Ordinance No. 12,955ORDINANCE NO. 12, 955
AN ORDINANCE OF THE CITY COUNCIL OF THE CITY OF BAYTOWN,
TEXAS, GRANTING A SPECIAL USE PERMIT TO INFRA TECHNOLOGY
LLC, FOR THE DEVELOPMENT OF A DEMONSTRATION FACILITY FOR
GAS TO LIQUID FUEL PRODUCTION TO BE LOCATED ON
APPROXIMATELY 15.0 ACRES IN BAY TEN BUSINESS PARK AND
ABOUT 820 FEET EAST OF S.H. 99, LEGALLY DESCRIBED AS PART OF
AND OUT OF JACOB TOWNSEND SURVEY, ABSTRACT NO. 25,
CHAMBERS COUNTY, TEXAS; AUTHORIZING AND DIRECTING THE
CITY MANAGER TO EXECUTE AND THE CITY CLERK TO ATTEST TO
SUCH PERMIT; AND PROVIDING FOR THE EFFECTIVE DATE THEREOF.
*********************************************** * * * * * * * * * * * * * * * * * * * * * * * * * * * * * **
WHEREAS, INFRA Technology LLC, filed an application for a special use permit for
the development of a demonstration facility for gas to liquid fuel production on property that is
currently zoned as Heavy Industrial (HI); and
WHEREAS, a demonstration facility for gas to liquid fuel production is a permitted use
with conditions in the HI zoning district; and
WHEREAS, one of the required conditions for the development of the demonstration
facility for gas to liquid fuel production in the HI zoning district is a special use permit; and
WHEREAS, the Planning and Zoning Commission held public hearings on July 21, 2015
and August 18, 2015; and
WHEREAS, on August 18, 2015, the Planning and Zoning Commission voted to
recommend approval of the special use permit, with the condition that all development standards
must comply with the existing deed restrictions governing Bay Ten Business Park; NOW
THEREFORE,
BE IT ORDAINED BY THE CITY COUNCIL OF THE CITY OF BAYTOWN,
TEXAS:
Section 1: The facts and recitations contained in the preamble of this ordinance are
hereby found and declared by the City Council of the City of Baytown, Texas, to be true and
correct.
Section 2: That the City Council of the City of Baytown, Texas, hereby grants a
Special Use Permit to INFRA Technology LLC, for the development of a demonstration facility
for gas to liquid fuel production to be located on approximately 15.0 acres in Bay Ten Business
Park and about 820 feet east of S.H. 99, legally described as part of and out of Jacob Townsend
Survey, Abstract No. 25, Chambers County, Texas. A copy of said permit is attached hereto,
marked Exhibit "A," and made a part hereof for all intents and purposes.
Section 3: That the City Council of the City of Baytown, Texas, hereby authorizes
and directs the City Manager to execute and the City Clerk to attest to the Special Use Permit
incorporated herein.
Section 4: This ordinance shall take effect immediately fromil-&d after its passage by
the City Council of the City of Baytown, Texas.
INTRODUCED, READ and PASSED by the affirmative ,1fte�of the City Council of the
City of Baytown this the 10th day of September, 2015. ,
ATT
rK
APPROVED AS TO FORM:
NACIO RAMIREZ, SR., C` Attorney
r�
R:iKaren',Files'%City CounciFordinances\2015'- September 10`.SUP415AcresNBayTen.doc
Exhibit "A"
Special Use Permit No. 2015 -001
SPECIAL USE PERMIT
WHEREAS, an application together with the requisite site plan for a Zoning Special Use
Permit ( "SUP "), which is attached hereto as Exhibit "A" and incorporated herein for all intents
and purposes, was completed by Dmitri Popov of Infra Technologies for and on behalf of the
land owner Grand Parkway /Kilgore Parkway LP (the "Applicant ") for property at 100 Kilgore
Parkway, Chambers County, Texas, legally described as part of and out of Jacob Townsend
Survey, Abstract No. 25, Chambers County, Texas, being approximately 15.0 acres of land
located in Bay Ten Business Park and approximately 820 feet east of S.H.99, and submitted to
the Director of Planning and Development Services (the "Director ") on a form prescribed by the
Director; and
WHEREAS, the Director reviewed the application and prepared a staff report; and
WHEREAS, the Planning and Zoning Commission (the "Commission ") conducted a
public hearing on the application; considered the application, the staff report, the relevant
supporting materials, and public testimony given at the public hearing; and recommended
approval to the City Council, subject to certain additional conditions; and
WHEREAS, the Commission prepared and delivered a report and recommendation to the
City Council to approve the proposed SUP subject to the conditions set forth in Section 2 of this
ordinance based upon the criteria enumerated in Section 1.26 (e) of the Unified Land
Development Code ( "ULDC "); and
WHEREAS, after receiving the report of the Commission, the City Council conducted a
public hearing on the SUP application and considered the application, the staff report, the
relevant supporting materials, and public testimony given at the public hearing; and
WHEREAS, the City Council thereafter made an affirmative finding that all of the
following conditions listed in Section 1.26 (d) "Approval criteria for special use permits" of the
ULDC have been met:
(1) That the specific use will be compatible with and not injurious to the use and
enjoyment of adjacent property or property immediately across the street, and not
significantly diminish or impair property values within the immediate vicinity in
any material way;
(2) That the establishment of the specific use will not impede the normal and orderly
development and improvement of surrounding property;
(3) That adequate utilities, access roads, drainage and other necessary supporting
facilities have been or will be provided prior to the issuance of a certificate of
occupancy;
(4) That adequate nuisance prevention measures have been or will be taken to prevent
or control offensive odor, fumes, dust, light, noise and vibration prior to the
issuance of a certificate of occupancy;
Special Use Permit, Page 1
Special Use Permit No. 2015 -001
(5) That there are sufficient landscaping, screening, setbacks and other land use
measures to ensure harmony and compatibility with adjacent property;
(6) That the proposed use is in accordance with the comprehensive plan and generally
consistent with the ULDC; and
(7) That the site plan meets the criteria set forth in Section 1.26(e) of the ULDC;
NOW THEREFORE, BE IT ORDERED BY THE CITY COUNCIL OF THE CITY OF
BAYTOWN, TEXAS:
Section 1: The findings contained in the preamble hereof are declared to be true and
correct and are hereby adopted.
Section 2: A Special Use Permit for a demonstration gas to liquid new technology
process use as described in Exhibit "A" is hereby granted for the property at 100 Kilgore
Parkway, Chambers County, Texas, legally described as part of and out of Jacob Townsend
Survey, Abstract No. 25, Chambers County, Texas, and located within Bay Ten Business Park,
subject to the condition that all of the development standards contained in the existing deed
restrictions governing the Bay Ten Business Park be fully satisfied throughout the term of the
Special Use Permit, which restrictions are attached hereto as Exhibit `B" and incorporated herein
for all intents and purposes.
Section 3: Nothing herein shall be construed as to authorize any other recreational
vehicle park use other than the uses expressly enumerated on the Applicant's application and
attached site plan.
Section 4: This SUP shall take effect immediately from and after its passage by the
City Council of the City of Baytown and is subject to expiration and revocation requirements as
provided in the ULDC.
INTRODUCED, READ and PASSED by the affirmative vote of the City Council of the
City of Baytown this the 10`" day of September, 2015.
STEPHEN H. DONCARLOS, Mayor
ATTEST:
LETICIA BRYSCH, City Clerk
APPROVED AS TO FORM:
IGNACIO RAMIREZ, SR., City Attorney
Special Use Permit, Page 2
City of Baytown '" Pbmfna ale Devewpown
2401 Matte Sumt
Universal Development Application Am.
Incomplete applications will not be accepted. F=281-4204M
Indicate "NA" when an item does not pertain to vour aoolication. °krj*w@twVWmmg
a Zoning Map Amendment
a Telecommunication Special Use
o Replat
o Land Development Plan
Li Zoning Variance
a Landscape Variance
o Small SubdhdsloM
o Lot Une Adjustment/Consolidation
a Zoning Special Exception
o Subdivision Variance
a Minor Plat*
a Fire Lane Easement
o Zoning Appeal
a Preliminary Plat`
o Amending Plat'
a Text Amendment
Zoning Special Use
a Final Plat*
o Plat Certification
a Other
appn*tiate chadtfist and fie schedule for minimum rectubetnents for each application. *these applications un tits saute dwd list.
ProJeet/Subdlvision Name: APPIth j5oty /,g., -r� i ecA
Project Address /Location: /00 I71 1 OrE, .. , 1, ??.f . .1-3
Brief Description of Project: /00 d 3- -- a Oem
Legal Description & Recording Info: W(( ( ~Z " 1-1 fzA Lard. 9+
Parcel(s) Tax iD#(s): ��`�/ Property platted: Yes / E o / Don't Know
Type (acres): C Residential . &Commercial �s� Total Acres: // � ETJ• ,' Yes :: No
Existing Zoning 12 # of Existing Lots --L # of Existing Units Current Use or e- J
Proposed Zoning „2� # of Prop�►sed Lots ( # of Proposed Units Proposed Use • ^s `�. rAF 1 +��
Utility Provider: Water Supply fir �fW _ _ _ _ Sanitary Facility
I would like to attend a meeting with the Development Review Committee (DRC) )(Yes i No County: ItChambers Harris
(Please prim or type — Primary Contact will be notftv
Owner Name: i64.t "', ds.jr%r�.tilaP��4� Email• *��'� �. gFs(� C .t awn
Address: 300.7 w. f3 s4t—(y�r.A r City; •Y Cl-- State LA- Zip'7'�
Phone: % % ��'4 Fax. �� f.�'4 f?/V
Applicant Name: ' Rea' Te or A� y
� d , Email:
d t°• I�hi61 �"t
Address: S. _ 5 L Qr- f o a City: p '+a _ State: it Z•ip.7wi9
Phone: - - Fax- ?5 F277-040 - - (` p
Contact Person (if different from applicant): s`o 4 14f% JCrfs� asa
Email: �� 2011r }J'gr rip ir• ?ia fop
Address: -311 A&AWJ, bC spa 4ea0 City: P.ruA~ State:J'X Ziprti 9/
r
Phone: / cif ° Fax:
8y signing iiration, st$tisgrant cress t® r to perform atxhrities Mated toj�ur case. If the property tlwner is trot
sign ing, W t:ien ature vedfka attar of authorization to apply) must (Selpr�vided t the ti a of ppikation.
Start Pri /Typed Name(s): 1� (�J•
to 'Wsow{i, sris} whose s } are bscxib o ea and f oregoing Instrument, an a e e t a'
s d the same for the purposes and consideration expressed and in the capacity in staged. Given under ha�.pa seal of office on
dayof =LA tti2 2Q • I
69' :3.vfy 2015
moo` o k _
_ "0r 0=6
a' 7 FOR DEPARTMENT USE ONLY: Protect L {�cY i
I . anger -. su I Date:�����` Accepted 8y: _ TotaI Fee(s } :$
o 2h teness review by. Date: Approved by: Approval Date:
Rev 627 13
v CYf!> W BEWAM BAPTW11
i' MY COMMISSION EXPIRES
J*9,2DIS
Plettrting and thvelapawl Servirn
2401 Market Suter
Baytown. 2 77320
Phone.2814D•3394 City o f B ayto F=: 2614200153990
Plaiout�labaytovm WS
Application
General Information and Submittal Requirements Checklist
Carefully review the following information before submitting a zoning special use application. it is the applicant's
responsibility to defend their case before the Planning and zoning Commission ( "Commission ") and the City
Council. The Commission shall make a recommendation to the City Council to approve or disapprove the proposed
special use permit based upon whether ALL of the criteria set forth below are met.
The following list of submission requirements shall be used by the applicant as a checklist in preparing a complete
zoning special use application. The City shall also use the checklist to verify the completeness of the application at
the time it is submitted. Applicants are responsible for submitting complete applications. Incomplete applications
will be rejected and returned to the applicant.
Universal Development Application -. complete with all required signatures
Application Fee — $500.00
Agent Information — If you are an agent and not the property owner, then you shall submit a notarized
statement from the owner naming you as agent for this zoning action or you must provide an executed
contract for sale allowing you to apply for this special use permit.
Applicant's Statement <- The statement shall: list the reason(s) for requiring a zoning special use permit;
identify the existing zoning district and the current and proposed property uses; and, indicate the section(s)
of the Unified Land Development Code ( "ULDC ") that require this special use permit. Finally, the
statement shall illustrate how the applicant's request addresses the following criteria (NOTE: a special use
permit can only be granted when ALL of the following criteria are met):
i . This special use permit will be compatible with and not injurious to the use and enjoyment of other
property, not significantly diminish or impair property values within the immediate vicinity in any
material way.
2. This special use permit will not impede the normal and orderly development and improvement of
surrounding property.
3. This special use permit will ensure that adequate utilities, access roads, drainage and other necessary
supporting facilities have been or will be provided prior to the issuance of a certificate of occupancy.
4. This special use permit will ensure that adequate nuisance prevention measures will be taken and
maintained to prevent or control offensive odor, fumes, dust, noise and vibration prior to the issuance
of a certificate of occupancy.
S. This special use permit will ensure that there arc sufficient landscaping, screening, setbacks and other
land use measures to ensure harmony and compatibility with adjacent property.
6. The proposed use is in consistent with the comprehensive plan and is generally consistent with the
purposes with the ULDC.
7. That the site plan meets the criteria set forth in the ULDC Section 1.26 (e), where as the planning and
zoning commission may recommend and the city council may adopt other conditions on any special
use perm! lonre needed to protect the public health, safety and welfare, including but not
li ta, hours of operation and $ddWjumi landscape or parkins requirements.
By sipmrng below I1-49kno ge that I have viewed the eneral Information and Submittal Requirements
Ch list and h lncl the d submi items iewed them " r completeness and accuracy.
// cr %o /S--
AP $ Date
Applicant(s) Printed Name
Version: 4/412013
M ,�f
GRAND PARKWAY /KILGORE PARKWAY, LP
June 1S, 201S
Ms. Tiffany Foster
City of Baytown
Planning and Zoning
RE Zoning variance request for Tract 2 at Bay 20 Business Park
Dear Ms. Foster,
Parkside Capital is the General Partner of Grand Parkway /Kilpre Parkway, LP which is the
owner of Say 10 Business Park. We are writing to authorize INFRA Technology, LLC to apply for a Zoning
variance with the City of Baytown. INFRA is interested in purchasing Tract 2 in Bay 10 Business Park.
The site is currently Zoned Light industrial and INFRA would like to re-Zone the tract to Heavy industrial.
We support INFIWs efforts In this process and will make every effort to help them through this process.
Sincerely,
)4 t
an Moody
Vice President
Parkside Capital
The STATE OF TEXAS
COUNTY OF HARRIS
This instrument was acknowledged before me on the _16_ day of JUM. 2015 by Dan T.
Moody, Vice President of Parkside Capital, LLC, a Texas limited liability company, as General Partner of
GRAND PARKWAY/KILGORE PARKWAY, LP., a Texas limited partnership, on behalf of said limited liability
company and said limited partnership.
I
Es LAUREN FERRANTE
Notalr RAC. Stwe of low$ MYCommf,alon Eq*e, �� Iic in nd for
APM 01. 2a i 7 r1►
the Stale X A S
(NOTARY SEAL)
Applicant's Statement —Zoning Special Use
1) Compatible with use & enjoyment — INFRA's Proposed change in use of tract 2
consisting of 15 acres from Light Industrial to Heavy Industrial is consistent with the
existing Heavy industrial zoning to the:
a. east & south east (110 acres)
b. north (23 acres) location of National Tube Supply
c. south (10 acres) location of S.A.F.E. Chemicals
Additionally there is consistency as the existing use of this land is for Industrial
purposes, both Light and Heavy Industrial as organized by the development of the Bay
10 Industrial Park.
INFRA will adhere to the existing guiding documents and covenants established and
agreed to for the Bay 10 Industrial Park development.
2) Compatibility & development - there is compatibility with the surrounding and proposed
developments as the existing use of this land is for Industrial purposes, both Light and
Heavy Industrial Business Park. The development will also adhere to the covenants and
restrictions existing on the Bay 10 Industrial Park.
3) Adequate utilities and conformation to governing authorities — This Heavy Industrial
application is quite some distance from the city of Baytown. INFRA's development will
adhere to TCEQ, County, City, and OSHA guidelines where established and applicable.
INFRA will utilize water service supplied by the City of Baytown, electrical and natural
gas from appropriate providers.
4) Nuisance prevention — This development will seek professional civil engineering and
apply for the applicable permits required for TCEQ, Building, Drainage, Fire Code, all
Ming within the existing Infrastructure utilizing existing water from City of Baytown
facilities, electrical and natural gas. Sewer will be developed when available in the area.
5) Landscaping screening & setbacks — INFRA's development plans are created within the
existing restrictive covenants at the Bay 10 development including but not limited to the
300ft Parkway Protective zone, green space and building requirements as required in
the Bay 10 Industrial park community.
6) Consistent use —the existing use of this land Is for Industrial purposes, both Light and
Heavy Industrial as organized by the development of the Bay 10 Industrial Park.
7) Site plan — Attached to this application is INFRA's proposed site plan which has been
developed in accordance with the existing guiding documents and covenants
established and agreed to for the Bay 10 Industrial Park development, inclusive of the
300ft Parkway Protective Zone,
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DUPLICATE RECEIPT
CITY OF BAYTOWN
RECVD BY: BKV
PAYOR: INFRA TECH LLC
TODAY'S DATE: 06119115
REGISTER DATE: 06/19/15
DESCRIPTION
COST ID:PL15060013
IZA
OUST ID:PL1S060012
1z-sup
TOTAL DUE:
TENDERED:
CHANGE:
CHECK
REF NUM: 1172
TEXAS
83000004480
TIME: 15 :39
AMOUNT
$150.00
$500.00
$650.00
$650.00
$.00
$650.00
Exhibit "B"
OFFICIAL PUBLIC RECORDS
CHAMBERS COUNTY, TEXAS
Heather H Hawthorne, County Clerk 1n12 el' VOL PG
73673 OR 1367 741
FIRST AMENDMENT TO
DECLARATION OF COVENANTS. CONDITIONS AND RESTRICTIONS FOR
BAY 10 BUSINESS PARK
(Including Creation of Grand Parkway Protective Zone)
THE STATE OF TEXAS
KNOW ALL PERSONS BY THESE PRESENTS:
COUNTY OF CHAMBERS
THIS FIRST AMENDMENT TO DECLARATION OF COVENANTS,
CONDITIONS AND RESTRICTI NS FO W201 10 BUSINESS PARK (this
"Amendment ") is made as of th�da) of 2 (tile "Amendment Effective
Date'). b� GRAND PARKWAY /KILGORE PARKWAY, LP, a texas limited partnership
("Declarant ')
WITNESSETH:
WHEREAS, Declarant executed that certain Declaration of Covenants. Conditions and
Restrictions for Bay 10 Business Part. (tile "Declaration ") dated as of Apri( 17, 2013 and
recorded in Volume 1331. Page 272 of the Official Public Records of Chambers County. Texas.
which Declaration covers an approximatel% 456 -acre commercial dc►elopment situated in
Chambers Count%. Texas, commonly kno►►n as Ba% Ten Business Park (as more particularlN
described in the Declaration, the "Development Project")-. and
WHEREAS, subsequent to the execution and recording of the Declaration. the
Development Project ►►as annexed bN the Cite of Bavto►►rt. Texas (the "City ") for a limited
purpose and pursuant to such annexation. the portion of the Development Project situated ►► ithin
the Chambers Count} Improvement District 43 (the "CCID #3'') ►►as designated as a Loning
Overla} District. pursuant Ordinance No. 12. 021 adopted b% Cit} Council on September 13.
