or a designee to bring forth the Strategic Partnership Agreements for each
District after the formation of the Municipal Utility District;
2. Authorize the City Manager or a designee to execute:
a. Development Agreements for each District between the City and WYA The Ranch at Mary's
Creek, LTD., a Texas limited partnership of WYA The Ranch Holdings, LLC, its general partner
("Developer");
b. A Utility Agreement between the City and Developer;
3. Adopt resolutions consenting to the creation of Morning Star Municipal Utility Districts No. 1 and No. 2 of
Parker County ("Districts").
DISCUSSION:
WYA The Ranch at Mary's Creek, LTD., a Texas limited partnership of WYA The Ranch Holdings, LLC, its
general partner, own and intend to develop approximately 737 acres in Fort Worth's extra-territorial
jurisdiction in Parker County. They petitioned the City and were granted conditional consent on May 9,
2006, (M&C G-15195 and G-15196), to form two municipal utility districts in this development. The
developer has made application to the Texas Commission on Environmental Quality to form these Districts.
In addition, they will be seeking road powers during the 2009 Texas legislative session.
The attached resolutions grant formal consent to the formation of the Districts and specifically grant to the
Districts the authority to finance road projects. In addition, it grants the City Manager the authority to
execute the "Agreement Concerning Creation and Operation of Morning Star Municipal Utility District No. 1"
and "Agreement Concerning Creation and Operation of Morning Star Municipal Utility District No. 2" (the
Consent Agreements). This is the contract between the developer, the District, and the City governing the
issuance of bonds, the construction standards for infrastructure and the terms of future annexation.
The other documents listed above, which are available for public inspection and copying in the City
Secretary's Office, can be summarized as follows:
The Development Agreements provide for the enforcement of municipal building codes and establishes
land use and development regulations for the development. In addition, it imposes Special Regulations to
govern design issues such as block lengths, street right-of-way and sidewalk widths. The development will
http://www.cfwnet.org/council_packet/Reports/mc_print.asp 2/1/2008
Page 2 of 2
generally be in compliance with the development standards within the City limits. The Agreement also
identifies enhancements beyond the City's regulations in terms of amenities, entry features and
landscaping.
The Utility Agreement relates to the provision of water and wastewater facilities and service to the
development. Under this Agreement the City will acquire the water and sewer Certificates of Convenience
and Necessity (CCN). The Owner agrees to install approximately 7,400 linear feet of 24-inch offsite water
main as part of Phase 1 and approximately 16,900 linear feet of 24-inch offsite water main as part of Phase
2. Within the development, the Developer will install a parallel water system consisting of a potable water
system and a non-potable irrigation system. Initially both systems will be served by wells within the
development and operated by the District.
Once Fort Worth water becomes available, the potable water system will convert to Fort Worth supplied
water and the irrigation system will continue to be served by wells and operated by the district. Ultimately
the plan is for the Water Department to acquire both systems and provide reuse water to serve the irrigation
system in lieu of the wells. Future phases of the development will require conversion of a portion of the
development to the Westside V pressure plane. The Developer is agreeing to contribute $600,000 toward
the cost of the extension of the 20-inch Westside V water main, elevated storage tank and pump station.
The Agreement also provides for retail wastewater service to be provided to the development by Fort
Worth. The Developer will construct approximately 14,000 linear feet of 24-inch offsite sewer main to serve
the development. The City will collect the maximum allowable water and waste water impact fees to cover
the costs of providing service to the development. There is no City cost-participation in the installation of the
offsite lines or in the acquisition of the potable water system, irrigation system or wastewater system from
the District.
The Strategic Partnership Agreements will authorize the City to annex acreage within the Development
designated for commercial development for the limited purpose of imposing sales and use tax. These
agreements will be presented to the City Council with the appropriate public hearings after the district is
formally established by election.
This Development will not require the expenditure of City funds or the collection of offsetting revenue for
water services for several years.
FISCAL INFORMATION/CERTIFICATION:
The Finance Director certifies that approval of these Agreements will have no immediate material effect on
City funds. Any effect on expenditures and revenues will be budgeted in future fiscal years.
TO Fund/Account/Centers FROM Fund/Account/Centers
Submitted for City Manager's Office by: Dale Fisseler (6266)
Originating Department Head: Fernando Costa (8042)
Additional Information Contact: Susan Alanis (8180)
http://www.cfwnet.org/council_packet/Reports/mc_print.asp 2/1/2008
Page 2 of 2
generally be in compliance with the development standards within the City limits. The Agreement also
identifies enhancements beyond the City's regulations in terms of amenities, entry features and
landscaping.
The Utility Agreement relates to the provision of water and wastewater facilities and service to the
development. Under this Agreement the City will acquire the water and sewer Certificates of Convenience
and Necessity (CCN). The Owner agrees to install approximately 7,400 linear feet of 24-inch offsite water
main as part of Phase 1 and approximately 16,900 linear feet of 24-inch offsite water main as part of Phase
2. Within the development, the Developer will install a parallel water system consisting of a potable water
system and a non-potable irrigation system. Initially both systems will be served by wells within the
development and operated by the District.
