HomeMy WebLinkAboutORD 1998-056 "THIS ORDINANC� AND UEEU i�ESTRICTiONS REPLACE THE DE�D RESTf�ICT66NS
FILED IN VOLUME 13336, PF�CE 0394, SE��IES 001-044."
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-`� ORDINANCE NO. 98-56
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4=` AN ORDINANCE AMENDING ORDINANCE NO. 82-73, THE
�'-'� COMPREHENSIVE ZONING ORDINANCE OF THE CITY OF
��`� GRAPEVINE, TEXAS, SAME BEING ALSO KNOWN AS
.�.;�
_'�'.? APPENDIX "D" OF THE CITY CODE OF GRAPEVINE,
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"�-�' TEXAS, GRANTING ZONING CHANGE Z98-10 ON A TRACT
w;;; OF LAND OUT OF THE P.D. HUDGINS SURVEY,
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"�'' ABSTRACT NO. 755, DESCRIBED AS BEING A TRACT OF
g S
''-' LAND LYING AND BEING SITUATED IN THE CITY OF
=�:
GRAPEVINE, TARRANT COUNTY, TEXAS MORE FULLY
AND COMPLETELY DESCRIBED IN THE BODY OF THIS
ORDINANCE; ORDERING A CHANGE IN THE USE OF SAID
PROPERTY FROM "PCD" PLANNED COMMERCE
DEVELOPMENT DISTRICT REGULATIONS TO "LI" LIGHT
INDUSTRIAL DISTRICT, CORRECTING THE OFFICIAL
ZONING MAP; PRESERVING ALL OTHER PORTIONS OF
THE ZONING ORDINANCE; PROVIDING A CLAUSE
RELATING TO SEVERABILITY; DETERMINING THAT THE
PUBLIC INTERESTS, MORALS AND GENERAL WELFARE
DEMAND A ZONING CHANGE AND AMENDMENT THEREIN
MADE; PROVIDING A PENALTY OF FINE NOT TO EXCEED
THE SUM OF TWO THOUSAND DOLLARS ($2,000.00) FOR
EACH OFFENSE, AND A SEPARATE OFFENSE SHALL BE
DEEMED COMMITTED EACH DAY DURING OR ON WHICH
AN OFFENSE OCCURS OR CONTINUES; DECLARING AN
EMERGENCY AND PROVIDING AN EFFECTIVE DATE
WHEREAS, applications were made to amend the Official Zoning Map, City of
Grapevine, Texas by making applications for same with the Planning & Zoning
Commission of the City of Grapevine, Texas as required by State statutes and the zoning
ordinances of the City of Grapevine, Texas and all the legal requirements, conditions and
prerequisites having been complied with, the case having come before the City Council of
the City of Grapevine, Texas after all legal notices, requirements, conditions and
prerequisites having been complied with; and
WHEREAS, the City Council of the City of Grapevine, Texas at a public hearing
called by the City Council did consider the following factors in making a determination as
to whether these requested changes should be granted or denied; safety of the motoring
public and the pedestrians using the facilities in the area immediately surrounding the site;
-` ° safety from fire hazards and measures for fire control, protection of adjacent property from
flood or water damages, noise producing elements and glare of the vehicular and
�'°°� stationary lights and effect of such lights on established character of the neighborhood,
location, lighting and types of signs and relation of signs to traffic control and adjacent
property, street size and adequacy of width for traffic reasonably expected to be generated
by the proposed use around the site and in the immediate neighborhood, adequacy of
parking as determined by requirements of this ordinance for off-street parking facilities,
location of ingress and egress points for parking and off-street locating spaces, and
protection of public health by surfacing on all parking areas to control dust, effect on the
:=�: promotion of health and the general welfare, effect on light and air, the effect on the
-�� transportation, water sewerage, schools, parks and other facilities; and
;:�;.