2012 (the-Zoning, Overlay Ordinance''). and
WHEREAS, the Zoning Overlay Ordinance requires a 75-foot building setback alone the
portions of' tile Development Project abutting the Kilgore ParkwaN and Old Needlepoint Road
right- of- ►►a%s. but the Declaration onl% requires a 50 -ibot building setback along such right-of-
ways: and
WHEREAS, Declarant desires to amend the terms and pro%isions of the Declaration to
conform the buildin_ setback requirements set forth therein with respect to the Kilgore Park%%a►
and Old Needlepoint Road rights- of"►►a }s to the building setback requirements set forth in the
Zoning 0%erlay Ordinance
1155185 21$PH125597i11o11Q92112
2112 P VOL. PG
8673 OR 17-67 742
NOW, THEREFORE. the Declaration is hereb% amended as follows:
The building setback distance for portions of the Development Project abutting
the Kilgore Park%vay and Old Needlepoint (toad right -of- -ways, as set forth in the
table in Article 111. Seclion_3_ of the Declaration, is amended to be $event• -five
7" feet. Such table as amended shall card as follows:
Right-of-Way or Adiucent Tract:
Building Setback distance:
Grand Parkway (State 1 Ii h%vay 99)
One I Iundred (100) feet
Kilgore Parkway and Old Needlepoint Road
Sevent -Five (75) feet
Any other public street right-of-way
Twenty-Five (25) feet
Side Development Site Boundary
(not abutting a public street right -of -way)
FiIicen (1 5) feet
Rear Development Site Boundary
(not abutting a public street right -of -way)
F Ifteen (15) feet
Except as otherwise expressly amended herein. all terms and provisions of the
Declaration remain in full force and effect as stated therein.
(Signatures Follow]
2
1155186 2/SPM 2559]101011062112
2012 91 VOL Fu
71S673 OR 1367 743
IN WITNESS WHEREOF, this Amendment is executed on the date set forth below to
be effective as of the Amendment L-ffcctivc Date first set forth abo%c.
DECLARANT:
GRAND PARKWAY /KILGORE PARKWAY, LP,
a Texas limited partnership
13%: Parksidc Capital. LLC, a Texas limited
liability company. its General Partner
Y:
oe r bloody.
Date:I j"'cpbcr�. ?012
TI I STATE or TEXAS
COUN I Y Of HARRIS
This instrument was acknowledged before me on this It dad of September, b) Joe L.
Moody. Manager of Parkside Capital, L.L.C., a Texas limited liability company. on behalf of
said companv as General Partner of Grand Par • y /Kilgore Parkway, LP, a Texas limited
partnership, in that capacity and on belialf of said art ership.
taw a COX
krrcounwm 40—T—AW PUBLIC. IN AND FOR
T ATE OF TEXAS
(CI T )' JOINDER Pi GE FOLL0111S/
3
1155186 2/SPH1255 @3!0101!062112
2012 e1` VOL FG
867' OR 1367 744
Joinder Pnee — Cih of Bavtown. Tuns
Declaration of Covenants. Conditions and Restrictions
For Bav 10 Business Park
Per Article V111. Section 14 of the Declaration. the CH Y joins herein sole!} for the
purpose ofacknox%ledL!ing its consent to this Amendment.
CITY OF BAYTOWN, TEXAS
By:
Robert D. _ciper. City Manage
ATTEST:
'Y
B}:
.cticia B s�j1'- .�iC'y Cle
v
APPROVED AS TO FORM:
By.
eftkacio Ramiro, Sr., Cit} Atto t
After Recording;, Return
Strasburger & Pri LP
1401 Main Street. Suite 2200
I lousto exas 77010
Att tan: Richard A. Crow
4
116516611S P H125593/0101 M 62112
Alter ftllng rews to:
John S. Moody, Jr., PLLC
3003 W. Alabama
Houston, Tezes 770%
2012 B`• VOL PG
?8673 OR 13,7 745
FILED F07 RECORD IN'
hanber" CQI:nt9
Oil: OCT 1f1r 3013 AT 02:57
AS A(H) Public Records
STATE
OUN YOFCAS Heather H. Hauthorner COUNTY CLERK,
OUNTY OF LHA6EBEitS
I HEATHER H HAwTHORNE. hcnbr C014 mat Mrs Inrrumom
uas FILED in Ida numbor sequenva cn tho aita and at thu (LEkK, NUMBER 78673 PAGES 5
ume stamped ha,con by me. and w•r: d ly RFCOADED in
the vd.ma and W9a al ine OFFICIAL PUBLIC RECORDS Of AMOUNT:
Char. ws C-unt ?. TOWS as ctar..oad hereon by me an 28.00
�-- OCT 10 T? RE(EIPT NUMBER
' � _t IWA 7 69�
COUtiriCLERKv PY CGOBERT
CHAMBERS COUn N TEXA STATE OF TEXAS Chaabers Counts
AS STAMPED HEREOI PY Mc'. OCTelL,, 301.
Heather H. Haut � .r CO
Recorded:
—an S• Toad'
�! see, Fejex
OFFICIAL PUBLIC RECORDS 74117 OR 1331 272
CHAMBERS COUNTY, TEXAS
Heather H. Hawthorne, County Clerk
DECLARATION OF COVENANTS, CONDIITONS AND RESTRICTIONS FOR
BAY 10 BUSINESS PARK
(Including Creation of Grand Parkway Protective Zone)
THE STATE OF TEXAS
KNOW ALL PERSONS BY THESE PRESENTS:
COUNTY OF CHAMBERS
THIS DECLARATION OF COVENANTS, CONDITIONS AND RESTRICTIONS
RBA 10 BUSINESS PARK (this "Declaratiod� is made as of the_! day of
2012 (the "Effective Date'), by GRAND PARKWAYIKILGORE PARKWAY,
LPA Texas limited partnership (" pram").
WITNESSETH:
WHEREAS, Declarant is the sole fee owner and developer of certain tracts of land
consisting collectively of approximately 465 acres situated in Chambers County, Texas, commonly
known as `Bay 10 Business Park," said Declarant -owned tracts being more particularly described
by metes and bounds on Exhibit "A" attached hereto and incorporated herein by this reference (the
"Development Proiect" ); and
WHEREAS, Declarant desires to restrict the Development Project as described herein in
order to protect the value and desirability of the Development Project and yet retain flexibility to
respond to changing or unforeseen circumstances so as to control and maintain the quality,
uniformity and distinction of the Development Project for the benefit of the present and future
owners of any portion thereof, and
WHEREAS, the Development Project is within the jurisdiction of the City of Baytown,
Texas, and some parcels of the Development Project abut and adjoin the east right -of -way line of
State I hghway 99 aWa Grand Parkway, a state highway presently comprised of surface and/or
feeder roads only (the future proposed elevated portions thereof not having yet been constructed or
under way); and
WHEREAS, Declarant desires to further restrict certain portions of the Development
Project as described herein in order to provide a better aesthetic appearance of development within
a special zone comprised of those portions of the Development Project that are within the Parkway
Protective Zone as hereinbelow defined; and
WHEREAS, Declarant desires to hold, sell and convey the Development Project subject to
the following covenants, conditions and restrictions, which are for the purpose of establishing and
preserving certain aesthetic qualities and standards in connection with future development,
improvement and use of the Development Project; and
e4UR760115 i /lk
10E277t31SP1i10MIM.M21512
PZrM TO:
STSHM TITLE
1900 PORT -OM BLVD.
11=a 110
00110011i VX 77056
STEiNART TITLE
74117 OR 1331 273
WHEREAS, for purposes of preserving the value of the Development Project and
providing for the effective maintenance and improvement of the Common Areas and Common
Facilities (as each such term is hereinafter defined), Declarant deems it desirable, and in its best
interests, to allow the Administrator (as hereinafter defined) to act as and hold the rights of
Declarant hereunder and, at the election of the Administrator, to create an entity to which would
be delegated and assigned the powers and responsibilities of maintaining certain Common Areas
and Common Facilities, providing certain Approved Services (as hereinafter defined), enforcing
this Declaration, collecting and disbursing the Assessments (as hereinafter defined), and
performing the other firnctions set forth in this Declaration.
NOW, THEREFORE, Declarant hereby adopts the following covenants, conditions, and
restrictions, which will shall run with the Development Project, and will bind all parties having or
acquiring any right, title, or interest therein and inure to the benefit of each Owner thereof, as
hereinafter more fully described and set forth.
ARTICLE I
Definitions
1. "Administrator" means Parkside Capital, L.L.C., a Texas limited liability
company, or such other person, persons or entity (including, but not limited to, the Association (as
hereinafter defined) to whom Parkside Capital, L.L.C., or its assignee has assigned the powers and
duties of Administrator hereunder, from time to time, by written instrument filed for record in the
County Records (defined below).
2. "Aimlicable Laws" means all laws, statutes, ordinances, rules, orders,
regulations, requirements, court orders and rulings, and other requirements of any federal, state or
local governmental authorities with jurisdiction over the Development Project (or relevant portion
thereof, as applicable), including, without limitation, the City Ordinances (as hereinafter defined),
all if and as amended from time to time.
3. "Assessments" shall have the meaning set forth in Article IV. Section 4 hereof.
4. "Accessory Use" means a use subordinate to the principal use of a lot or of a
principal building on the same lot, and serves a purpose clearly incidental to a permitted principal
use of the lot or building and which accessory use is compatible with the principal permitted uses
authorized under this Declaration.
5. "Association" shall have the meaning set forth in Article IV, Section 1 hereof.
6. " it " shall mean the City of Baytown, Texas, a home -rule municipal corporation
located in Harris and Chambers County, Texas. Whenever the approval of the City is required
herein, such approval shall mean the approval of the City Manager or his designee.
7. "City Ordinances" means the Code of Ordinances of the City of Baytown, Texas
and all other (and future) ordinances and regulations of the City of Baytown, Texas, if and as
-2-
10=4 MPFd0099iJ9 IM1J12
2012 BK VOL P6
74117 OR 1331 274
amended from time to time, to the extent the some are applicable within the Development Project
by law or by agreement.
Texas.
8. "County Records" means the Real Property Records of Chambers County,
9. "Design Development Plan" shall mean a plan that shall include:
(a) a site plan showing the location, dimensions and orientation to boundary
lines and applicable set -back lines of proposed buildings, garages, other
structures, streets, driveways, sidewalks, fencing and all other
contemplated Improvements to be placed on the Development Site,
including (A) traffic directional flow indicators reflecting one -way traffic
and direction, and where two -way traffic is proposed, and (B) a proposed
parking striping plan and calculation of total number of parking spaces and
handicapped /disabled parking spaces (that comply with Applicable Laws
to be considered as such);
(b) design elevation of (from each side) and description of the height and
exterior dimensions and size of, each structure to be built, including,
without limitation, an architect's estimated calculation of the gross square
footage of building area and commercial rentable square footage of each
structure to be constructed on the Development Site; and
(c) to the extent that the Development Site is affected by any part of the
Protective Zone, detailed information showing how the Development Site
and Improvements will comply with the Screening Requirements for the
applicable Viewing Zone.
10. "_Development Guidelines" means the Bay 10 Business Park Development
Guidelines that Administrator may, but shall not be required to, promulgate, revise and/or amend
from time to time with prior written approval of the City as herein provided. Although termed
"guidelines," compliance with the Development Guidelines is mandatory.
11. "Development Site" means any individual Reserve within the Development
Project intended for individual sale, lease or development, or any other combination of platted
Reserves or portions of platted Reserves (or land acreage) within the Development Project that
under applicable City regulations is permitted to be developed for commercial or industrial
purposes as such uses are defined in the City's Land Development Code.
12. "District' means Chambers County Improvement District No. 3 or any successor
governmental entity thereto.
13. "Exterior Lighting Plan" means a plan, which shall include and show the
location, intensity, projected light coverage, and orientation of all exterior lighting to be placed on
-3-
10827u 51SPHM99U00011021312
74117 OR 1331 275
the Development Site together with a Iighting spill plan which reflects that no lighting will spill
onto adjacent residential properties or rights -of -way.
14. "Exterior Materials Plan" shall mean a plan containing drawings and details of
the proposed design of all exterior surfaces of all Improvements, including, without limitation, the
roof, pavk4loavers, sidewalks, walls, and fencing, specifying the style, pattern, color, quality and
type of exterior construction materials to be used as exterior treatments or finishes for all
proposed Improvements.
15. "General Assessments" shall have the meaning set forth in Article IV. Section 4
hereof.
16. "Green Belt Reserve" means the portion of the Parkway Protective Zone situated
within one hundred feet (100') of the eastern right -of -way line of the Parkway on each Development
Site.
17. "Imlarovement" or "Improvements" means all of the following: (i) landscaping
(including vegetation, stonework, or similar embellishments) installed or grown on the
Development Site, and (ii) every item of construction or erection of man -made items upon a
Development Site, including, but not limited to: buildings; garages; carports or truckports; dock
facilities and ramps; storage buildings, sheds, and other outbuildings; ground or pad- mounted
exterior equipment, such as, without limitation, HVAC equipment, compressors, generators,
dynamos, battery back -up systems, cranes, signal transmitting or receiving equipment (such as
antennas and satellite dishes); racks and other structures for stacking or staging of materials;
fences, screening, walls, and retaining walls; storage, processing or treatment pits, reservoirs, and
other similar areas, whether excavated or created by above -ground structures; stairs and railings;
fixtures; flagpoles; statuary and sculptures; water towers; storage tanks for water, chemicals or
other products or supplies; and light poles, standards, fixtures and facilities.
18. " Landscaaine Plan" means a plan which shall include the general location, type
(tree, shrub or ground cover) and approximate configuration of all proposed landscaping and
landscaping materials, showing the proposed use and treatment of all portions of the Development
Site that are to be landscaped, including sod and grass areas and any related berming, stonework
and similar items.
19. "Lessee" means any lessee, tenant, occupant or user of any Development Site who
is not the fee Owner thereof, including any ground lessec.
20. "Owner" means and refer to the record fee owner, whether one or more persons or
entities, of the fee simple titre to the surface estate in any Development Site or tract of land which is
part of the Development Project, including contract sellers, but excluding those having such interest
merely as security for the performance of an obligation. If there is more than one fee owner of a part
of the Development Project, then "Owner" will mean all the fee owners, collectively; provided,
however, that voting in any Association by multiple owners of a single Development Site shall be as
provided elsewhere herein or in the Development Guidelines, as applicable.
-4-
1092724 Sl8PFU0099LJMIro21512
7117 Ott ME 276
21. "Parkway" means the publically dedicated right -of -way comprising State Highway
99, which is commonly known as Grand Parkway.
22. "Parkway Protective Zone" means the portion of the Development Project that
is situated within three hundred feet (300') of the easterly right -of -way line of the Parkway.
Notwithstanding any subsequent expansion of the Parkway right -of -way by conveyance,
condemnation or other governmental taking, for purposes of determining the area comprising the
Parkway Protective Zone, the locations of the easterly boundary of the Parkway will be deemed to
be the same as it existed as of the Effective Date hereof.
23. "Plans and Specifications" means complete construction drawings and
specifications suitable for obtaining construction or building permits for the construction of all
Improvements to be placed on the Development Site. "Plans and Specifications" shall include,
but not be limited to, all of the elements required in the following plans: exterior materials plan,
landscaping plan, utilities plan, exterior lighting plan, design development plan, screening plan,
and signage plan.
24. "Required Maiority of Owners" shall have the meaning set forth in Arficle VL
Section 1 hereof.
25. "Reserve" or "Reserves" means any plot of land that is subdivided as a lot or
reserve on a recorded subdivision plat recorded in the County Records, subject to the restrictions
herein on replats,
26. " Screenin or "Sc ne ' means, with respect only to the Parkway Protective
Zone, an opaque screen, which must be maintained at all times, made of any combination of the
following that cumulatively equals a minimum of six feet (6) in height:
(a) a berm;
(b) a fence or wall; or
(c) evergreen screening shrubs that reach the required height by the end of the
of the first growing season with no visible breaks between shrubs or other
landscaping;
as approved by the Director of the Department of Planning and Development Services of the City
of Baytown, Texas, or any successor department responsible for enforcing the City Ordinances.
The berm described in item (i) above may be situated within the Green Belt Reserve. The six -
foot (6') minimum height requirement will not apply to Screening required on the roof of a
building, provided such Screening is of sufficient height to satisfy the requirements of Article
VII. Section 4 hereof.
1082724 SrsPI UM"L U011021512
2012 BK VOL PG
74117 OR 1331 277
27. "SchematieDesian Package" means the following:
(a) the Design Development Plan;
(b) the Exterior Materials Plan;
(c) the Landscaping Plan;
(d) the Utilities Plan;
(e) the Exterior Lighting Plan;
(f) the Signage Plan; and
(g) other elements, which shall mean and include all such other information as
may be reasonably required to determine that the location, scale, design,
character, style and appearance of such developer's/Ownees intended
Improvements to the Development Site are in compliance with the
requirements of this Declaration and the Development Guidelines.
28. "Setback" shall mean the required unobstructed, unoccupied distance between
each structure and the lot lines of the lot on which it is situated.
29. "Shm-age Plan" shall mean a plan that shall include and show the location, height,
orientation, color and materials for exterior appearance, lighting scheme and proposed content of
all signs to be located on the Development Site.
30. "Swelal Assessments" shall have the meaning set forth in Article N. Section 4
hereof.