Once Fort Worth water becomes available, the potable water system will convert to Fort Worth supplied
water and the irrigation system will continue to be served by wells and operated by the district. Ultimately
the plan is for the Water Department to acquire both systems and provide reuse water to serve the irrigation
system in lieu of the wells. Future phases of the development will require conversion of a portion of the
development to the Westside V pressure plane. The Developer is agreeing to contribute $600,000 toward
the cost of the extension of the 20-inch Westside V water main, elevated storage tank and pump station.
The Agreement also provides for retail wastewater service to be provided to the development by Fort
Worth. The Developer will construct approximately 14,000 linear feet of 24-inch offsite sewer main to serve
the development. The City will collect the maximum allowable water and waste water impact fees to cover
the costs of providing service to the development. There is no City cost-participation in the installation of the
offsite lines or in the acquisition of the potable water system, irrigation system or wastewater system from
the District.
The Strategic Partnership Agreements will authorize the City to annex acreage within the Development
designated for commercial development for the limited purpose of imposing sales and use tax. These
agreements will be presented to the City Council with the appropriate public hearings after the district is
formally established by election.
This Development will not require the expenditure of City funds or the collection of offsetting revenue for
water services for several years.
FISCAL INFORMATION/CERTIFICATION:
The Finance Director certifies that approval of these Agreements will have no immediate material effect on
City funds. Any effect on expenditures and revenues will be budgeted in future fiscal years.
TO Fund/Account/Centers FROM Fund/Account/Centers
Submitted for City Manager's Office by: Dale Fisseler (6266)
Originating Department Head: Fernando Costa (8042)
Additional Information Contact: Susan Alanis (8180)
http://www.cfwnet.org/council_packet/Reports/mc_print.asp 2/1/200
K&L I GATES Kirkpatrick&Lockhart Preston Gates Ellis ur
301 Commerce
Suite 3000
Fart Worth,TX 76102-4136
T 817.347.5270 www.klgates.com
Marcella L.Olson
February 14, 2008 D 817.347.5296
F 817.347.5299
marcella.olson@klgatcs.com
Sarah Fullenwider
Assistant City Attorney
City of Fort Worth
1000 Throckmorton Street
Fort Worth,Texas 76102
By e-mail
Re: MorningStar Ranch
Dear Sarah:
Attached are the following pages for insertion in the documents approved by the City
Council for MorningStar Ranch on December 18, 2007 (M & C C-22562) in order to insert
dates based on the January 29, 2007 effective date of the Development Agreement:
1. Pages 4 and 13 of the Agreement Concerning Creation and Operation of MorningStar
Ranch Municipal Utility District No. 1 of Parker County(City Secretary Contract No.
36198)(revision of definition of"Filing Date" and Section 10.05); and
2. Pages 4 and 13 of the Agreement Concerning Creation and Operation of MorningStar
Ranch Municipal Utility District No. 2 of Parker County (City Secretary Contract No.
36199)(revision of definition of"Filing Date"and Section 10.05); and
3. Page 5 of the Development Agreement Between the City of Fort Worth, Texas and
WYA The Ranch at Mary's Creek, Ltd. for MorningStar Ranch (City Secretary
Contract No. 36202)(revision of definition of"Filing Date")
I will substitute these pages in the originally executed document in my possession. Please
substitute these pages in the documents on file in the City Secretary's Office. I have spoken
to Allison Gray concerning my client's obligation to file the Development Agreement in the
Parker County property records, pursuant to Section 9.04 of the agreement. I will pick up
Allison's originally executed Development Agreement, substitute the pages noted above, and
file the document in the property records, with the original document to be returned to
AIlison after it is filed.
DALLAS-1084147 vl 016391-00010
K&LIGATES
February 14,2008
Page 2
Thanks for your help in wrapping up this matter.
Very truly yours,
Marcella Olson
Attachments
MO/pmk
C: Chris Ross
Allison Gray
DALLAS-1094147 v l 016391.00010
"District Confirmation Date" means the date on which the Board of Directors of the
District canvasses the results of the election held within the District confi ' g the creation of
the District.
"Effective Date"means the date this Agreement is fully exec ed by the City and Owner.
"ETJ"means the extraterritorial jurisdiction of a city as efined by the Local Government
Code, as amended, with the City's ETJ being an unincorp ated area presently extending five
miles from the City's corporate limits, excluding othe incorporated municipalities and their
respective ETJs.