���' WHEREAS, the City Council of the City of Grapevine, Texas at a public hearing
n��;
�`;'r called by the City Council of the City of Grapevine, Texas did consider the following factors
F^�� in making a determination as to whether this requested change should be granted or
.a :a
x�`� denied; effect on the congestion of the streets, the fire hazards, panics and other dangers
�;_
�;: possibly present in the securing of safety from same, the effect on the promotion of health
� and the general welfare, the effect on adequate light and air, the effect on the
` overcrowding of the land, the effect on the concentration of population, the effect on the
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transportation, water, sewerage, schools, parks and other public facilities; and
>;,
"` WHEREAS, the City Council further considered among other things the character
of the district and its peculiar suitability for particular uses and with the view to conserve
the value of buildings, encourage the most appropriate use of land throughout this city; and
WHEREAS, the City Council of the City of Grapevine, Texas does find that there is
a public necessity for the zoning change, that the public demands it, that the public interest
clearly requires the amendment, that the zoning changes do not unreasonably invade the
rights of those who bought or improved property with reference to the classification which
existed at the time their original investment was made; and does find that the change in
zoning lessens the congestion in the streets, helps secure safety from fire, panic and other
dangers; promotes health and the general welfare; provides adequate light and air;
prevents the overcrowding of land; avoids undue concentration of population; facilitates the
adequate provisions of transportation, water, sewerage, schools, parks and other public
requirements; and
WHEREAS, the City Council of the City of Grapevine, Texas has determined that
there is a necessity and need for this change in zoning and has also found and determined
that there has been a change in the conditions of the property surrounding and in close
proximity to the property requested for a change since this property was originally
classified; and, therefore, feels that a change in zoning classification for the particular piece
of property is needed, is called for, and is in the best interest of the public at large, the
citizens of the City of Grapevine, Texas and helps promote the general health, safety, and
welfare of this community.
NOW, THEREFORE, BE IT ORDAINED BY THE CITY COUNCIL OF THE CITY OF
GRAPEVINE, TEXAS:
Section 1. That the City of Grapevine Ordinance No. 82-73, being the
��� Comprehensive Zoning Ordinance of the City of Grapevine, Texas same being also known
ORD. NO. 98-56 2
as Appendix "D" of the City Code of Grapevine, Texas, be, and the same is hereby
amended and changed by Zoning Application Z98-10 to rezone the following described
property to-wit: being a 64.8427 acre tract of land out of the P.D. Hudgins Survey, Abstract
��,: No. 755, Tarrant County, Texas (612 East Dallas Road Lot 1, Block A, Northfield
w`� Distribution Center Addition), more fully and completely described in Exhibit "A", attached
k'
��'' hereto and made a part hereof, which was previously zoned "PCD" Planned Development
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�:;�
Commerce District Regulations is hereby changed to "LI" Light Industrial District, all in
accordance with Comprehensive Zoning Ordinance No. 82-73, as amended. Provided,
>°�E however, that the property described in Exhibit "A" shall be governed by the Deed
A�I'
�;q; Restrictions in Exhibit "B", attached hereto and made a part hereof.
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�.;g Section 2. The City Manager is hereby directed to correct the official zoning map
� of the City of Grapevine, Texas to reflect the herein change in zoning.
„�,
a�� Section 3. That in all other respects, the use of the tract or tracts of land herein
;
m above described shall be subject to all the applicable regulations contained in said City of
Grapevine zoning ordinances and all other applicable and pertinent ordinances of the City
of Grapevine, Texas.
Section 4. That the zoning regulations and districts as herein established have
been made in accordance with the comprehensive plan for the purpose of promoting
health, safety, morals and the general welfare of the community. They have been
designed with respect to both present conditions and the conditions reasonably anticipated
to exist in the foreseeable future, to lessen congestion in the streets; to secure safety from
fire, panic, flood and other dangers; provide adequate light and air; to prevent
overcrowding of land, to avoid undue concentration of population; facilitate the adequate
provisions of transportation, water, sewerage, drainage and surface water, parks and other
public requirements, and to make adequate provisions for the normal business, commercial
needs and development of the community. They have been made with reasonable
consideration, among other things, of the character of the district, and its peculiar suitability
for the particular uses and with a view of conserving the value of buildings and
encouraging the most appropriate use of land throughout the community.