31. "Utilities Plan" shall mean a plan that shall include and show approximate
location, size, type, and above -ground visible elements of all utility facilities proposed to be
located outside the occupiable building structures to obtain water, sanitary sewerage, drainage
(including detention, if applicable, and on -site collector and discharge systems), electric, gas,
telephone, cable or other utility service to the Development Site.
32. "Vi+ewin ne" means the line -of -sight view from any point that is five (5) feet
above the grade throughout the Parkway, within a viewing zone established for each separate
Development Site by the continued extension (along a straight line trajectory) into and across the
Parkway of two imaginary lines (the "Proieetion Lines ") beginning at the points at which the
boundaries of the Development Site intersect the easternmost boundary of the Parkway Protective
Zone (the "Intersection Points ") and extending in each case to the closest point on the eastern
right -of -way line of the Parkway that is also perpendicular to said right -of -way line. For
clarification and illustration purposes, two (2) diagrams (one depicting the eastern right -of -way
line of the Parkway as a straight line and other depicting it as a curved line) illustrating how the
Viewing Zone will be determined are attached hereto as Exhibit "B" and incorporated herein by
-6-
1092724 SISPHN099U0001102IS12
this reference. All compliance herewith shall be determined based on the configuration and
elevation of the road Improvements existing in the Parkway on the Effective Date, and any future
elevation or change in such roadway Improvements in the Parkway shall not alter or affect the
Viewing Zone as it is initially defined and established hereunder.
ARTICLE II
Use of Development Sites
1. Permitted Uses. Subject to Grandfathered Use (defined below), Development
Sites shall be used solely for one or more of the following purposes (and any and all Accessory
Uses):
(a) office;
(b) gasoline service station;
(c) medical services;
(d) research and development facility;
(e) financial institution;
(i) industrial, warehouse or distribution facility; provided, however, that any
Development Site to be used for heavy industrial use, as defined in the
City Ordinances, must be specifically approved by the Administrator for
that use;
(g) light manufacturing and assembly facility;
(h) automobile dealership;
(i) restaurant; or
0) any other use expressly approved in advance and in writing by both the
Administrator and the City.
If the City annexes the Development Project, to the extent that the City's zoning classification set
forth in the City Ordinances allows for any additional uses on a Development Site (i.e., that are
not described above), any such additional uses will be deemed permitted uses thereon and any
uses not permitted by the City's zoning will be deemed prohibited. All uses shall be subject to
all of the conditions set forth in this Declaration, the City Ordinances and other Applicable Laws.
2. Prohibited Uses. No Development Site shall ever be used for any of the
following purposes:
(a) any trailer court, mobile home park, manufactured home park, recreational
vehicle park, or single manufactured home or recreational vehicle not
being used for a permitted construction office, lot for sale, lease, or rental
of new or used boats, recreational vehicles, or motorcycles, except the sale
of new and used automobiles shall be permitted and the sale of boats,
motorcycles and all- terrain vehicles may be sold as an incidental part of a
retail business such as Academy, Bass Pro - Sbops, and Gander Mountain;
7-
1092724 5MU00"IJO 011021512
2012 Bi, VOL PG
74217 OR 1331 274
(b) any labor camp, junk yard, stock yard, or animal raising (other than
veterinarian clinics or hospitals, provided such facilities, have no provision
for keeping animals outdoors overnight and otherwise comply with the
provisions hereof);
(c) the operation of any automobile body or fender repair facility, except as
part of an auto dealership or service station;
(d) any carnival or amusement park;
(e) any dry cleaning plant;
(f) any rooming or boarding house or adult day care center (which term shall
not be deemed to include nursing homes and rehabilitory care facilities);
(g) any fire sale, bankruptcy sale (unless pursuant to a court order); any adult
oriented business or businesses based primarily upon materials or
performances that depict, describe or relate to sexual activities, anatomical
areas or nudity (including, but not limited to, adult arcades, adult
bookstores, adult cabarets and adult theaters, or sexually- oriented business
(or equivalent) as defined in the City Ordinances or the laws of any other
governmental authority with jurisdiction over the Development Project);
(h) an establishment engaged in the retail sales of alcoholic beverages for
either on- premises or off-premises consumption, which establishment
derives 75 percent or more of its gross revenue during any twelve month
period from the sale of alcoholic beverages (including 100% of the price
of all alcoholic drinks using "mixers"), including, but not limited to, bars,
lounges, and taverns; provided, however, nothing contained herein shall
prohibit the location of a bar or lounge within and ancillary to; (1) a hotel,
motel or similar transient lodging, or (2) a restaurant (that does not derive
from all of its operations more than 75% of its gross revenue during any
12 month period from sale of alcoholic beverages as stated above), or (3)
prohibit a liquor store, wine shop or similar retail establishment;
(i) for drilling for oil, gas or other hydrocarbons or for mineral extraction of
any kind or character, or
0) any use not specifically authorized by this Declaration.
Written approval by Administrator of a particular use will be conclusive evidence of compliance
with the conditions this Declaration.
3. Cranffjthered Use. Any use of a Development Site that is permitted by this
Declaration at the time of any change, modification or amendment of the uses authorized herein,
shall not be required to be changed or altered and shall be permitted to continue for so long as
t ann�.s�tuoo9mi000tm�ut�
-8-
74-117 OR 1331 280
such use continues; provided, however, that if the actual use of such Development Site
(permitted at the time of the change, modification or amendment of uses authorized under this
Declaration) (the " Grandfathered Use ") either.
(a) ceases for an extended period as defined below; or
(b) is changed or altered,
then any new use or change or alteration in the existing use shall comply with this Declaration, as
changed, modified, or amended and then in effect at the time of the recommencement of use or
change or alteration from the Grandfathered Use.
For purposes of the above, a cessation of a Grandfathered Use for an "extended period" means
that the use is not a substantial use on the subject Development Site for a period of twelve (12)
months, excluding any period during which (i) the buildings on the site cannot reasonably be
occupied due to renovations, alterations, or casualty damage or other repairs, or (ii) the
Development Site is held as rental property and it is vacant, but being actively marketed (at least
listed with a listing broker under an active listing) for lease for the Grandfathered Use; provided,
however, that the extension for vacancy under clause (ii) hereof will not exceed an additional
period of twelve (12) months.
4. No Replats Without Consent. Replatting of any plot of land that is subdivided
as a lot or reserve on a recorded subdivision plat subject to this Declaration shall not be
undertaken, approved or permitted by the Owner of such plot of land (other than Declarant)
without the joinder and consent of Administrator and the approval of the City pursuant to its
subdivision regulations.
ARTICLE III
Approval of Development Site Plans: Construction;
Development Restrictions and Variances
1. Plan Approval Required. No building, parking facility, sign or other structure
shall be constructed, altered or placed upon any Development Site until the Plans and
Specifications (defined below) for same shall have been first approved in writing (or deemed
approved) by Administrator as being in compliance with this Declaration and the Development
Guidelines. The processes for such approval are set forth below:
(a) Optional Schematic Design Package Submission and Approval.
(i) Submittal. If the Owner of a Development Site desires to obtain
schematic and conceptual approval of the Administrator prior to construction and prior to
preparing complete Plans and Specifications for the Improvements on the Development
Site, the Owner or the submitting party authorized under Section 1 dl of this Article shall
submit to the Administrator two complete sets of the Schematic Design Package. The
requirements for the Schematic Design Package may be modified by the Administrator
-9-
IMM SOMMoMuoo IM21512
74117 Oft 1331 -781
only with prior written approval of the City. At the option of the Owner of the
Development Site, the Owner or submitting party authorized under Section l Q of this
Article may skip the step of submitting the Schematic Design Package and proceed
directly to submit to the Administrator the Plans and Specifications as described below.
(ii) Approval. The Administrator, shall, within twenty (20) days after
the receipt of each complete submission of the Schematic Design Package, advise the
Owner or the submitting party authorized under Section 1(d) of this Article in writing of
(1) the approval of the Schematic Design Package by the Administrator, or (2) the
segments or features of the Schematic Design Package which are deemed by the
Administrator to be inconsistent or not in conformity with this Declaration and/or the
Development Guidelines. The approval of the Schematic Design Package by the
Administrator shall be valid and effective for a period of not more than one hundred
twenty (120) days, which may be extended by the Owner of right by an additional sixty
(60) days by the Owner's or submitting party's filing a notice of extension with the
Administrator not later than the expiration of the initial one hundred twenty (120) day
validity period. "Valid and effective" means that the Schematic Design Package approval
will exempt the Improvements on the Development Site covered thereby from any
changes in this Declaration or the Development Guidelines that occur after the approval
thereof by the Administrator as long as Plans and Specifications are submitted to and
approved by the Administrator while the approval is still valid and effective hereunder.
(iii) Amendments. A party holding rights to a Schematic Design Plan
previously approved by the Administrator hereunder shall apply to the Administrator for
approval of an amendment to the previously approved Schematic Design Package, (an
"SDP Amendment Application'. An SDP Amendment Application must be on the
required form approved or promulgated therefor by the Administrator and must (1) state
that the application is an SDP Amendment Application, (2) clearly identify the previous
Schematic Design Package that is being requested to be amended, and (3) clearly identify
the items that are the proposed changes to the original Schematic Design Package. The
SDP Amendment Application will be handled and either disapproved or approved in the
same manner as for an application for a new Schematic Design Plan.
(b) Aniproval of Plans and Specifications. The final approval process with
which the Owner of a Development Site must comply in order to obtain Administrator approval
of Plans and Specifications (defined below) is set forth below-
(i) Submiiasion. At least twenty (20) days before commencement of
any construction (including clearing, grading and/or site preparation) on the Development
Site, the Owner of the Development Site shall submit to the Administrator for final
approval of the Administrator the Plans and Specifications for the Development Site;
provided, however, that if the Administrator has previously approved a valid and
effective Schematic Design Package for the Development Site that is still valid and
effective, then the Administrator's sole objections will relate to any matters in the Plans
and Specifications that are inconsistent with (or relevant to the Administrator's approval
-10-
1082721314!'F000941/D001 A21 S 12
74117 8R 133311 282
rights hereunder and added to the proposed improvements since) the Schematic Design
Package already approved for the Development Site.
(ii) Annroval. The Administrator shall, within twenty (20) days after
receipt of a complete set of Plans and Specifications, advise in writing the Owner or
submitting party of (l) the approval of the Plans and Specifications by the Administrator,
or (2) the segments or features of the Plans and Specifications which are deemed by the
Administrator to be inconsistent or not in conformity with this Declaration or the
Development guidelines (subject to its limitations if operating under an approved, valid
and effective, Schematic Design Plan).
Approval of Plans and Specifications shall be valid and effective for a
period of one (1) year from the date of approval or deemed approval thereof with one
available extension of up to ninety (90) additional days to be granted by the Administrator
in writing upon good cause shown (such as for events of force majeure, changes in
Applicable haws with which the party must comply on a mandatory basis, change in
market circumstances [for financing, leasing or otherwise], or change in control or
involuntary successorship in the executive suite at the applicant company). If
construction pursuant to said Plans and Specifications has not commenced within the
period during which such Administrator approval is valid and effective, then the Owner
of the Development Site must re -apply for Administrator approval as provided in the first
instance under this Declaration. Construction shall be deemed "commenced" hereunder
when any part of the Improvements is begun on the site under an approved building
permit issued in accordance with Applicable Laws, excluding site preparation or grading
unless done under the same building permit as the Improvement.
(iii) Amendments. A party holding rights under Plans and
Specifications previously approved by the Administrator shall apply to the Administrator
for approval of an amendment to the previously approved Plans and Specifications, (a
"Plans Amendment Annlieation'). A Plans Amendment Application must be on the
required form approved or promulgated therefor by the Administrator and must (1) state
that the application is a Plans Amendment Application, (2) clearly identify the previous
Plans and Specifications that are being requested to be amended, and (3) clearly identify
the items that are the proposed changes to the original Plans and Specifications.
Otherwise, the Plans Amendment Application will be handled and either disapproved or
approved in the same manner as for an application for a new Plans and Specifications,
except that if a Plans Amendment Application is filed, then (A) such request will be
considered under the requirements of this Declaration and Development guidelines in
effect at the time of the approval of the original Plans and Specifications that were
approved and are being proposed to be amended, and (B) if construction has not already
been commenced in the required time to hold such Plans and Specifications approval in
place, the application for and Administrator approval of the amendment to the previously
approved Plans and Specifications shall not extend the time that the originally approved
Plans and Specifications (as so amended) is valid and effective. In the sole discretion of
the Administrator, if any Plans Amendment Application substantially or materially
changes the character or nature of the Improvements from that contained in the previously
• -11-
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74117 OR 1331 283
approved Plans and Specifications, the Administrator shall notify the applicant that the
Administrator considers the Plans Amendment Application to be a completely new
application for the revised Plans and Specifications. Upon the applicant's receipt of such
notice from the Administrator, the applicant must within ten (10) days thereafter either (I)
notify the Administrator in writing that the applicant agrees that the application should be
handled and processed as a new application for the entire amended Plans and
Specifications, or (II) that the applicant withdraws the Plans Amendment Application. If
the applicant fails to timely do either (I) or (ll), then the applicant will be deemed to have
elected option (11) and the Administrator may drop its consideration of the Plans
Amendment Application. If the applicant timely notifies the Administrator under option
(I), then the Administrator shall consider the Plans Amendment Application along with
the originally approved Plans and Specifications as a new application in its entirety.
(c) Approval Not for Third Party Reliance and Not a Guaranty. The
approval of the Schematic Design Package and Plans and Specifications do not constitute a
warranty that such Schematic Design Package and Plans and Specifications comply with City
Ordinances or other Applicable Laws, including, without limitation, those of applicable flood
control districts, and no party shall rely upon any such approval other than the party in favor of
whom it is issued. The Administrator's approval of the Schematic Design Package and Plans and
Specifications is at all times contingent on the approval of all matters by the appropriate
governmental authorities having jurisdiction. The Administrator's approval of the Schematic
Design Package and Plans and Specifications shall not create any responsibility, representation,
warranty or liability on the part of the Administrator for the completeness, design or sufficiency
of such Plans and Specifications or the compliance of same with Applicable Laws, or any other
aspect of the Plans and Specifications.
(d) Parties Entitled to Submit for and Benefit from Administrator
Auorovals. The following parties may submit to the Administrator for approval either a
Schematic Design Package or Plans and Specifications under this Declaration: (i) any Owner of a
Development Site; (ii) any party authorized in writing (on a form approved or promulgated by the
Administrator) to act as the agent or representative of the Development Site Owner for purposes
of such matters, including, without limitation, an architect, engineer or lawyer for such Owner;
(iii) any tenant or occupant of a Development Site or prospective tenant or occupant of a
Development Site, with written authorization from the Owner of the Development Site, in form
acceptable to the Administrator, or (iv) any party who is under written contract to purchase a
Development Site and who has written authorization from the selling Owner to apply for such
approval. No person or entity shall be entitled to enforce or benefit from any approval for
construction or alteration of Improvements granted by the Administrator under this Declaration
other than (1) the party to whom it is issued, which shall be the party who made the application,
or (2) any party who is the principal named in the application for approval submitted by any
agent or representative of such party pursuant to clause (ii) of this paragraph. Any party entitled
to submit the application for approval may assign such approval rights to any other party who
would be entitled to submit for such approval under clauses (i) -(iv) of this paragraph, if assigned
in writing and in a form promulgated or approved by the Administrator. Any Owner or any
tenant/user of a Development Site shall be entitled to assign (or collaterally assign) its approvals
hereunder to any fee or leasehold mortgagee of such party's interest in the Development Site in
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question. Any attempted or purported assignment of approvals hereunder made without the
written consent of the Administrator is void. No permitted assignments of any such approval
shall be effective if made after the approval has expired by the terms hereof; and neither shall any
assignment, in and of itself, ever have the effect of extending the validity or effectiveness of the
assigned approval. No assignment shall be effective as to Administrator (other than mortgagee
assignments) unless and until a copy of the required (or Administrator approved) form of
assignment has been filed with Administrator. Up to the time of the assignment, only the
applicant who holds such approval right (and its Owner in the case of an agent or representative
applicant) is entitled to request information from the Administrator in regard to such approval.
2. Construction Standards; Development Guidelines. Construction or alteration
of any building on a Development Site shall meet the standards set forth in this Declaration and
the Development Guidelines. Nothing in this Declaration or in the authority to adopt
Development Guidelines authorizes Declarant or the Administrator to regulate, control or
approve Improvements that are interior to an enclosed building structure, subject to the use
regulations stated elsewhere herein.
(a) Riabit to AdOot and AmenA2avelonment Giddelin es. Declarant and/or
Administrator may adopt and amend the Development Guidelines from time to time, with the
prior written consent of the City, but without the joinder of any Owner. Such regulations,
restrictions and limitations on development that may be included in the Development Guidelines
adopted hereunder include, without limitation:
(i) requirements for Development Site configurations, including any
combination or fractions of platted reserves that may constitute a unified Development
Site for purposes of a unified development of that Development Site as if it were a single
Reserve, without any obligation on the part of the Administrator to allow development of
partial or combined platted reserves or acreage that are not re- platted as single Reserves
with approval of the Board; provided, however, that a Reserve and combinations of
whole Reserves will always be a permitted Development Site;
(ii) what Improvements (if any) may be located within building set-
back areas, if all Improvements are not to be prohibited therein (set -backs will not,
however, entirely prohibit one driveway access for each Development Site);
(iii) the location, height, style, and extent of fences, walls, or other
screening devices (including Screening for purposes of compliance with Parkway
Protective Zone restrictions, if applicable) on the Development Site;
(iv) the orientation of buildings and other Improvements with respect to
streets, walks, paths and structures on adjacent property, and the height of Improvements
on a Development Site, and the aesthetic appearance of exterior materials and color
schemes on buildings and other Improvements visible from the exterior of the
Development Site;
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(v) the use, height, presence, style or appearance (or prohibition of)
decorative items, equipment, stored materials, containers, dumpstem or other materials or
items that will be visible from any public street notwithstanding fencing, landscaping or
screening (including Screening for purposes of compliance with Parkway Protective Zone
restrictions, if applicable);
(vi) permissible or required types, extent, style, location and
appearance of landscaping and vegetation;
(vii) requirements for style, orientation, appearance and screening of
garages and loading docks, truckwells and similar building features, and location, style,
prohibition, and other regulations regarding any outbuildings;
(viii) limitations and restrictions on acceptable exterior materials and
finishes that may be utilized in construction or repair of Improvements;
(ix) orientation and height of Improvements on a Development Site;
(x) parking, driveways, traffic flow, curb cut locations and related
traffic related issues;
(xi) location, appearance, height, use and number of exterior signs on a
Development Site; and
NO location, type, intensity and orientation of (glare regulation)
exterior light standards, fixtures and other illuminated devices of any kind.