"Filing" means July 24, 2006, the d e on which t applic 'on for approval of
preliminary plat PP-06-039 (which was approve by the City'f-PI Commis 'on on August 23,
2006) was submitted to the City. If PP-06-03 expires, "Filing D " shall b dee to be the
Effective Date, subject to progress made to d completion the ject orydrposes of this
section, "Project" means the develop nt of t evelop ant acc dance with this
Agreement. If no progress is made tow d comp tion the Project by
2013, t "Fili Date" hal be deeme to be the date the first
permit application relating to the Pr sect is filed Vith e ity afte ,
2013. For purposes of this section, ` rogress" inclu s any one of e following:
(a) an application fo a final at or pl is s mitted to a regulatory agency,
including without limitation the ity;
(b) a good-faith empt is made to file with regulatory agency, including without
limitation the City, an a lication for a permit n cessary to begin or continue towards
completion of the Project;
(c) costs hav been incurred for developing the Project including, without limitation,
costs associated with r adway, utility and other infrastructure facilities designed to serve, in
whole or in part (but a clusive of land acquisition) in the aggregate amount of five percent of the
most recent appraised market value of the Property;
(d) fiscainmance
ecurity is posted with a regulatory agency, including without limitation the
City,to ensure per of an obligation required by such regulatory agency; or
(e) uti ty connection fees or impact fees for the Project have been paid to a
regulatory agenc , including without limitation the City.
"Finance Director"means the Director of the City's Finance Department.
"Fire C de" means the following chapters and sections of the 2003 International Fire
Code (Ordinan e Nos. 16027 and 16252), Sections 13-1 and 13-2 of the City Code in effect on
the Filing Dat , and including all amendments to the foregoing regulations that are adopted after
the Filing Date, except any amendments from which the Development is exempt pursuant to
Chapter 245 of the Local Government Code:
MorningStar Ranch
Final Development Agreement Page 5
016391.0 0101451158.010 j�
Pagel of 2
Tidwell, Allison
From: Gray, Allison M.
Sent: Wednesday, August 19, 2009 11:10 AM
To: Gonzales, Ronald; Alanis, Susan
Cc: Fullenwider, Sarah; Burghdoff, Dana; Hendrix, Marty; Cole, Tennie; Madison, Menique; Otis, Sarah; Seidel,
Nicole M.; Tidwell, Allison; Tinker, Marlena; Knight, Beth
Subject: RE: MUD Contracts
Ron,
I have contacted Marcella Olson, the attorney for the Municipal Utility District and she has spoken to the representatives
of the district. The contracts that we received and were partially executed were picked up and returned to the District for
their execution and recording.The contracts required that the documents be executed within 60 days of the confirmation
of the district. Due to the economy and some personnel changes with the property owner the district has not yet been
confirmed. There is not a date certain for that district confirmation.
So Ron, the contracts are in the possession of the Municipal Utility District and have not been fully executed yet. The
property owner believes that someone will purchase the property, confirm the district, execute the contracts and move
forward. Unfortunately, I can't tell you when we will get fully executed contracts returned to us.
If you have any questions or need further information please let me know and I will tell you what I can,
Allison
From: Gonzales, Ronald
Sent: Thursday, August 13, 2009 3:31 PM
To: Alanis, Susan; Gray, Allison M.
Cc: Fullenwider, Sarah; Burghdoff, Dana; Hendrix, Marty; Cole, Tennie; Madison, Menique; Otis, Sarah; Seidel, Nicole M.;
Tidwell, Allison; Tinker, Marlena
Subject: RE: MUD Contracts
If the pru-tice call not, be suspended t hell Nye recouunend tNvo copies of the contract be provide(l
for r►unibel ing. We Nvill nia,ir►t„iin a copy here for dle official record rind r0nru one to von for
full execlition. 'hliank You susau ;I'ucl .kilisoll.
Pon
From: Alanis, Susan
Sent: Thursday, August 13, 2009 3:08 PM
To: Gonzales, Ronald; Gray, Allison M.
Cc: Fullenwider, Sarah; Burghdoff, Dana
Subject: Re: MUD Contracts
Ron:
I will find out why you haven't received it and resolve that if possible. It will not be possible to suspend this practice
altogether due to the cross-referencing in them. It has always been anticipated that there could be a long gap before final
execution because some cannot be signed until formation of the separate governmental entities. With the slowdown in
development, they may be slowed even further. It makes sense to me for your office to have the official record even
though they are partially executed so they are available for public inquiry.
Allison:
Please see what is going on with these in particular.
8/19/2009
Page 2 of
Thanks,
Susan
From: Gonzales, Ronald
To: Gray, Allison M.
Cc: Burghdoff, Dana; Alanis, Susan
Sent: Thu Aug 13 14:59:23 2009
Subject: MUD Contracts
Allison,
I have been informed that our office has assigned 14 contract numbers for WTI) contracts for
which we have not received the frilly executed document. The contract nambeis acre as follows:
36200, 36201, 36202, 36462, 36463, 36464, 36465, 36466, 36467, 36468, 37136, 37137, 37138, 37139
and 37140
In the past, Marty had agreed to issue contract numbers for the MUD contracts as we were
advised that we would receive the executed contract for processing and maintenance upon all
signatures being obtained. Since we have not received the executed copies for the above MITI)
contracts, Marty has directed that effective today we are not to issue contract numbers for any
MUD contract that is not fully execut;M.
At your earliest opportunity, please provide the executed copies of the above MUD contracts for
our records, if available. If they are not available, please advise who we may contact to obtain
the copies. Thank ,you.
Ron (lonzales
Assistant city Secretary, City of Fort Worth
lionald.(xouzales(a)fortworth sov.or
817.392.6164
"With Our Teamworl� the Dream WoT*s"
8/19/2009