Section 5. This ordinance shall be cumulative of all other ordinances of the City of
Grapevine, Texas affecting zoning and shall not repeal any of the provisions of said
ordinances except in those instances where provisions of those ordinances are in direct
conflict with the provisions of this ordinance.
Section 6. That the terms and provisions of this ordinance shall be deemed to be
severable and that if the validity of the zoning affecting any portion of the tract or tracts of
land described herein shall be declared to be invalid, the same shall not affect the validity
of the zoning of the balance of the tract or tracts of land described herein.
Section 7. Any person violating any of the provisions of this ordinance shall be
�r�� deemed guilty of a misdemeanor and upon conviction thereof shall be fined in a sum not
ORD. NO. 98-56 3
to exceed two thousand dollars ($2,000.00) and a separate offense shall be deemed
committed upon each day during or on which a violation occurs or continues.
- Section 8. The fact that the present ordinances and regulations of the City of
��3: Grapevine, Texas, are inadequate to properly safeguard the health, safety, morals, peace
�� and general welfare of the inhabitants of the City of Grapevine, Texas, creates an
�'�` emergency for the immediate preservation of the public business, property, health, safety
a:..��
and general welfare of the public which requires that this ordinance shall become effective
",;'� from and after the date of its final passage, and it is accordingly so ordained.
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�°°f` PASSED AND APPROVED BY THE CITY COUNCIL OF THE CITY OF
�..;� GRAPEVINE, TEXAS on this the 5th day of May , 1998.
��:�_
APPROVED:
4
William D. Tate
Mayor
ATTEST:
Linda Huff
City Secretary
APPROVED AS TO FORM:
r
John F. Boyle, Jr. �
City Attorney
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ORD. NO. 98-56 4
E ./-
ExNi��r �co �" �--�
' p�9�. .��.�.�. af -��-----
OW13ER'S CERTIFICATE ST�1TE OF TEX71S COUNTY �F TARRANT WHEREAS, Trinity
Industries, Inc. is the owner of a tract of land situated in the P.D. HUDGINS
;;;�_ SURVEY, ABSTRACT NO. 755, Tarrant County,
Texas, and being a portion of that
�-��= certain tract of land conveyed to Trinity Tndustries, Inc. according to deed
-�'� recorded in Volume 9720, Paqe 1557, Deed Records of Tarrant County, Texas, and
being more particularly described as follows:
��i�: IIEGINNIt3G at a 1/2" iron rod w/plaslic cap found for the northeast conter
"'' of a tract of land conveyed to Advanced Graphics Technoloqies, Inc.
" according to deed recorded in Volume 3117, Page 174Q, DePd Recards of
TarraRt� Cou�nFt�yP�i exaROAUal�(5�LOnright bof n ayn cco ding r1gto_o� S id 1Trinity
:r..;s i�II NT E
'�.:;
Industries, Tnc. de�d)�;
• THENCE N 89°37'13" W, 401.92 feet with the north line of sa.id Advanced
- Graphics Techr�ologies, Cnc. to a 5I8" iron rod found Eor corner;
;ti�'s THENCE 5 00°42`44" Wl 226•?.0 feet wzth the west line o� said Advanced
: Graphics Technologies, Inc. tract to a 5l8" iron rod found for corner:
TNENCE S 89°3b'56" E, 402.05 feet with the south line of said Advanced
Graphics Tectinologies, Inc. tract to an "x" cut in concrete (found) for
corner, said "x" bcing the sautheast corner oE Advanced Graphics
Technologies,
Inc. , and also being a point on the west line of
afozementioned Minter's Chapel Roati;
'THEt3CE S 00°18`36" W, 993•g9 feet with the west right-of-way line of
MINTER'S CHAPEL ROAD to a 1I2" iron rod w/NDM cap found for corner;
T2]ENCE N 61°54' 32" W, 998.12 feel to a 1/2" iron rod w/NDM plastic cap set
for corner;
THENCE N 66°13'35" W, 963.78 feet to a ll2" iron rod w/NUM plastic r�ap four�d
for corner;
THENCE N 79°59'94" W, 6�5.1A feeC to a 1/2" iron rod w/NDM plastic cap found
for corner;
THENCE N hl°46'49" W, 611.69 feet to a 1J2" iron rod wJNDM plastic cap found
for corner; .