Nothing in the Development Guidelines shall, however, amend, repeal, or increase any specific
requirement set forth in this Declaration if the specific requirement stated herein is established as
an objective, measurable criteria, such as, but without limitation, specific building set -backs
stated herein.
The Development Guidelines may also modify or supplement the type and amount of
information that must be submitted for approvals requested from the Administrator hereunder,
and the method and place of submission, for consideration of any request for approval of
development plans for any development or alteration on any Development Site, and may
prescribe reasonable fees for the cost of review of submissions of development or alteration plans
for the Development Sites, as well as supplementing any other procedural provisions of this
Declaration. The Development Guidelines may be amended from time to time, in writing, as
determined by the Administrator only with the prior written consent of the City, and upon
recordation of any amendments thereto in the County Records, the same will become the
Development Guidelines that govern all construction of Improvements or alterations to
Improvements on any Development Site that is not otherwise grandfathered in respect to the
Development Guidelines under some other express provision of this Declaration.
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74117 OR 1331 286
The requirements contained in the Development Guidelines are in addition to any other
requirements contained in the City Ordinances and Applicable Laws, including, but not limited
to, the City's subdivision and telecommunication regulations, if and when the same are
applicable to the Development Project by law or by agreement.
(b) Pre- E*tin Nou-Conforming Improvements. Any existing (built or
commenced) Improvement of a Development Site that is permitted by this Declaration at the
time of any change, modification or amendment of this Declaration or the Development
Guidelines as authorized herein ("New Requirements ") shall not be required to be changed or
altered (Improvements that specifically would no longer be permitted by the New Requirements
are herein call "Preexisting rNon -Conf r rovenu+nt(sl. " Preexisting Non - Conforming
Improvements shall be permitted to continue in existence until such time as they are materially
altered, repaired or replaced due to (i) a voluntary change desired by the Owner of such
Development Site, or (ii) fire or other casualty or requirement to comply with a change in
Applicable Law. Notwithstanding the foregoing, however, if compliance with the New
Requirements as to existing Improvements being altered, repaired or replaced pursuant to clauses
(i) or (ii) hereof would result in the need for material alteration, repair or replacement of material
Improvements that are not Preexisting Non - Conforming Improvement(s) in order for them to be
in functional or architectural harmony with one another, then the Preexisting Non - Conforming
Improvements may be replaced or repaired into their existing non -conforming configuration,
style or location insofar as necessary to maintain such harmony. The definition of "material
alteration._ repair or replacement" as used in this paragraph shall reside in the sound, good
faith discretion of the Administrator, but generally means that the item is replaced in its entirety
(or most major component parts thereof are replaced) or the repair cost approaches the cost to
replace the segregated Preexisting Non - Conforming Improvements in question.
(c) First -Class Construction. All construction shall be conducted in a first-
class manner with minimum disruption to the other portions of or uses of the Development
Project.
3. Building Setbacks. No building or other building structure shall be erected
within the building setbacks established below, with the distance indicated being the distance
from the common boundary of the Development Site and the named right -of -way or adjacent
feature or tract boundary, as indicated:
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I Grand Parkway_OState Highway ") I One Hundred (100) feet
and Old Needlepoint Road
Any other public street right-of-way Twenty-Five feet
Side Development Site Boundary (not
abutting a public street right-of-way) F ifteen (15) feet
Rear Development Site Boundary (not
abutting a _public street right- of-wa;) Fifteen (15) feet
4. Parking Parking shall be provided for each building structure, subject to the
terms of the Development Guidelines, and so as at all times to comply with the City Ordinances
and other Applicable Laws.
5. Utility Lines. All electric distribution, telecommunications, cable or similar lines
shall be installed underground except for the following which may be above ground: (i) lines at
those locations which the Administrator and the District, in the exercise of their reasonable
discretion, shall first approve in writing and (ii) primary source lines. Without limitation, the
Administrator, subject to the approval of the District, may promulgate additional utility
guidelines as part of the Development Guidelines, which additional guidelines must be approved
in advance in writing by the City. Utility lines shall be installed so as at all times to comply with
the City Ordinances and other Applicable Laws.
6. Loading Docks. All loading docks in the Parkway Protective Zone must be
screened from public view in a manner approved in writing by the Administrator and the City.
Without limitation, the Administrator may promulgate additional loading dock guidelines as part
of the Development Guidelines, which additional guidelines must be approved in advance in
writing by the City.
7. Landscaping. Landscaping in accordance with the final approved Plans and
Specifications for the Development Site must be installed within thirty (30) days following
completion of a building on such Development Site. The Administrator may promulgate
additional landscaping guidelines as part of the Development Guidelines, which additional
guidelines must be approved in advance in writing by the City.
8. Outdoor Storage Areas. The right of an Owner or Lessee of a Development Site
to use any building situated thereon shall not be construed to permit (and the following is
expressly prohibited without the prior consent of the Administrator and the City in writing) the
keeping or storing of articles, goods, materials, equipment, incinerators, storage tanks, refuse
containers, or like items in the open or exposed to public view or view from a public right -of-
way or an adjacent Development Site (as viewed from ground level), unless any such storage area
and items thereon shall be screened from view in a manner approved in writing by the
Administrator and the City. The screening shall be of material approved by the Administrator
and a minimum of six (6) feet in height, unless (in the sole judgment of the Administrator) such
height is insufficient to screen the materials or equipment being stored, in which event the
Administrator shall, with the consent of the City, require the screening to be of a greater height.
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Water towers, storage tanks, processing equipment, stand fans, skylights, cooling towers, heating
equipment, air conditioning or ventilating equipment, telecommunications equipment, electric
equipment, and any other structures or equipment (including that which is located on the roof of
any building or on the ground) shall be effectively shielded from view from a public right -of -way
or an adjacent Development Site (as viewed from ground level) by an architecturally and
aesthetically sound method which shall be approved in writing by the Administrator before
construction or erection of said structures or equipment. Communication towers, whether
freestanding or building mounted, must be approved by the Administrator prior to their
construction and must be effectively shielded from view. Without limitation, the Administrator
may promulgate additional screening guidelines as part of the Development Guidelines, which
additional guidelines must be approved in advance in writing by the City.
9. Sims. Monuments and Flannoles. All signs shall be in locations and of a
design, size and material as approved by the Administrator. No more than two (2) free standing
ground or berm mounted permanent signs shall be permitted for each Development Site. Unless
otherwise approved in writing by the Administrator, all other signs must be attached to and flush
with an exterior wall of a building and shall be parallel to and contiguous with its wall and not
project above its roofline. No sign of a flashing or moving character shall be installed and no
sign shall be painted on a building wall. Directional and traffic control signs, and signs
advertising the sale or lease of a Development Site are also permitted upon the written approval
of the design and location by the Administrator. The Administrator shall have the right, and
hereby reserves an easement, to enter upon any and all portions of the Development Project to
remove any signs that are in violation of this Article M. Section 9 upon reasonable notice to the
Owner or Lessee of such portion of the Development Project, all at the expense of such Owner or
Lessee. Without limitation, the Administrator may promulgate additional sign, monument and
flagpole guidelines as part of the Development Guidelines, which additional guidelines must be
approved in advance in writing by the City.
10. Illumination, All buildings are required to have exterior illumination facilities
for their front and side walls of a power and design to be approved by the Administrator prior to
commencement of construction, and, upon completing of said building, said illumination
facilities shalt remain in full operation until twelve (12) midnight each night (subject to
compliance with applicable governmental requirements). Lighting will be designed, installed,
oriented, and operated so as not to create unacceptable glare to adjacent properties, as determined
by the Administrator. Without limitation, the Administrator may promulgate additional lighting
and illumination guidelines as part of Development Guidelines, which additional guidelines must
be approved in advance in writing by the City.
It. Maintenance. The Owner of any Development Site or portion thereof shall have
the duty of and responsibility for keeping (and for causing its Lessee) the premises and
Improvements (including landscaping) in a first - class, well- maintained, safe, clean and attractive
condition at all times and in compliance with this Declaration and the Development Guidelines
(subject to any grandfathering expressly provided for herein as to future amendments hereto and
to the Development Guidelines). In addition, the Owner of any Development Site or portion
thereof shall be responsible for (and responsible for ensuring that its Lessee or occupant is
responsible for): (i) all maintenance of any property lying between the paved portion of any
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adjoining public street and the Development Site, and (ii) until the Association (as hereinafter
defined) is formed and activated with such power, all maintenance and replacement of any
landscaping lying within any esplanade in any public street immediately adjoining such
Development Site (within the area of the esplanade that actually fronts the Development Site).
If, in the opinion of the Administrator, any such Owner (or its Lessee) is failing in this duty and
responsibility, then the Administrator may give such Owner or Lessee, or both, written notice of
such fact, and such Owner or Lessee must, within a reasonable period after such notice
(determined on the basis of the nature of the alleged breach of this Declaration, but in no event
more than 30 days thereafter), undertake the care and maintenance required to restore said
Owner's or Lessee's Development Site to a safe, clean and attractive condition, or bring the
property and/or landscaping into compliance with this Declaration. If Administrator gives the
notice described in the preceding sentence to Owner of such Development Site (irrespective of
whether a Lessee occupies such Development Site) at such Owner's last known address
according to the information available in the Administrator's records, upon the expiration of the
applicable curative period the Administrator shall have the right (but not the obligation), and
hereby reserves an easement, to enter upon any and all portions of any Development Site
(through its own personnel, agents or contractors) to perform such work that the Administrator
deems reasonably necessary to effectuate the purposes of these this Declaration. Failure or
inability of the Administrator to be able to identify or notify the Lessee of the Development Site
of such violation shall not in any way reduce, limit or prevent the Administrator from taking
corrective, enforcement or lien action hereunder against the Owner and the subject Development
Site for a violation of this Section 11, as long as the Administrator gives notice to the Owner of
such Development Site as set forth herein. The Owner of the Development Site on which such
work is performed by the Administrator shall be liable for all reasonable costs of any such work
and shall promptly reimburse the Administrator therefor. If such Owner shall fail to so reimburse
the Administrator within thirty (30) days after being billed therefor by the Administrator, then
such cost shall be a debt of such Owner, payable to the Administrator, and shall be a lien against
any such Owner's Development Site, which lien is expressly reserved and created in this
Declaration. Except as set forth in Article VIII, Section 5 hereof the lien reserved and created
hereby is subject only to, and shall be subordinate and inferior to, automatically and without the
necessity of another document, any and all first lien purchase money deeds of trust and liens in
favor of third party financial institutions or representing bona fide seller financing. The
Administrator shall be liable for any actual damages (exclusive of any consequential, special or
punitive damages, all of which are hereby expressly waived by each Owner of a Development
Site) caused to any Development Site by its entry onto any Development Site only if the
Administrator has acted negligently in connection with any permitted work performed by it
hereunder. All references in this Article III, Section 11 to the Administrator shall include the
Association subsequent to its formation and activation.
12. Uttllty Easements. Declarant hereby reserves for itself and its duly authorized
agents, representatives, employees, successors, assignees, licensees and the Administrator, an
easement over all area within fifteen (15) feet of each side and rear property line of any
Development Site for the construction, replacing, repairing and maintaining of all utilities. The
Administrator and/or the Declarant shall have the right and power to grant specific easements as
it may deem necessary in its sole discretion to public or private utility companies or
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governmental authorities for these purposes. All such easements shall be recorded in the County
Records.
13. Waiver: Variances. Except as expressly provided in this Declaration, the
Administrator with the prior written approval of the City shall have the right to grant variances
with respect to the strict application of any of the provisions contained herein as to any
Development Site, if the Administrator, in his sole good faith judgment, determines that (i) strict
applicability of any of the provisions hereof would create a hardship as to the Owner of a
Development Site or would make development of a Development Site difficult or impractical,
(ii) the granting of a variance will not adversely affect the Development Project or the purpose or
intent of this Declaration, and (iii) all required variances pursuant to the City Ordinances and
Applicable Laws have been obtained. No such variance as to the applicability of any covenant,
condition or restriction shall be construed to be a waiver of such covenant, condition or
restriction, or be construed so as to entitle any other party to a variance, as to any other project,
development or circumstance. Further, no such variance granted or denied by the Administrator
shall be subject to challenge by any other beneficiary of this Declaration or Owner of any of
portion of the Development Project, but shall be absolute with respect to the portion of the
Development Project as to which such variance has been granted. No delays in or failure in
enforcing this Declaration or the Development Guidelines as to any breach or violation thereof
shall impair, damage or waive the right of any party entitled to enforce the some to obtain relief
against or recover for continuation or repetition of such breach or violation or any similar breach
or violation thereof at any later time or times. Variances must be evidenced in writing, must be
signed by the Administrator (or, in the case of the Association, at least a majority of the board) and
the City, and shall become effective upon their execution. Variances shall be strictly and narrowly
construed, and no granting of a variance shall be construed as being broader or less restrictive than
its plain wording. The granting of such a variance shall not operate to waive any of the terms and
provisions of this Declaration or the Development Guidelines for any purpose except as to the
particular provision hereof covered by the variance, and shall only constitute a waiver or variance
for the particular Development Site for which it is issued and is not transferrable (except shall run
for the benefit of successive Owners of the Development Site for which it is issued); provided,
however, that a variance shall be issued only in connection with a simultaneously submitted (or
amended) application to the Administrator for approval of a plan for Improvements or alteration of
Improvements on a Development Site. Such variance shall be valid only as to the final approved
Plans and Specifications for such Development Site and not a different or other configuration of
Improvements, unless the variance expressly states that it is "Unrestricted," which shall mean that it
is a variance that is permanently associated with such Development Site due to special site
considerations and is not dependent on the final approved Plans and Specifications for the
Improvement of the Development Site. The granting or denial of variances is in the sole discretion
of the Administrator (or the directors of the Association as the case may be), provided that the
granting of variances must also be approved in writing by the City, and UNDER NO
CIRCUMSTANCES SHALL THE ADMINISTRATOR fOR THE DIRECTORS OF THE
ASSOCIATIONI EVER BE COMPELLED, BY COURT ORDER OR OTHERWISE. TO
GRANT A VARIANCE UNDER THE PROVISIONS OF THIS SECTION. The granting of any
variance shall never affect in any way the Owner's obligation to comply with all Applicable Laws,
regardless of whether or not consistent with or contrary to the variance.
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ARTICLE ry
Owners Association: Assessments and Liens
1. ormation• Desjnp on• A m of Ad tra r P we The
Administrator shall have the right, but not the obligation, to form, as a Texas non-profit
corporation, a property owners association (the "Association") for the sole purpose of enforcing
and administering this Declaration. At any time after the formation of the Association, the
Administrator may, but shall not be obligated to (in one or more assignments at various times as
it may choose), assign all or any part of the rights, powers, duties or obligations vested in the
Administrator by this Declaration to the Association, by written assignment recorded in the
County Records identifying the Association by name. The first such assignment and designation
of the Association that is filed by the Administrator shall be deemed to activate the Association
for purposes of acting hereunder. After any such activation of the Association, such rights as
have been so assigned shall be fully vested only in the Association, and the Association will
expressly be responsible for all duties given to it by the Administrator by the terms of such
assignment. Unless and until the Administrator activates the Association as provided above, all
rights of Administrator hereunder shall continue to reside in the Administrator. Notwithstanding
the foregoing, however, at such time as Declarant has not owned any portion of the Development
Project for ten (10) years, but only if the Association has been formed and activated prior thereto,
the assignment of all remaining rights, powers, authorities and responsibilities of Administrator
under this Declaration shall take place automatically, without the need for action by any party.
All approvals and/or variances granted from time to time by the Administrator shall be binding
upon the Association and all Owners of the Development Project.
2. Rights and Duties. Upon its formation and Administrator's activation thereof, the
Association shall have all of the rights and duties of the Administrator hereunder that have been
assigned to it by the Administrator, or that have devolved upon it by passage of time as provided
in Section I of this Artic a TV If the assignment to the Association by the Administrator is of
"all" such rights, powers, authorities and duties of the Administrator (or are stated to include "all
maintenance and repair responsibilities" of the Administrator hereunder), then the assigned rights
and duties that become the responsibility of the Association will include, without limitation,
carrying out and enforcement of this Declaration and the Development Guidelines, the
management, operation, upkeep, maintenance, repair, and replacement of all Common Areas and
Common Facilities, if any. After formation and activation of the Association, it may provide
services to the Development Project, using independent contractors engaged by the Association,
such as, but without limitation, security patrols, esplanade lighting, street cleaning, insect fogging
or any other services provided that are approved by a Required Majority of Owners ("Annroved
Services'), and all Owners will be assessed under the General Assessment for the cost of
Approved Services regardless of whether the Owner(s) in question voted to approve such
Approved Services.
3. Membership and Voting. Each Owner of a Development Site shall be a member
of the Association with such rights as are set forth in the Articles of Incorporation and Bylaws of
the Association. Voting rights for members of the Association shall be determined on the basis
of gross square footage of the portion of the Development Project owned by each member. The
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Administrator may create as part of the Development Guidelines and in the Association
formation and governing documents, among other procedures for operation that are not in direct
conflicts with the terms of this Declaration, rules regarding submissions of requests from,
issuances of approvals to, and exercise of voting rights by Owners of Development Sites where
more than one Owner is a fee or fractional interest Owner in such Development Site.
4. General and Special Assessments. The Association (and Administrator prior to
formation of an Association) shall expressly have the power to levy Assessments against land
within the Development Project in amounts which it deems necessary to effectuate the purposes
of and carry out this Declaration, excluding the cost of enforcement of obligations of a specific
Development Site Owner (collectively, the "General Assessment"); provided, however, that
General Assessments may be increased to cover unpaid Special Assessments (as hereinafter
defined) pending collection thereof from the Owner who is responsible for paying them, unless
the Association elects to (and is able) to borrow such funds. Upon collecting any Special
Assessment(s) from the Owner obligated for the Special Assessment, then if the same were
previously funded by General Assessments, the Special Assessment revenue will be placed into
the Association's (or Administrator's) general revenues and general revenue budget to reduce the
obligations of future General Assessments accordingly. In addition, the Association (and the
Administrator prior to its formation and designation) may assess specially against the Owner of a
Development Site(s), and against the Development Site(s) directly, all costs of remedying any
defaults under this Declaration and/or the Development Guidelines by the Owner or Lessee of the
Development Site(s) in question, by a specific enforcement Assessment ("Sneciai Assessment"),
which may include, interest, late charges, penalties (if applicable) and attorney fees and court
costs for General Assessments that are delinquent (for delinquent account collection), and for
other enforcement action, including, without limitation, costs of injunctive actions, suits for
specific performance or declaratory relied actions to foreclose the lien hereunder, and
enforcement or collection actions in any bankruptcy or receivership proceedings of any Owner.
Any General Assessment shall be levied on a uniform basis against all of the Development Sites
on the basis of gross square footage within any Development Site. General Assessments and
Special Assessments are sometimes collectively or generically referred to herein as the
"Assessments" or an "Assessment " Common Areas and Common Facilities owned by
Declarant and/or by the Association for common use by Owners are exempt from Assessment. If
any portion of Development Site consists of an easement for common use by Owners, then the
Owner of that Development Site shall be assessed for and shall have voting rights as to its entire
acreage notwithstanding such area affected by such easement.
5. Use of Assessments In General. Any Assessment collected by the Association
(or Administrator before Association is activated with such powers) shall be used for one or
more of the following purposes as the Association may deem appropriate in its reasonable
discretion: planting, landscaping, watering or irrigation, mowing, tree surgery and general upkeep
and maintenance of planted or landscaped areas; provision of safety and security measures;
enforcement of parking restrictions; enforcement of this Declaration and/or the Development
Guidelines; maintenance of medians, esplanades, sidewalks and easement areas in or adjacent to
the Development Project and common areas owned by or under easements to the Association;
reimbursement of reasonable costs and expenses of the Association in connection with its
operation and management and administration of this Declaration and/or Development
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Guidelines (including but not limited to charges related to engagement of third party architects,
engineers, attorneys, accountants and other consultants in connection with such operation and
administration), taxes, insurance, attorneys fees, costs of Approved Services and such other non-
capital and capital items of expense and expenditure as may be deemed by the Association, in its
discretion and good faith, to be necessary or desirable for the carrying out of these provisions and
for the general benefit of members of the Association. In no event shall the Association expend
any Assessments for a single capital replacement or addition that costs in excess of $100,000.00
without a vote of the Required Majority of Owners approving such expenditure that was held in
accordance with the Association's governing documents.
6. Lien to Secure Assessments. To secure the payment of any Assessments levied
by the Association (or Administrator before Association is activated with such powers) and any
other sums due hereunder (including, without limitation, interest, late fees or delinquency
charges), alien is hereby reserved and created in favor of the Association against each
Development Site. The lien reserved and created hereby is subject only to, and except as
expressly set forth to the contrary in this Declaration shall be subordinate and inferior to,
automatically and without the necessity of another document, any and all first lien purchase
money deeds of trust and liens in favor of third party financial institutions or representing bona
fide seller financing. By accepting a deed to a Development Site, each Owner of such
Development Site expressly grants to the Association a lien for the payment of any Assessments,
and such lien shall be binding with a power of sale to enforce such lien by non - judicial
foreclosure pursuant to the provisions of Section 51.002 of the Texas Property Code, or any
successor statute governing enforcement of consensual liens on real estate (the "Code").
Alternatively, the Association may institute a suit or proceeding at law or in equity or take any
lawful action to enforce collection of any defaulted Assessments, including, but not limited to, an
action to foreclose the lien reserved and created herein securing any Assessments. Any
foreclosure may be brought by the Association in the some manner as an action to foreclose the
lien of a mortgage of deed of trust on real property in accordance with the Code.
7. Delinquent Assessments. Any Assessment not paid within thirty (30) days after
the due date shall bear interest at the maximum per annum ceiling rate allowed by applicable usury
laws from the due date until paid or, if there is no maximum lawfiil rate applicable to such
transaction, then at the rate of eighteen percent (18%) per annum (such applicable rate being herein
called the "Default Rate'). The Association (or Administrator before the Association is activated
with such powers) may bring an action at law against the Owner personally obligated to pay the
Assessment(s), foreclose the lien against the Development Site (per Article IV, Section 6 hereof), or
pursue both such remedies to the extent not mutually exclusive, in addition to pursuing and
enforcing any equitable remedies such as injunction, specific performance, and/or declaratory
judgment. Interest, court and other collection costs and attorneys' fees incurred in any such action
shall be added to the amount of such Assessment or charge.
8. Mandatory Date for Formation of Association. Notwithstanding the foregoing,
at such time as Declarant (or its designated transferee or assignee as successor named and
designated in writing in the County Records) no longer owns at least forty percent (40 %) of the
gross square footage of the Development Project, any one or more Owners of Development Sites
with an aggregate of more than fifty percent (50 516) of the gross square footage of the
i oam�.s,�uoo�su000��ox�sia
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Development Project may form or compel the formation of the Association for the purposes
stated herein. Such Owners shall thereupon send notice of the formation of the Association to all
Owners of record of Development Sites as shown by the tax assessors' rolls of Chambers
County, Texas and shall file such notice, signed by the requisite Owners of Development Sites in
the County Records.
ARTICLE V
Obligation to Enter Into Payment in Lieu of Taxes Agreement
With the City of Baytown
1. PILOT Obligations. Owners of each Development Site with a proposed future
development value equal to or greater than $1,000,000, as determined by the Chambers County
Appraisal District ( "CCAW ), must enter into an agreement with the City for the payment in lieu
of ad valorem taxes on such Development Site in the form required by the City (the "PILOT
Agreement"). Any such PILOT Agreement shall not impose an ad valorem tax obligation in
excess of that which the Owner would be obligated to pay had such Owner's Development Site
been annexed by the City for purposes of ad valorem taxation. PILOT Agreements will be
administered and enforced by the City; and Declarant, the Administrator and the Association will
have no obligation to the City or an Owner in connection with any such agreement between the
City and a third party. The entering into of a PILOT Agreement will be automatically deemed a
condition to any construction of Improvements on a Development Site in the Property which is
approved by the Administrator under the terms of this Declaration, whether or not any express
statement of such condition is placed in any approval granted by the Administrator hereunder.
Notwithstanding anything to the contrary herein, Declarant and any portion of the Development
Project that it owns will not be subject to any requirement to enter into a PILOT Agreement,
unless Declarant constructs or erects buildings or other permanent structures thereon or
Declarant, Administrator or the Association uses such buildings or structures for the operation of
a commercial enterprise.
2. Lien to Secure PILOT. To secure the payment of any PILOT and any other
sums due thereunder (including, without limitation, interest, late fees or delinquency charges), a
lien is hereby reserved and created in favor of the City against each Development Site of an
Owner required to enter into a PILOT Agreement pursuant to Article V. Section 1 hereof,
whether or not such Owner has actually entered into a PILOT Agreement. The lien reserved and
created hereby is subject only to, and except as expressly set forth to the contrary in this
Declaration, shall be subordinate and inferior to, automatically and without the necessity of
another document, any and all first lien purchase money deeds of trust and liens in favor of third
party financial institutions or representing bona fide seller financing. By accepting a deed to a
Development Site, each Owner of such Development Site expressly grants to the City a lien for
the payment of any PILOT, and such lien shall be binding with a power of sale to enforce such
lien by non judicial foreclosure pursuant to the provisions of Section 51.002 of the Texas
Property Code (the "Code'), or any successor statute governing enforcement of consensual liens
on real estate. Alternatively, the City may institute a suit or proceeding at law or in equity or take
any lawful action to enforce collection of any defaulted Assessments, including, but not limited
to, an action to foreclose the lien reserved and created herein securing any PILOT. Any
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foreclosure may be brought by the City in the same manner as an action to foreclose the lien of a
mortgage of deed of trust on real property in accordance with the Code.
3 Delinquent PILOT. Delinquent PILOT amounts shall be immediately subject to
the same penalties, interest, attorneys' fees and costs of collection as recoverable by the City in
the case of delinquent ad valorem taxes.
4. Enforcement. The obligations contained in Article V shall be enforceable by the
City and its successors and assigns pursuant to all applicable laws and by all applicable means,
including but not limited to, by an action for damages or an action for an injunction, or both.
Should the City prevail in a suit to enforce the terms and provisions of this Article V. the City
shall also be entitled to recover a reasonable sum as attorney's fees. It is further agreed that if a suit
for injunctive relief is brought for enforcement of this AW21c V. the party against whom such suit is
brought shall have no right to, and by having accepted any decd or lease of any part of the property
covered by this Declaration shall be conclusively deemed to have covenanted and agreed not to
(and to have waived any right to), urge or assert as a defense that an adequate remedy at law exists.
Each Owner from time to time of any Development Site affected by this Article V shall be bound
thereby and liable for breaches or defaults thereof related to its Development Site only during that
Owner's ownership of such Development Site, and such Owner shall not be liable for breaches
hereof by any subsequent Owner (or user) of such Development Site; provided, however, that
nothing herein exculpates any Owner who sells a Development Site from liability to its transferee to
the extent the transferring Owner contractually warranted or guaranteed compliance herewith or
contractually agreed to indemnify the subsequent Owner from any non - compliance existing as of
the date of the conveyance of the Development Site to the new Owner.
ARTICLE VI
Term: Termination and Amendment of Covenants
1. D -um ion and Amendment (Other Than Arlicle VII Matters(. Each condition
and covenant contained in Declaration shall remain in full force and effect until December 31,
2058, and shall automatically renew for successive ten (10) -year periods thereafter; provided,
however, that this Declaration shall not be automatically renewed and extended for such
successive terms if, prior to the expiration of the initial term hereof or any automatic renewal
term that has then already occurred, the Owners of seventy-five percent (75 %) of gross square
footage of the Development Project (the "Required Majority of Owners'( execute and
acknowledge a declaration of termination, to be effective upon the expiration of the then current
initial or renewal term, and record the same in the County Records. The Required Majority of
Owners at any time after the Association has been formed and activated, may by written
declaration signed and acknowledged by them and the Administrator in the County Records, alter
or amend, but not terminate, the restrictions, conditions and covenants contained herein and this
right shall exist as long as the Required Majority of Owners and the Administrator shall so
desire. References in this Declaration to a percentage (or fraction) of the gross square footage of
the Development Project shall be determined by excluding from the numerator and the
denominator any portion of the Development Project that is platted, dedicated or otherwise
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acquired or used as a public street, drainage or detention structure, park or other common area,
but shall include the Greenbelt Reserve.
2. Exception for Parkway Protective Zone Restrictions. Notwithstanding the
foregoing, the provisions of this Article VI will not apply to the Parkway Protective Zone
Restrictions (as hereinafter defined) and the defined terms as listed therein, the duration
and amendment of which shall be governed solely by the terms of Article VII hereof.
ARTICLE VII
Parkway Protective Zone Development and Use Restrictions
1. M addition to the other restrictions and limitations set forth in this Declaration, the
following additional restrictions and limitations are imposed only with respect to the Parkway
Protective Zone (collectively, the "Parkway Protective Zone Restrictions"), but in no way limit
the application of state or local laws pertaining to the Parkway Protective Zone, including, but not
limited to, zoning, sign, and health and safety regulations:
2. Exterior Finishes. No exterior building wall or projection of a building wall or
fagade that is situated in whole or part within the Parkway Protective Zone may consist of a metal
finish, including, without limitation, sheet metal, corrugated metal, iron or steel of any type. The
restriction will not be construed as a prohibition on the use of metal personnel doors and
overhead/roU-up doors or other miscellaneous architectural features made of metal, such as roof
flashing, gutters or the like, within the Parkway Protective Zone; provided such metal personnel
doors and overhead/roll-up doors or other miscellaneous architectural features made of metal do not
constitute &fly percent (5001a) or more of any such exterior building wall and if any such metal
features front the Parkway, the Screening height requirement set forth in Article I. Section 26
hereof, will increase to eight feet (8').
3. Ecininment on Roof. Any equipment, including, without limitation,
telecommunications equipment, that is affixed to or stored or otherwise located on the roof of any
building within the Parkway Protective Zone, must be situated behind a parapet or otherwise
Screened to the extent that no portion of such equipment can be viewed from the Viewing Zone.
The foregoing restrictions do not apply to (i) antennas installed to facilitate the transmission or
reception of telecommunications equipment if an engineering study is produced which concludes
that such restrictions would materially interfere with the proper fimetioning of said equipment and
no practical option exists for the positioning of said roof -top communications equipment so that it
may be Screened as contemplated herein without materially interfering with its fuaetioning, or (ii)
equipment temporarily located on a roof in connection with construction, repair, replacement or
maintenance of the underlying building or repairs or alterations to the underlying building; provided
the construction, repair, replacement or maintenance is diligently prosecuted once commenced and
does not exceed ninety (90) days.
4. E-quipment in Exterior Arces. Any equipment mixed, stored or otherwise located
on exterior portions of any part of any Development Site within the Parkway Protective Zone must
be situated behind Screening in such a manner that it is not visible from the Viewing Zone for that
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Development Site. The foregoing restriction will not apply to equipment temporarily located on an
exterior portion of the Parkway Protective Zone in connection with construction, repair,
replacement or maintenance of Improvements thereon; provided the construction, repair,
replacement or maintenance is diligently prosecuted once commenced and does not exceed ninety
(90) days.
5. Outside Storm. Any supplies, goods, shipping containers, shipping palettes, and
other materials stored or otherwise looted on exterior portions of the Parkway Protective Zone
must be situated behind Screening in such a manner that such materials are not visible from the
Viewing Zone. The foregoing restriction will not apply to materials temporarily located on exterior
portions of the Parkway Protective Zone in connection with construction, repair, replacement or
maintenance of Improvements thereon; provided the construction, repair, replacement or
maintenance is diligently prosecuted once commenced and does not exceed ninety (90) days.
6. Special Restrictions Within Green Belt Reserve. The portion of the Parkway
Protective Zone situated within the Green Belt Reserve is hereby restricted in perpetuity as a green
space reserve to be maintained by the property Owner. Except for a berm constructed for
Screening, no Improvements may be constructed in the Green Belt Reserve and no equipment,
supplies, goods, containers and shipping palettes or other materials may be stored or located
thereon. Other than the planting and maintenance of grass and streetscape requirements contained
in the City Ordinances, no other landscaping is required to be placed or maintained in the Green
Belt Reserve, but the Owner or developer of each portion of the Green Belt Reserve may elect to
further landscape the Green Belt Reserve on such Owner's or developer's Development Site,
provided any such further landscaping complies with the City's streetscape requirements, as they
now exist or may be hereinafter amended The land situated within the Green Belt Reserve is
included within the setback and will be credited toward landscaping and/or green space
requirements under the City Ordinances. Regardless of anything contained herein or elsewhere to
the contrary, the landscape requirements contained in City Ordinances shall apply to all
development in the Parkway Protective Zone and throughout the Development Project.
7. Shmar e. Exterior signage placed within the Parkway Protective Zone and that
either faces the Parkway or is viewable from the Viewing Zone must be attached to a building wall
or fagade in such a manner that (i) it rests parallel to and contiguous with such wall; and (iii) does
not protrude above the roof line of the building to which it is attached. Signage within the Parkkway
Protective Zone may only be used to identify, or advertise the products or services of, the occupants
of the building to which the signage is attached, or be for directional or operational purposes (such
as traffic directional signs, loading zone and similar signs). No mobile or portable signage shall be
allowed nor signage that has flashing lights or moving characters, unless such signage is shielded
by Screening so that it cannot be seen from the Viewing Zone.
Notwithstanding anything to the contrary herein, Declarant or Administrator may construct
one (1) double -face monument sign which (i) identifies the Development Project and (ii) may be
located within the Parkway Protective Zone, but outside the Greenbelt Reserve in the
approximate location shown on the drawing attached hereto as Exhibit "C ", provided that such
monument sign does not exceed five feet in height (measured from grade) or 12 feet in length.
;• -26-
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The monument sign described in the preceding sentence will be maintained by the Association
(or Administrator before the Association is activated with such powers).
8. Duration: Amendment of Parkwav Protective Zone Restrictions. The Parkway
Protective Zone Restrictions (including all provisions of this Article shall be and are hereby
made perpetual and survive any expiration or termination of this Declaration for any reason. The
Parkway Protective Zone Restrictions (and the defined terms for "Development Site," "Green
Belt Reserve," "Parkway Protective Zone," "Parkway," "Screening6crcened" and "Viewing
Zone" set forth in Article I hereof), may not be amended or modified except by a written
instrument executed by all of the following:
(a) Declarant, or its successors and assigns;
(b) the Requisite Percentage (hereinafter defined) of Owners of the land within
the Parkway Protective Zone at the time the last of the requisite signatures are obtained on the
amendment (or Owners bound by an executed, recorded counterpart of the amendment signed by
their predecessor Owner as described below);
(c) all holders of first priority liens on lands within the Parkway Protective
Zone, to the extent encumbering the required Requisite Percentage of fee -owned properly in the
Parkway Protective Zone; and
(d) the City.
For purposes hereof, "Requisite Percentage" means the Owners who own the following
percentage of the gross land area within the Parkway Protective Zone: (i) if the amendment in any
respect adds to, expands or makes more restrictive any of the development restrictions or
limitations contained herein (including specifically, but without limitation, any change in definition
of the Viewing Zone) — then one hundred percent (100' /6); (ii) if the amendment does nothing other
than reduce or eliminate development restrictions or limitations contained herein - then ninety
percent (90'/0); provided, however, that if any change is made even only to reduce or eliminate
development restrictions or limitations but not all areas of the Parkway Protective Zone will be
granted the benefit of such amendments, then the Requisite Percentage is instead one hundred
percent (100' /0). Any Owner of land within the Parkway Protective Zone who executes an
amendment to these Parkway Protective Zone Restrictions and records it in the County Records,
shall be irrevocably bound to such amendment for a period equal to the shorter of (1) one year from
the recording of the amendment affecting such Owner's land within the Parkway Protective Zone,
or (2) the period of time stated in the amendment for such signature to be binding pending full
signature, and if the remainder of the parties required to make such amendment effective have
joined in one or more recorded copies of such amendment within such period, then the Owner who
recorded its counterpart of the amendment (as to its land within the Parkway Protective Zone) will
be irrevocably bound to such amendment notwithstanding any previous withdrawal or purported
withdrawal or modification to the recorded amendment made unilaterally by such Owner. It is
understood and agreed that parties seeking to obtain agreement on amendments to these Parkway
Protective Zone Restrictions may rely upon the irrevocable nature of the Owner's recording of an
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amendment to thereto in continuing to expend time, energy and expense in its or their efforts to
obtain all necessary parties' agreement to such amendment
9. Enforcement. The Parkway Protection Zone Restrictions shall be enforceable
exclusively by Declarant, Administrator, the Association (after its formation and activation with
such powers), the District, and/or the City, and their respective successors and assigns, and may be
enforced by an action for injunction to restrain or enjoin a violation or threatened violation of these
Parkway Protective Zone Restrictions, or by an action for damages, or both. If any such party
bringing suit to enforce the terms and provisions hereof shall prevail therein, such party shall also
be entitled to recover therein (or in a separate suit) a reasonable sum as attorney's fees from the
party or parties against whom judgment is rendered It is further agreed that if a suit for injunctive
relief is brought for enforcement of these Parkway Protective Zone Restrictions, the party against
whom such suit is brought shall have no right to, and by having accepted any deed or lease of any
part of the Parkway Protective Zone shall be conclusively deemed to have covenanted and agreed
not to (and to have waived any right to), urge or assert as a defense that an adequate remedy at law
exists. Under no circumstances is any party who is subject to these Parkway Protective Zone
Restrictions liable for consequential, special or punitive damages as a result of any breach hereof.
Each Owner from time to time of any Development Site affected by the Parkway Protective Zone
shall he bound by these Parkway Protective Zone Restrictions and liable for breaches or defaults
thereof related to its Development Site only during that Owner's ownership of such Development
Site, and such Owner shall not be liable for breaches hereof by any subsequent Owner (or user) of
such Development Site; provided, however, that nothing herein exculpates any Owner who sells a
Development Site from liability to its transferee to the extent the tray &mbg Owner contractually
warranted or guaranteed compliance herewith or contractually agreed to indemnify the subsequent
Owner from any non -compliance existing as of the date of the conveyance of the Development Site
to the new Owner,
ARTICLE VIII
General Provisions
1. Representations by Declarant. Declarant represents and warrants that it owns fee
simple title to the Development Project lands, subject to all existing liens, restrictions, easements,
rights -of -way, and other encumbrances ofrecord in the County Records.
2. Term: Covegants Rua With Land. The term of this Declaration is as set forth
in Article VI hereof and Article VQ. Section 9 hereof (with respect to the Parkway Protective
Zone Restrictions). The terms and provisions of this Declaration shall run with the land and bind
the land within the Development Project and each Owner from time to time of each Development
Site or any interest in any such Development Site, and each Lessee, occupant, and user of any
such Development Site from time to time, for the duration (term) stated in the respective sections
referenced in the preceding sentence.
3. Additional Property. The Administrator shall have the right to bring within the
Development Project additional property in its discretion. Any additions authorized under this
Article VIIL Section 3 shall be made by filing of record in the County Records, a supplemental
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declaration with respect to the additional property, which shall extend this Declaration (as therein
modified) to such property, executed by the Administrator. Upon such filing, the Development
Project shall include the additional property described in such supplemental declaration.
4. Approvals by Administrator, Association and/or the City. Whenever in this
Declaration any approval or consent of the Administrator, the Association (if activated with such
powers) and/or the City is required, such consent or approval shall be consistent with the
purposes and intent of these declarations and the Parkway Protective Zone Restrictions and shall
not be withheld arbitrarily or in bad faith. The Administrator, the Association and the City shall
have no liability for the granting or withholding of any such approval or consent if (i) done in
good faith or (ii) done in bad faith by another party hereto. It is understood that while
Administrator has the power of consent or approval hereunder, and while the vote of Declarant is
the control vote in the Association after it is activated, the Administrator will be acting in the
self - interest of Declarant in material respects in regard to preserving, retaining, and enhancing the
value of Development Sites that it owns, and such self- interest does not, by itself, constitute an
element of or evidence of bad faith in decision making hereunder.
5. Iittbts and Obligations of Lenders. If by virtue of any right or obligation set
forth heroin, a lien shall be placed upon any Development Site, such lien shall expressly be
subordinate and inferior, except as set forth in this Article VIII, Section 5. to the lien of any first
lienholder now or hereafter placed on such Development Site. Except as set forth in the
preceding sentence, however, any holder of a first lien on any Development Site, and any
assignee or successor in interest of such first lienholder, shall be subject to the terms and
conditions of this Declaration. Notwithstanding anything herein contained or implied to the
contrary, any and all liens created pursuant to the terms hereof shall be paid and satisfied in full
upon the sale of any Development Site or any property to which such lien attaches, and if not so
paid upon sale, such lien shall no longer be subordinate and inferior to any lien on such
Development Site or property, and the lien created hereunder shall become a fast and prior- lien
to all existing and future liens.
6. Limitation of Liability. Any person acquiring fee or leasehold title to any
Development Site shall be bound by this Declaration only as to the Development Site acquired
by such person. In addition, such person shall be bound by this Declaration only during the
period such person is the Owner or Lessee of such Development Site, except as to obligations,
liabilities and responsibilities that accrue during said period of such Owner's ownership or
Lessee's leasehold interest. Although persons may be released herein, the easements, covenants,
conditions, restrictions and encumbrances contained in this Declaration shall continue to be
benefits to and servitudes upon said tracts ruining with the land comprising the Development
Project.
7. Use of "Bay Ten Business Center" or "Bay Ten ". The name `Bay 10 Business
Center" or "Bay 10" shall not be used in connection with any business or trade or operations on
or any portion of the Development Project without the prior written consent of the Administrator,
which consent the Administrator may withhold in its sole discretion. All rights, titles and interest
in and to the name "Bay 10" and "Bay 10 Business Center" are expressly reserved and retained
by Declarant.
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74117 OR 1331 3o1
8. Notices. Any notice required or desired to be given under this Declaration shall be
in writing and shall be deemed to have been properly given and served when (i) three (3) days after
deposit in the United States Mail, certified, n tum receipt requested, postage prepaid, and properly
addressed, or ('d) delivered in person or rewipted for at the proper notice office address of the party
being served if sent or delivered by any other means, in each case addressed, if to an Owner, to the
Owner's last known address as shown on the records of the Administrator (or the Association after
activated) at the time of such mailing or, if to the Administrator, to its President, Secretary or
registered agent at its address specified herein (as amended from time to time as hereinafter stated.
The initial address for the Administrator and Declarant shall be:
Parkside Realty Fund, WJParkside Capital, L.L.C.
3003 W. Alabama
Houston, TX 77098
Such address for the Administrator shall be effective unless and until a notice of change of
address shall be made and filed by Administrator in the County Records specifying a different
address (in which event such address specified in such notice shall be the address, for the
purposes of this Article VIIL Section 8 for the Administrator thereafter). Upon activation of the
Association, notices shall be given to the Association at the office of its State of Texas registered
agent shown in the records of the Texas Secretary of State unless and until the President of the
Association records a notice of change of address for the Association in the County Records. If
any Owner (other than Declarant) fails to give written notice of a notice address to the
Administrator or, after it is activated, the Association, then notice to such Owner at or care of any
address where an Owner has a building completed within the Development Project will be
effective as notice hereunder or, in the absence of any such existing building owned by that
Owner, to the address of the Owner set forth in the instrument of conveyance whereby such
Owner took title to the Development Site that it most recently purchased in the Development
Project based on the good faith inquiry of the Administrator or Association with available title
data of a title insurer. Any notice address provided by any Owner to the Administrator or
Association hereunder must include (even if there is a separate address for mail) a street address
that is not a mail drop or post office box type address so that overnight courier services (such as
FedEx) can deliver to the Owner or a live representative of the Owner at such address during
normal business hours.
9. Law Governing. This Declaration shall be governed by and construed in
accordance with the laws of the State of Texas.
10. ftmemurs and Asshmm &LiMentof DeclaranL4MO. This Declaration, and
all the terns and provisions hereof, shall be binding two Declarant, its successors, assigns and
successors in title, and violations of this Declaration by any such parties shall be enjoinable and
actionable as herein provided The rights and powers of Declarant and/or Administrator hereunder
may be assigned by Declarant to any third party who purchases all or all remaining (or any part of)
Development Project lands, but no such assignment of Declarant or Administrator rights shall ever
transfer with Declarant's transfer of title to any part of the Development Project unless Declarant
expressly and specifically executes and records a written assignment of the Declarant and/or
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Administrator's rights (or any of them) under this Declaration, which express assignment of
Declarant or Administrator rights may be included in any conveyance document or by separate
instrument. Declarant may also, likewise by specific express recorded assignment only, convey
Declarant's and/or Administrator's enforcement rights under this Declaration to any property
owners association formed to govern or manage any part of the Development Project.
11. Severability. This Declaration is intended to be performed in accordance with, and
only to the extent permitted by, all applicable laws, ordinances, rules and regulations of
governmental authorities having jurisdiction. If any provision of this Declaration, or the application
thereof to any person or circumstance, shall, for any reason or to any extent, be held to be invalid or
unenforceable, then the remainder of this Declaration and the application of such provision to other
persons or circumstances shall not be affected thereby, but rather shall be enforced to the greatest
extent permitted by law.
12. Headings. The headings contained in this Declaration are for reference purposes
only and shall not in any way affect the meaning or interpretation hereof.
13. Miscellaneous. The singular wherever used herein shall be construed to mean or
include the plural when applicable, and the necessary grammatical changes required to make the
provisions hereof apply either to corporations (or other entities) or individuals, male or female, shall
in all case be assumed as though in each case fully expressed. If any part of this Declaration shall
be in conflict with any term of a previously recorded deed of conveyance to any portion of the
Development Project, the term of the prior deed of conveyance shall govem, but only to the extent
of such conflict. If additional restrictions are imposed upon a Development Site by Declarant in the
instrument by which Declarant conveys a Development Site or any portion thereof, the terms of the
deed of conveyance shall be in addition to the Declaration herein and shall be solely in favor of
Declarant unless otherwise specifically stated in the instrument of conveyance.
14. City Joinder. The City joins in this Declaration for purposes stated herein,
including, but not limited to, (i) approving additional permitted and prohibited uses and plats as
specified in Article H hereof; (ii) agreeing to and accepting the terms of Article VH hereof (and the
related defined terms used therein), and (iii) joining in all amendments or terminations of this
Declaration. The joinder of the City herein shall not be deemed to make the City primarily
responsible (all of which responsibility it hereby expressly disclaims) for monitoring or
enforcement of any requirement of this Declaration (other than Article
15. Limited District Joinder. The District joins in this Declaration for purposes of
enforcing the restrictions contained herein, but not for the administration of the restrictions
contained in this Declaration. The joinder of the District herein shall not be deemed to require
joinder of the District in any amendments or terminations of this Declaration.
(REMAINDER 0FPAGEMTEVH0NALLYLEFI'BLANK-
SIGN4 T UREPAGES FOLLOW)
-31
10n724.5/5PEU D"EA 001/021512
74117 OR 1331 303
IN WITNESS WHEREOF, this Declaration is executed on the date set forth below to be
effective as of the Effective Date first set forth above.
DECLARANT:
GRAND PARKWAY/KILGORE PARKWAY, LP, a
Texas limited partnership
By: Parkside Capital L.L.C., a Texas limited liability
company, its General Partner
By: _ a44- pvlt�
Afin S. Moody, Preside
Date: 74, 2012
THE STATE OF TEXAS §
§
COUNTY OF HARRIS §
This instrument was acknowledged before me on this ;-7 day of p
2012, by John S. Moody, President of Parkside Capital L.L.C., a Texas limited liability c mpany,
on behalf of said company as General Partner of nd Parkway/Kdgore Parkway, LP, a Texas
limited partnership, in that capacity and on behalf f�id partnership.
-32-
1092724 5/5PHMMUMI/M1312
RY PUBLICAN AND FOR
TATE OF TEXAS
ADMINISTRATOR:
PARKSIDE CAPITAL, L.L.C., a Texas
limited liability company
By: (1'-� - A4..'L
,otame: John S. Moody
itle: President
THE STATE OF TEXAS §
§
COUNTY OF HARRIS §
2012 4K VOL FG
74117 OR 1331 304
This instrument was acknowledged before me on- e�haw�,r �"� , 2012, by John
S. Moody, President of Parkside Capital, L.r. � a Texas limited liability company, on behalf
of said limited liability company. �
[SEAL]
eacaoc tary ublic in and for
19 Mr COMM EWM Th aof TEXAS
NW=hw14.m
[JOINDER PAGES FOLL007
-33-
1D32724.55PW0099L=011021512
2012 OK VOL PG
74117 OR 1331 305
Joinder Page — City of Baytown. Texas
Declaration of Covenants. Conditions and Restrictions
For Bay 10 Business Park
The CITY joins herein for the purposes stated herein and accepts and acknowledges the
benefits of such provisions:
CITY OF BAYTOWN, TEXAS
ATTFgT-
By
By
i082n USPIaroMU M2isi2
-34-
7417 OR 1331 306
Joinder Page, — berg County Im rovemc t District
Declaration of Covenants, Conditions and Restrictions
For Bay 10 Business Park
The CHAMBERS COUNTY IMPROVEMENT DISTRICT NO. 3 joins herein for the
purposes stated herein and accepts and acknowledges the benefits of such provisions:
CHAMBERS COUNTY MROVENMNT
DISTRICT N00 (\
By: �
N e:Vi6yo D. Qu
Title: b t cx. P tit se
ATTEST:
Exhibits
Exhibit "A" Legal Description of the Entire Development Project
Exhibit "B" Depictions of Viewing Zones Examples
Exhibit "C" Drawing of Location of Declarant's Monument Sign
After Recording, Return To:
Jonathan Peckham, Esq.
Strasburger & Price, LLP
1401 McKinney, Suite 2200
Houston, TX 77010
•35-
1082724MPM099LM011021 S I2
74117 OR 1331 307
EXIMIT "A"
Leeal Descrintions of Entire Development Protect
[TO BE ATTACHED]
A -1
i o szn+.5IS PH=9XA0D t As l s l z
7012 6K VOL PG
74117 OR 1331 348
00.1
Grand Parkway / Kilgore Parkway LP Jacob Townsend Survey
Tract 2 Abstract No. 25
103.50 Acres
STATE OF TEXAS
COUNTY OF CHAMBERS §
A METES & BOUNDS description of a certain 103.50 acre tract, situated in the Jacob
Townsend Survey, Abstract No. 25, In Chambers County, Texas; being a portion of a
called 254.14 acre tract (Tract 3) described in Special Warranty Deed with Vendor's Lien
recorded in Volume (08) 1067, Page 264 of the Chambers County Official Public
Records (CCOPR); said 103.50 acre tract being more particularly described as follows
with all bearings being based on the Texas Coordinate System, South Central Zone,
NAD83;
BEGINNiNG at a found 314" Iron rod (with cap stamped 'Cotton SurveyhM marking the
southwest comer of the said 254.14 acre tract and in the east right- of-way of Texas
State Highway 99 (Grand Parkway) recorded In Volume (09)1145, Page 499 CCOPR,
from which a found 518 -inch Iron rod bears South 06610'2T' West, 0.84 feet;
THENCE, following the east right- of-way of sold Grand Parkway along the arc of a non-
tangent curve to the right having a radius of 3619.72 feet, a central angle of 18 03246 ",
an arc length of 1045.31 feet, and a long chord bearing North 15 °45'21" East, 1041.88
feet, passing at an am length of 29.86 feet (0.32 feet right) a found 5 /1Hnch Iron rod with
TxDOT cap, passing at an are length of 151.80 feet (0.33 feet right) a found TxDOT
monument, passing at an arc length of 621.25 feet (0.24 feet right) a found 518 -inch Iron
rod with TxDOT cap, continuing In all the said total are length distance of 1045.31 feet to
a set 314 -inch iron rod (with cap stamped 'Cotton SurveylrW) marking the beginning of a
comer chp of the east right- of-way of the said Grand Parkway, and the south right-of-way
of Kilgore Parkway;
THENCE, North 89009109" East, along the said corner dip, 143.05 feet to a set 314 -inch
Iron rod (with cap stamped `Cotton Surveylns7 in the south right -of-way of Kilgore
Parkway, dedicated In Donatlon Deed recorded In Volume (09) 1148, Page 479 CCOPR,
marking the beginning of a non - tangent curve to the left;
THENCE, along the south right -of -way of said Kilgore Parkway, the following three (3)
courses and distances;
Along the are of a non - tangent curve to the left having a radius of 1880.00 feet, a
central angle of 63 91114811, an arc length of 2073.62 feet, and a long chord
beating North 80 022'00" East, 1970.09 feet, to a point for comer from which a
found 112" Iron rod (with cap stamped 'Chambers County") bears South 01 °31'54
West, 0.23 feet;
2. North 48 °48'06" East, 201.26 feet to a found 112" Iron rod (with cap stamped
'Chambers County");
74117 OR 1331 309
3. Along the are of a curve to the right having a radius of 1945.31 feet, a central
angle of 38 041'38 ", an are length of 1313.74 feet, and a long chord bearing North
68 °08'56" East, 1288.92 feet, to a set 314 -Inch Iron rod (with cap stamped 'Cotton
Surveying") from which a found 112" Iron rod (with cap stamped "Chambers
County") bears North 74515116" West 0.66 feet;
THENCE, South 02 031'16" East, along the east line of the sold 254.14 acre tract, being
common with the west line of a called 77.354 acre tract to Cecil Wlnfree by Cash Deed
recorded In Volume (92) 192, Page 001 CCOPR, passing at 1837.94 feet (0.53 feet left)
a found 2 -Inch Iron pipe, continuing In all a total distance of 1843.11 feet to a found 3/4"
Iron rod (with cap stamped 'Cotton Surveying', in the north fine of a called 36.64 acre
tract to Eric and Barbara Wallace, described In General Warranty Deed, recorded In
Volume (03) 665, Page 451 CCOPR, from which a found 24nch iron pipe bears North
87°34120" East, 234.35 feet;
THENCE: South 8703930"W90, along the north line of said 36.64 acre tract, passing at
1297.64 That a found 2-Inch Iron pipe marking the northwest comer of said 36.64 acre
tract, being the some as the northeast comer of a called 26.654 acre tract (Exhibit 'CO)
as described In Power of Attorney, recorded In Volume (00) 447, Page 642 CCOPR,
continuing along sold south line being the same as the north line of said 26.554 acre
tract, passing at 1480.98 feet a found MOT monument marking the southeast comer
of a called 6.3883 acre drainage easement, described In Judgment, recorded in Volume
(09)1145, Page 499 of the CCOPR, continuing along the south One of said 6.3883 acre
tract, passing at 1601.31 feet a found MOT monument marking the southernmost
southwest comer of said 6.3883 acre drainage easement, continuing along north line of
said 26.554 acre tract, passing at 1717.94 feet a found 2 -Inch Iron pipe marking the
northwest comer of sold 26.654 acre tract and the northeast comer of the residue of a
called 179.718 acre tract (Tract A) as described In Power of Attorney recorded in
Volume (00) 447, Page 642 CCOPR, continuing along said north One of said residue of a
called 179.718 acre tract, passing at 1966.08 feet a found 112 -inch Iron rod marling the
northwest comer of said residue of a called 179.718 acre tract, being the same as the
northeast comer of a called 171.926 acre tract, described In General Warranty Deed
with Vendor's Uen recorded in Volume (07) 953, Page 023 of the CCOPR, continuing
along the north line of said 171.926 acre tract In all a total distance of 3790.48 feet to the
POINT OF BEGINNING, CONTAINING 103.60 acres of land In Chambers County,
Texas, as shown on Drawing Number 7305 in the office of Cotton Surveying Company
In Houston, Texas.
8.1W0Bb14MM70GP•KProbg7940KEGAL D68CROMONB
1\
Grand Parkway / Kilgore Parkway LP
Tract 1
348.78 Acres
STATE OF TEXAS
COUNTY OF CHAMBERS §
2012 BK VOL PG
74117 OR 1331 310
Jacob Townsend Survey
Abstract No. 26
R. A. West Survey
Abstract No. 314
Kate Dugat Survey
Abstract No. 418
A METES & BOUNDS description of a certain 348.78 acre tract, situated In the Jacob
Townsend Survey, Abstract No. 26, the R. A. West Survey, Abstract No. 314, and the
Kate Dugat Survey, Abstract No. 416, all in Chambers County, Texas; being all of a
called 210.72 acre tract described in Special Warranty Deed with Vendor's Lien
recorded in Volume (08) 1074, Page 223 of the Chambers County Official Public
R000rds (CCOPR) and a potion of a called 254.14 acre tract (Tract 3) described In
Special Warranty Deed with Vendor's Lien recorded In Volume (08) 1067, Page 264 of
the CCOPR. Said 348.78 acre tract being more particularly described as follows with all
bearings being based on the Texas Coordinate System, South Central Zone, NAD83;
BEGINNING at a found V Iron pipe marking the northwest comer of the said 210.72
acre tract;
THENCE, North 87 °3131` East, along the north line of said 210.72 acre tract being
common with the south line of a called 244.636 acre tract to Chambers Grand Parkway
Development, LTD, described in Warranty Deed recorded In Volume (08) 1040, Page
691 of the CCOPR, 1798.29 feet to a found 2" Iron pipe marling the a northeast comer
of the said 210.72 acre tract and the south comer of sold 244.838 acre tract, and the
northwest comer of a called 134.98 acre tract to Legends Bay I, LTD, described in
Warranty Deed, recorded in Volume (05)789, Page 285 of the CCOPR, from which a
found 1/2 -inch iron rod with cap bears South 5304614' West, 19.80 feet;
THENCE, South 03 °07'50" East, along an east line of said 210.72 acre tract, being
common with the west line of said 134.98 acre tract, 1709.93 feet to a found 2' Iron pipe
marking the southwest comer of sold 134.98 acre tract, being an Interior comer of said
210.72 acre tract;
THENCE, North 88'05'10" East, with a north line of said 210.72 acre tract being
common with the south line of sold 134.98 acre tract, 1716.89 feet to a found 3/4" Iron
rod (with cap stamped "Cotton Surveying') from which a found (disturbed) 2" Iron pipe
bears North 87'21'51" West, 0.68 feet;
THENCE, South 01'40'35" East, along an east line of said 210.72 acre Ming common
with the west line of said 134.98 acre tract, and the west line of a called 12.695 acre
tract (Tract 6) to Chambers Grand Parkway Development, LTD, described In Warranty
Deed, recorded in Volume (08)1040, Page 691 of the CCOPR, passing at 44.28 feet a
found 5/8 -Inch iron rod, passing at 190.61 feet (0.14 feet right) a found 6/8-Inch Iron rod,
passing at 702.63 feet (0.36 feet left) a found 112 -Inch iron rod with cap, continuing In all
a total distance of 1242.97 feet to a found 2" Iron pipe marking the southwest comer of
said 12.895 acres, being in the north line of a called 10.35 acre tract described in
7RI I 1331 311
:1:t1;
Warranty Deed with Vendor's Uen recorded in Volume (04)720, Page 266 of the
CCOPR;
THENCE, South 87 959'430 West, along the north line of said 10.35 acre tract, 3.91 feet
to found 112" Iron rod with cap marking the northwest comer of said 10.35 acre tract;
THENCE, South 01 033'16' East, along an east Una of the said 210.72 acre tract, being
common with the west line of said 10.35 acre tract and the west line of a called 18.41
acre tract to West Star Investments, LLC, described In Special Warranty Deed with
Vendor's Uen in favor of Mortgagee, recorded in Volume 828, Page 573 of the
Chambers County Deed Records, passing at 419.52 feet (0.81 feet left) a found 2-Inch
Iron pipe, continuing In all a total distance of 868.67 feet to a found 112" Iron rod marling
the northeast comer of a called 9.8462 -acre tract to Sam Case at Ux, described In
Warranty Deed with Vendor's Lien recorded In Volume (82) 180, Page 603 of the
CCOPR;
THENCE, South 88.18'21' West, along the north line of said 9.8482 -acre tract, 398.02
feet to a found 1/2" Iron rod marking the northwest comer of said 9.8462 -acre tract;
THENCE, South 01'2848" East, along the west line of said 9.8462 -acre tract, 192.8D
feet to a found 6/8" Iron rod marking the northeast comer of a called 15.126 -acre tract
described In Warranty Deed, record In Volume (01096, Page 284 of the CCOPR;
THENCE, South 87 °28'30' West, along the north line of said 15.126 -acre tract, 819.13
feet to a found 5/8" Iron rod (with cap stamped 'Brown & Gay") marking the northwest
comer of said 15.128 -acre tract;
THENCE, with the west line of said 15.126 -acre tract, the following three (3) course and
distances:
I. South 02 930148' East, 160.39 feet to a found 518" iron rod with (cap stamped
"Brown & Gay");
2. South 07049109' East, 380.01 feet to a found 518" Iron rod with (cap stamped
"Brown & Gay');
3. South 15 °38'38' East, 338.95 feet to a found 5M" Iron rod with (cap stamped
'Brown & Gay%
THENCE, North 87'27123' East, along the south line of sold 15.126 -acre tract, 693.04
feet to a found 5/8" Iron rod with (cap stamped 'Brown & Gay') marking the southeast
comer of said 15.128 -acre tract, being In the west line of aforementioned 9.8462 -acre
tract;
THENCE, South 01 026'48' East, along the west line of said 9.8462 -acre tract, 19.26 feet
to a found 112" Iron rod marking the southwest comer of said 9.8462 -acre tract;
THENCE, South 87 °43'38" East, along the south line of said 9.8462 acre tract, passing
at 370.72 feet (0.16 feet left) a found 1/2 -Inch Iron rod, continuing In all a total distance of
396.00 feet to a found 1/2" Iron rod;
2012 BK VOL PG
74117 OR 1331 312
1:11.
THENCE, South 01 027'10° East, 26.16 feet to a found 1/2" iron rod;
THENCE, South 89 °31'04" East, 4.83 feet to a point for corner In the north right- of-way
of Kilgore Parkway (called 8.8491 acres), recorded in Volume 1148 Page 479 CCOPR,
from which a found (bent)1/2 -inch Iron rod beam South 27 °34119" East, 0.25 feet;
THENCE, with the north right -of -way of said Kilgore Parkway, the following three (3)
courses and distances:
1. South 02 052158" East, 21.27 feet to a set 314" Iron rod (with cap stamped *Cotton
Surveying°);
2. South 87 028'38" West, 497.12 feet to a found 618" Iron rod (with cap stamped
"Brown & Gay%
3. South 87 027123" West, 673.99 feet to a found 1/2" Iron rod marling the southeast
comer of a called 10.10 -acre tract to Darrell Bean, described in General
Warranty Deed, recorded in Volume (06) 856, Page 636 CCOPR;
THENCE, North 15"38'45" West, along the east line of said 10.10 -acre tract, 425.19 feet
to a found 1/2" iron rod;
THENCE, North 07 °49'09" West, continuing along the said east line, 371.48 feet to a
found 1/2 iron rod marking the northeast comer of said 10.10 -acre tract;
THENCE, South 87 027138" West, along the north line of the said 10.10 -acre tract 509.38
feet to a found 1/2" Iron rod marking the northwest comer of said 10.10 -acre tract, being
In the east line of aforementioned 264.14 -acre tract;
THENCE, South 02 °31'16" East, along the west line of the said 10.10 -acre tract, being
common with the east line of sold 254.14 acre tract, 783.99 feet to found 5 /8" iron rod
(with cap stamped "Chandler*) in the north right- of-way of said Kilgore Parkway;
THENCE, following the north right- of-way of said Kilgore Parkway along the are of a
non - tangent curve to the left having a radius of 2065.31 feet, a central angle of
38 041142 ", an arc length of 1394.81 feet, and a long chord bearing South 88 °06'57"
West, 1388.46 feet, to a found 1/2" Iran rod (with cap stamped "Chambers County"),
THENCE, South 48 046106" West, along the north right- of-way of said Kilgore Parkway,
201.26 feet to a point for comer, from which an found 1/2" Iron rod (with cap stamped
"Chambers County')beare South 34 024'57" East 0.25 feet;
THENCE, following the north right -of -way of sold Kilgore Parkway, along the arc of a
curve to the right having a radius of 1780.00 feet, a central angle of 82 °52159", an arc
length of 1931.63 feet, and a long chord bearing South 80.12'36" West, 1838.13 feet, to
a set 3/4inch Iron rod (with cap stamped "Cotton Surveying') marking the beginning of
the comer clip for the east right- of-way for Texas State Highway 99 (Grand Parkway)
and north right - of-way of Kilgore Parkway;
THENCE, North 19 °12'17" West, along the said comer clip, 135.08 feet to a set 3/4 -Inch
Iron rod (with cap stamped "Cotton Surveying ") in the east right- of-way of Texas State
2012 SK VOL PG
74117 DR 1331 313
EXHIBff A
Highway 99 (Grand Parkway) recorded In Volume (09) 1145, Page 499 of the CCOPR,
marking the beginning of a non - tangent curve to the right,
THENCE, following the east right-of -way for Texas State Highway 99 (Grand Parkway),
the following four (4) courses and distances:
1. Along the arc of 4aid non - tangent curve to the right having a radius of 3819.72
feet, a central angle of 0 042'11 ", an arc length of 44.42 feet, and a long chord
bearing North 29 028'48" East, 44.42 feet, to a found 314" Iron rod (with cap
stamped "Cotton Surveying j from which a found 5180 Iron rod (with cap stamped
"TXDOT") beers South 17'21129" East, 0.42 feet;
2. North 29"4T63" East, passing at 188.00 feet a found S/8-Inch iron rod with
TxDOT cap, passing at 1167.95 feet a found 0-Inch iron rod with TxDOT cap,
passing at 2168.07 feet (0.14 feet right) a found 518 -Inch kon with TxDOT cap,
continuing in au a total distance of 2795.78 feet to 518" Iron rod (with cap
stamped'TXD[7T') marking the beginning of a curve to the left;
3. Along the arc of a curve to the left having a radius of 3064.79 feet, a central
angle of 67 0081390, an arc length of 3054.89 feet, and a long chord bearing North
01 °14'33" East, 2929.99 feet, to a found 3/4" Iron rod (with cap stamped "Cotton
Surveying");
4. North 27'1947" West, 156.96 feet to a point for corner from which a found
TxDOT disc freers North 56 903W West, 0.21 feet;
THENCE, North 02 044'58" West, leaving the said right- of-way 193.07 feet to the POINT
OF BEGINNING, CONTAINING 349.35 acres of land In Chambers County, Texas,
SAVE AND EXCEPT Director Lots 1-5 Hated below (Iotaling 0.57 acres) for a net total
acreage of 348.78 acres ae shown on Drawing Number 7305 In the office of Cotton
Surveying Company In Houston, Texas.
SAVE AND EXCEPT:
Director Lot 1
Brian D. Cunningham
Special Warranty Deed w/ Vendor's Lien
Volume (2010) 1227, Page 260 CCOPR
Director Lot 2
Eftabeth Marie Doherty Gilbert
Special Warranty Deed w/ Vendors Lien
Volume (2010) 1227, Page 242 CCOPR
Director Lot 3
Bruce B. Davis
Special Warranty Deed w/ Vendors Lien
Volume (2010)1227, Page 314 CCOPR
Director Lot 4
David W. Hightower
°
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74217 OR 1331 315
EDIT A.
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Pihiill�, ils� 1 {I I'i irlf j11�+�itj,'i�11ri {iltt �r! 4 1�' +h hi ii �r �n
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itt; hli($ Irl lll; ll; t; itC( if;i Ell 1i11tl r:l tl{ t; fll('l tjlttl�lillrlillt :lJFI'�'''''! "lI,TIGF,( I6,1ti11I111
RECORDERS MEMORANDUM
All Or part Of The Text On This Pape
WaB NOlClearlyLepRxa ForSalWaetoty
Recordation
r�..
-I t
2412 SY VOL PG
74117 OR 1331 316
EXHMIT "B"
Depieti4n of Viewing Zone &X=DEes
B -1
1002724 .5 /SPII/00991,/0001/021512
Exhibit B continued
742012 BK 117 OR 1331 317
Treat4
v
B-2
1062724.5/SPII1009 LMI/021312
7417 OR 1331 318
EXHIBIT "C"
Drawing of Location of Declarant's Monument Sign
.1001O61v19 C -1
1082724.5BPF UDM/0001N21512
CITY OF BAYTOWN
CERTIFICATION OF ORDINANCE
I, JASON COLZA, THE DULY APPOINTED DEPUTY CITY CLERK OF 'rllE CITY OG BAYTOWN,
HARRIS AND CI IANIBERS COUNTIES, ,rE \AS, DO I IEREBY CERTIFY AND ATrrST'rl IA'r AS PART OF NIY
DU'T'IES, I DO SUPERVISE AND ACT AS LAWFUL DEPUTY CUS'T'ODIAN OF THE RECORDS OF THE CITY OF
BAYTOWN; rllA r 'rE if: ATTACI LED DOCUMENT IS A TRUE: AND CORRECT COPY OF ORDINANCP ND.
12,021.
ORDINANCF No. 12,021
AN ORDINANCE OF THE CrrY COUNCii. OF TuE CITY OF B. %N'Town, TrxAs, AMENDING TIIE
OFFICIAL, ZONING MAP OF TIIE CITY OF Ilm IOWN CONCF NIVG APPRoximArEL% 935
ACRli5 CENF:RALLY LOCATED EAST AND NEST OF TE \AS SnvjE: HIGHWAY 99 AND
NFEDLFPOINT ROAD (F,,%l 2354) APPROx111ATEL1 1,900 Frrr Souru OF INTERSTATE 10 In
CIIA-IIIERS COUNT!', Ti ►S, TO ESTABLISH AN OVERLAY DIS'rilic -1'; PRESCRIBING A
MAXIMUM PENAL'1'V Or• Two TlIOUSAND AND No /100 DOLLARS (S2,000.00); PROVIDING A
REPE ►LING CLAUSE; CONTAINING A SAVINGS CLAUSE.; AND PROVIDING FOR TIIE
PUIILICAriON AND EFFECrI ►'E DATE TIIEREOF.
MOP I'M B!-Ti Il: Cl YY COUNCIL AT ITS mrETING I II-I D ON SFPTI X1131 R 13, 2012.
01►Y70W�,�,
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WrrNESS b1Y I -LAND AND SliAL of I Hr. Ciro ON Oc rom.R 3, 2012.
ORDINANCE NO. 12,021
AN ORDINANCE OF THE CITY COUNCIL OF THE CITY OF BAYTOWN. TEXAS,
AMENDING THE OFFICIAL ZONING MAP OF THE CITY OF BAYTOWN
CONCERNING APPROXIMATELY 935 ACRES GENERALLY LOCATED EAST
AND WEST OF TEXAS STATE HIGHWAY 99 AND NEEDLEPOINT ROAD (FM
2354) APPROXIMATELY 1.900 FEET SOUTH OF INTERSTATE 10 IN CHAMBERS
COUNTY, TEXAS, TO ESTABLISH AN OVERLAY DISTRICT; PRESCRIBING A
MAXIMUM PENALTY OF TWO THOUSAND AND NO/100 DOLLARS (52,000.00r
PROVIDING A REPEALING CLAUSE; CONTAINING A SAVINGS CLAUSE; AND
PROVIDING FOR THE PUBLICATION AND EFFECTIVE DATE THEREOF.
•• ttlrrtitlrirltirtrtrlti!•!!• rrirrtrtitrtritrriritirritit •titiiliitiriirtlitlirtrrrt
WHEREAS. Grand Parkway/Kilgore Parkway L.P. and Joseph Kilgore Heirs, the owners of
.WHEREAS.
93S acres generally located east and west of Texas State Highway 99 and Needlepoint
Road (FM 23S4) approximately 1,900 feet south of Interstate 10 in Chambers County, Texas, submitted
an application to amend the official zoning map to establish an overlay district pursuant to Chapter 130
"Zoning," Article Vtfl "Overlay District Regulations" of the Code of Ordinances, Baytown. Texas (the
"Code"); and
WHEREAS, the Director of Planning and Development Services (the "Director") reviewed such
application and determined that the application was complete; and
WHEREAS, the Director prepared a staff report and included therein a recommendation for
approval *(the overlay district based upon the criteria specified in the Code; and
WHEREAS, on August 21, 2012, the Planning and Zoning Commission, after the requisite
notice, conducted a public hewing concerning the proposed zoning map amcnilmerits to establish the
overlay district; end
WHEREAS, after considering the application, the staff report, the relevant support materials and
the public testimony given at the public hewing, the Planning and Zoning Commission prepared and
delivered a report and recommendation to the City Council to approve the proposed amarrdmeM to
establish the overlay district based upon the criteria in the Code; and
WHEREAS, the City Council, after the requisite notlM conducted a public hearing on the
proposed zoning map amendments and
WHEREAS. at the close of the public hewing, after considering the applications, the staff repot%
the relevant support materials and public testimony given at the public hearing, the City Council of the
City of Baytown dashes to amend the official zoning map to creme the overlay district described herein;
NOW THEREFORE,
BE IT ORDAINED BY THE CITY COUNCIL OF THE CITY OF BAYTOWN. TEXAS:
Section 1: The matters and findings contained in the preamble hereof are declared to be true
and correct and are hereby adopted.
Section 2: That the City Council of the City of Baytown, Texas, hereby establishes an
overlay district concerning approximately 935 we' IS generally located east and west of Texas State
Highway 99 and Needlepoint Road (FM 2354) approximately 1,900 feet south of interstate 10 in
Chambers County, Texas6 wore particularly described in Exhibit "A," which is attached hereto and
Incorporated herein for all intents and purposes (the "Property`l. Such overlay district must conform in
all aspects to the following:
a. Setbacks.
1. Perhmer BowWvies. For the Property, there will be a 100 -foot building
setback from perimeter boundaries. This perimeter boundary setback is subject to
the following modifuatiOns and exceptions:
(a) Within the 100 -foot perimeter boundary setback there will be permitted
suriaa -ske improvements, including, but not limited to, switching
stations, valves, and above-ground structure not exceeding thou
commonly in use by the pipeline industry to house equipment related to
subsurface pipelines that are:
(1) properly permitted by or registered with the City of Baytown on
September 23,2012;
(2) existing in areas up to 50 feet of the perimeter boundary; and
(3) shown in Exhibit 2.
('"Existing Pipelines")
Modifications to Existing Pipelines may be made pursuant to Chapter 34,
Article V of the Code of Ordinances, Baytown, Texas; however, an
Existing Pipeline adjusted, relocated. replaced or otherwise moved to a
position greater than 50 feet from its original position will no longer be
considered an Existing Pipellm but shall be considered a new pipeline
and not subject to this section and therefore shall be required to follow
all setbacks and buffers. Notwithstanding the foregoing, an Existing
Pipeline adjusted, relocated, replaced or otherwise moved to a position
greater then 50 feu tiom Its originaL position at the request of the city or
another governmental entity will retain its Existing Pipeline designation
for purposes of the Overlay District and the requirements berein.
(b) In the northeast comer of the Property, the owner has dedicated two
Parents foisting 19 acres to Legends Bay Homeowners Association for
use as open space. The off-site donations east of Hackberry Gully
substitute for any perimetes-boundary setback In this area as shown on
Exhibit 1. No structures will be permitted within the two parcels totaling
19 acres nor will any such structures be permitted within Hrudrherry
Gully.
(c) In the southwest corner of the Property, time is a she of approximately
11. 13 acres entirely within the Chambers County School Land Survey
which is identified on Exhibit I as Pipeline Lrnrdscepe Exclusion Area.
A metes and bounds description of this area is attached to and made a
part of Exhibit 1.1n that area no landscape or vegetative buffer beyond
native grasses as they may exist ftm time to time will be requited.
2. Mgere Pa*way and Old NesdqwW Road. There will be a 75 -foot building
setback along both Kilgore Parkway and Old Needlepoint Road Within that 75-
foot setback there will be a vegetative buffer of 50 feet, which vegetative buffer
must meet the requirements set forth in subsection b below.
2
3. Local Street Setbacks. There will be a 25 -foot building setback from the right -of-
way line of each local street within or adjacent to the Property.
4. Internal Bowsdwy Lhre Setbacks. There will be a 10 -foot building setback from
all internal property Hnes for all building sites within the Property.
S. Rear Borardary Litre Setbacks. Unless there is a lager building setback otherwise
set forth herein (e.g.. perimeter boundary setback), time will be a IS -foot
building setback from the rear property line of individual building sites witdn the
Property.
b. Vegetative Buffers.
I. Kilgore Parkway and Old Needlepoint Road. There will be a S&Wt vagetative
buffer along Kilgore Parkway and Old Needlepoint Road. This vegetative buffer
will include two individual planting areas, offset to ensure a consistent screen.
The plantings required to be implemented and maintained for this buffer are
illustrated on Exhibit 1.
2. Internal Local Streets. There will be a six -foot vegetative buffer along any
interior local street within the Property. The bulTer area will commence
i nmediately a4lacent to the boundary of the local street. The plantings required
to be implemented and maintained for this buffer are illustrated on Exhibit 1.
3. Perhneter Bourn bdas. Except for the perimeter boundary of the property
addressed (concerning required building setbacks) in subsection a.l(a) above, the
vegetative buffer within the 100 -foot perimeter boundary setbacks will consist of
such plantings as am required by the Code.
4. SX 99. The building setbacks and vegetative buffer ror property lines adjacent to
SH 99 are more stringent than those contained herein and shall be consistent with
the declarations to which the City has heretofore agreed and are incorporated in
Legally binding and recorded restrictions that have been imposed on the Property.
S. DetenrkW&orm lVater Manragemw Areas. No vegetative buffer requirement
will apply to or require vegetative buffer plantings on any part of the hands within
the Property that ate or became dedicated to and utilized as detention/storm water
management teas.
r~ General L.aradscapa and Sue scape Requirements
The overlay district shall have unified landscaping and vegetative buffer regairements as
shown on Exhibit I. Thu specific landscape requirements inside the vegetative buffer
areas ace designed to ensure a unified development standard for the Property, including
improvements along each proposed roadway.
Section 3: Any person who fails to comply with any provision of this ordinance shall be
guilty of a misdemeanor and, upon conviction. shall be punished by a fine not exceeding TWO
THOUSAND AND NO1100 DOLLARS (SZ,000.00). Each act of violation and each day upon which any
such violation shall occur shall constitute a separate offense. in addition to the penalty prescribed above,
the city may pursue other remedies such as abatement of nuisances, injunctive relief, administrative
adjudication and rovocation of licenses or permits.
Section 4: All ordinances or parts of ordinances inconsistent with the terms of this
ordinance are hereby repealed. provided. however, that such roll shall be only to the extent or such
inconsistency and in all other respects this ordinance shall be cumulative of other ordinances regulating
and governing the subject matter covered by this ordinance.
Section 5: If any provision, section, enception, subsection. paragraph, sentence, clause or
phrase of this ordinance or Ilia application of same to any person or the set of circumstances. shall for any
reason be held unconstitutional, void or invalid, such invalidity shall not affect the validity of ilia
remaining provisions of this ordinance or their application to other persons or sets of circumstances and to
this and all provisions of this ordinance arc declared to be severable.
Section 6: This ordinance shall take effect from and after tea (10) days from its passage by
the City Council. The City Clerk is hereby directed to give notice hereof by causing the caption of this
ordinance to be published in the official newspaper of the City of Baytown at least twice within ten (10)
days after passage of this ordinance.
INTRODUCED, READ, and PASSED by the afTintiative vole the City Council of the City of
Baytown, this the 131h day of September. 2012.
Mayor
APPROVED A3"t O FORM:
f
ACIO RAMIREZ. SR., City A omcy
It% k=mWdcslCuyCouadNkd6mcesUOIZ%Se u"cr 131Z=ntt- topAwamhusdOrala!'I7iIndA*g
Exhibit "A°
Grand ParkwaYAUgore Parkway Tracts — 934.923 Acres
Beginning at the point of intersection ofthe west right -of- -way line of P.M. 3180 with the
southeast corner ofa called 3.000 acres to Haekberry Creek Storage, LTD Assumption
Deed as recorded in Volume 1005. Page 734 of the Chambers County Deed Records.
Chambers County, Texas,
Thane, N 89°31'04" W. a distance of 577.87 feet, to a point for corner.
Theme, N 01 *33'1 r W. a distance of 25.84 feet, to a point for corner,
Thence. N 87143'3&'W, a distance of 497.18 feet, to a point for corner,
Thence.N 04 °36'32" W. a distance of 1139 feet. to a point for corner,
Thence, S 87°27'23" W, a distance of 673.99 feet, to a point for comer,
Thence, N I5 °38'45" W. a distance of42S.19 feet, to a point in the east line of a called
10.10 acre tract to Darrell Bean by General Warranty Deed as recorded in Volume
(06)856, Page 636, of the Chambers County Oftial Public Records, Chambers County.
Texas,
Thence. N 07°49'09" W. a distance of 371.48 feet, to a point for the northeast comer of
said 10.10 acre tract,
Thence, S 87°2738" W, a distance of 509.36 Leek, to a point for the northwest corner of
said 10.10 acre try said point also being in the east line of a called 254.14 acre tract to
Grand ParkwsY/Kilgore Parkway LP by Special Warranty Deed with vendors lien as
recorded in Volume (08)1067. Page 264 of the Chambers County Official Public
Records, Chambers County, Texas,
Thence, S 02°3 l' 16" E, a distance of 2747.10 fat, to a point for the southeast corner of
said 254.14 acre tract, said point also being in the north line of a called 36.64 acre Mnct to
Eric and Barbara Wallace by General Warranty Deed as recorded In Volume (03 )665,
Page 451, of the Chambers County Official Public Records, Chambers County. Texas,
Thence, S 87°39'30" W. a distance of 3790.48 feet, to a point for the southwest corner of
said 254.14 acre tract, said point also being in the east right -of -way of Texas State
Highway 99/Grand Parkway (width varies),
Thence. S 87°39'30 "W. actress Texas State Highway 99 10rand Parkway to a point of
intersection with the west right -of -way of Texas State Highway 99 /Grand Parkway. said
point also being the southeast corner of a called 129.96 acre tract to Grand
Parkway/Kilgore Parkway LP by Special Warranty Deed with vendors lien as recorded in
Volume (08)1067, Page 264 of the Chambers County Official Public Records, Chambers
County, Texas,
Thence. S 87°39'30" W. a distance of 100532 feet, along the south line of said 129.96
acre tract to a point for the southwest comer of said 129.96 we tract, said point also
being in the east right-of-way of F.M. 2354
Thence, S 87°39'30" W, across F.M. 2354 to a point of intersection with the west right -
of-way of F.M. 23S4 and the east line of a called 11.89 acre tract to Coastal Industrial
Water Authority as recorded in Volume 313. Page 663 of the Chambers County deed
records. Chambers county. Texas,
Thence, in a southwesterly direction across said 11.89 acre tract to the intersection of the
west line of said 11.89 acre tract and the southeast corner are called 285.48 acre tract to
Grand Parkway/Kilgore Parkway LP by Special Warranty Deed with vendors lien as
recorded in Volume (08)1067, Page 264 of the Chambers County Official Public
Records, Chambers County, Texas.
Thence. S 87°37'03" W. a distance of 3049.05 feet, to a point for the southwest corner of
said 29SAS acre tract. said point also being In the east line of a called 24.3 am tract to
John Donelley as recorded in Volume 5, Pegs 544 of the Chambers County Deed
Records. Chambers County, Texas,
Thence, N 01 °43'33" W, a distance of 1108.94 feet, to a point for corner, said point also
being the northeast corner ore called 24.3 acre tract to William O. Wallace as recorded in
Volume 292, Page 539, of the Chambers County Deed Records. Chambers County.
Texas. and the southwest corner of a called 40.53 acre tract to Angel Brothers
Enterprises, Inc. by Warranty Deed as recorded In Volume (0l )192 Page 326 of the
Chambers County Official Public Records, Chambers County, Texan.
Thence, N 800 14'58" E, a distance of 421.47 feet, to a point for comer. said point also
being the southeast corner of said 40.53 ears.
Thence, N 02 °39'44" W. a distance of 270836 feet, to a point for the northwest corner of
said 285.48 acres. said point also being the northeast corner of said 40.43 acre tract and
the southwest comer of a called S9 acre tact to West Chambers Development
Corporation by General Warranty Deed as recorded in Volume (02)567. Page 734, of the
Chambers County Official Public Records. Chambers County. Texas,
Thence N 87°04'06" E, a distance of 177349 feet, to a point. said point also being the
southeast comer of said 59 acre tact and the southwest corner of a called 20.72 acre tract
to Rickey D. Fontenot by General Warranty Deed as recorded in Volume (04)685 Page
596, of the Chambers County OMcial Public Records, Chambers County. Texas,
Thence, N 87015145" E, a distance of 1579.36 feet, to a point of intersection with the
west line of the aforementioned called 11.89 acre tract to Coastal industrial Water
Authority as recorded in Volume 313, Page 663 of the Chambers County dead records,
Chambers county, Texas, said point also being the northeast corner of Bald 285.48 acre
tract.
Thaw, N 87° 15'45" 1, across said 11-29 acre tract to the point of intersection with the
west right -of -way of F.M. 2354,
Thence, in a northeasterly direction, across F.M. 2354 to the intersection of the asst right -
of-way of F.M. 2354 and the northwest corner of the aforementioned 129.96 acre tract to
Grand Parkway/Kilgore Parkway LP by Special Warranty Deed with vendors lien as
recorded in Volume (08)1067, Page 264 ofthe Chambers County Official Public
Records, Chambers County, Texas,
Thence, N 89° I T24"E, a distance of 1407.80 feet, along the north line of said 129.96
acre tract to a point,
Thence, N 87°34' 17" E, a distance of 944.50 feet, to the intersection of the northeast
comer of said 129.96 acre trot and the west right -of -way of Texas State Highway
9910rand Parkway (width varies),
Thence, in a northeasterly direction across Texas State Highway 99 1GrarW Parkway
(width varies) to the intersection of the east right -of -way of Texas State Highway
99/Grand Parkway and the western most southwest corner of s called 210.72 acre tract to
Grand Parkway/lUlgom Parkway LP by Special Warranty Deed as recorded in Volume
(08)1074, Page 223, of the Chambers County Official Public Records, Chambers County,
Texas,
Thence, a distum of 3054.89 feet along the arc ors, curve to the left, having a radius of
3064.79 feet, a central angle of 57°06'39" and having a chord bearing and distance of
N 01°14133" E. 2929.99 feet, to a point,
Thence. N 27° 18'47" W. a distance of 156.96 feet, to a point,
Theme. N 02°44'58" W, a distance of 193.07 feet. to a point for the nm*em most
northwest corner of the aforementioned 210.72 acre tract.
Thence. N 87 °31'31" E, a disu= of 1796.29 feet, to a point for comer,
Thence, S 03007'50" E. a distance of 1709.93 feet. to a point for corner.
Thence, N 88°05' 10" E, a distance of 1716.89 feet. to a point for corner,
Thence, S 01 °40'35" E. a distance of 1242.97 feet, to a point,
Thence, S 87°5944" W, a distance of 3.91 feet, to a point,
Thence, S 01033'16" E, a distance of 868.67 feat, to a point for corner,
Thence, S 88 °18'21" W, a distance of 398.02 feet, to a point for comer,
Thence, S 01°2648" E. a distance of 192.80 feet, to a point for corner,
Thence, S 87°28.30" W, a distance of 819.13 feat, to a point for comer,
Thence, S 02 030'46" E, a distance of 160.39 feet, to a point for comer.
Thence, S 07 049'09" E, a distance of 360.01 feet. to a point for corner.
Thrace. S IS038'38" E, a distance of 338.95 feet, to a point for comer.
Thence, N 8712723" E, a distance of 693.04 feet. to a point for comer,
Thence. S 01 °2647" E, a distance of 1916 fat, to a point for comer,
Thence, S 87143'36" E, a distance of 396.00 feet, to it point for corner,
Thence. S 01027'10" E, a distance of 26.16 feet, to a point for comer,
Thence, S 89°31'04" E, a distance of 598.07 feet, to a point for corner, said point also
being in the west right -of -way of F.M. 3180,
Thence, S 07109'09" W, a distance of 100.68 fbet, along the west right -of -way of F.M.
3180 to the Point of Beginning, containing 934.923 acres (40.725.254.0852 square feet]
mac or less.
Exhibit 1
Exhibit 4
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Exhibit 1
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STATE OFTEMS
COUM1f OF ONAURM §
Chembera Coudy 8dwd Lsnd
A d1111ES A BOUNDS dee011p8on d a o uft 11.13 0019 bud of load eluded Into Clambers
Cohmy 8dhod Lod Swvey. Abelfat No. 321 in Cionoers C+aehly. Tatra% being out of the
mmdndw of a tamed 72?An GIM tract of 140 oaWSW to t�by Dead raided In
VWm 3806 Page 4N of the ChUMM Cmft Deed No 11.13 Gore tract bang
+nova p�dnodlx d as fo0orre w>Ih d beeMp bang based an the Tetras Coordinate
81ribM Sohdir tells fte. NAD 83;
VEMNM sl a tbrand 2411 thou pips at the mxem d caner of a celled MAIL we beat of
lead oohnreye I to PAW Blohn ErMerprbet. Ina by 1Aiarmttt r Deed recorded In Vokma
(81)ft 828 d lre Chmdm Coungr aftW Imo Rsoonk acid Iron pips ales W ft
the rtorlrwest omnarof the harobr deaatBad
THOM 14008044W East aionp the mo tke of aald aft 40M 3019 tract, 421AT fuel
to ebundIUdr bar pipe st the soth8t seat co W dsaid edod44.83 a=tmet;
7HWA 8oulh OZW44' East dortft act on of the Chmbera ftmly Sdmd Iond
Abatrat 321.11 m I aorntaet the west QRa d the Jeoob Townsend SWAB Abebaa
36.1 020 Old b a Get *�btdr Icon tad &M osp 'Cdlorh . said ter rod
also h ft hr the rmtr iw d a oiled 444 '1 aq9 tract of twtd d 10 Cart av aad trap
Angst reoordsd bi VokMo (ON Pap WO of ft Chambers C'aur V OIlldai PubBo no, orde;
7 ft= SCIUM 8T°J7W Vimik afna the north be d said adled 444.77 am trail. 436,97,
tat m a found 544nC r ban n4 In 1119 net ON of a called 24.8 an treat of kW earhreyed is
Mm Donft Tmd A steoorded In lNol M 8 Pegs 844 of the Chmft r9 Cw* Dead Reootde�
71MM halt 01'+4 W VYbet eta the wad in d the Chorebers Ceunty &Mil Land
Ab3 w, bAbdmd 321. � mnmon va the Get ttn9 dtta a 9 a.8 QR.R.
Pee the arq oanm of an OW 94.8 3019 Date6iy "� .
sordhaat owner of a aft 842 We ad of boil ocom d to Vow a Wfo6aoe. Tmot 6
raoorded In Volume 2M Pps 8JS d the grmneae County geed Records at 186.78 IbA
v i=.m d o c d od 28 abs ea y b Vvnm C. Vhbm receded is
Vd m 282 Pap M d lw Ctrmabws Cm* Deed No pm at 319.78 feek pmft tre
rhor if-an t Goner d sad ailed 34.8 am Vllailaoe OVA do the oamer of a
aM 94a3 heel carrsysd to W®em M Vdallaoe Tmet 3 �d In Valhmne 262 Paps 8SO
Of the Chambers Cosily Dead Raoords at 319.78 00ft ft in all a tdd d dow of
1108.64 fad to the Paw OF 11.13 auras d bmd h Clambers
C=*. Taohaa. A _
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