THENCE 1a 43°54 '04" W, 193.65 feet to a lI2" iron rod w/NDM plastic cap found
for cvrncr;
THENCE N 58°23' 11" W, 163.37 feet to a 1/2" iron rod w/NDrS piastic: ��Y
found for corner, said rod also b as9 recordedtineVolumen8212f Pagea1207�
land conveyed to ASC PACIFTC, INC. ,
Deed Records, Tarr.ant County, Tex�s;
THENCE N 89°42'03" �. 289. 87 feet along the south line of said A�L
PACIEIC tract to a 1/2 inch iron rod found for corner, said rod also being
the s�ut_heast corner of said ASC PACIFIC tract;
THENCE IJ 0(}°06'�0" W, 915.05 feet alor�q the east 1171L' �f said I�SC PACIFIC
tract to a l/2" iron rod w/NDM plastic cap found far corner, said rod being
the noztheast corner of ASC PACIFIC trart, and also beiriq a point on the south
line of a road l:nown as PALLAS ROAD (Variable righi-of-way widthj recorded
in Volume 9727_. 1'age 291, Deed Records of Tarrant County, Texas;
�� THENC�. S 79°48'36" E, 180.90 feet a]ong the south line of said Ul1LI�aS Kt)AD
to a 1/2" ix�ri rod found for carner;
�1 ,� ,
EXHIBIT� T� of �—_
, pa�e ..�--
TFiENCE S 79°34 'S6 E, 10.62 feet along the south line of said DALLAS ROAD to a
y,�, ,, 112 incli iron rod found for corner at the beginning of a curve to the left;
=�s�
w. THENCF. alonq said curve to the left with the south line of said DALLAS ROAD
�...a
�;�:,, an arc length of 206.68 feet to a 1/2" ia°n =Aaiusf of d1175. 1?. rfeet, Saltanyent
� having a central angle of 10°04'38",
��` length of 103.61 f_eet, a chord beariny of S 84°3?' 15" E, and a chord length
:-,.
� of 206.41 feet;
x': TfiENCE S a9°39'37_" E, 1.892.34 feet with the south line of said DALLAS ROAD
`� to a 112" iron rod w/NDM pLastic cap found for corner at the beginning of a
€!;
��;g;
curve Lo the right;
n.,s
`�;' THENCE along said curve to r_he right and with the west rightof�way line o
said DALLAS ROAD, an arc lenqth of 59.05 feet to a ]/�" iron rod wiLh NDrt
a''„ plastic cap found for corner, said curve having a central angle ot 'JS°11'22",
�: a tan ent length of 39. 65 Leet, a chord bearing of
ix';=
a radius of 95.00 feetr 9
S 52°03'53" E and a chord length oi 54.91 Eeet;
A THENCE S 14°2$'12" E, 124.03 feet with the west line of said DALLAS ROAO to a
1/2" irvn rod fat�nd for corcier, said iron rod being the most easterly
southea�ftw��,n recorded n 1Volumea 9722,g�age �291, dDe�eda�tecordsa of �1Tarrant
raght Y
County, Texas;
THENCE S 00°35'23" W, 413.65 feet with tY�e west 1�Ia ontaininrn�691892�
MINTER'S CFiAPEL ROAD to the POINT O�' BEGiNNING,
- acres or 2,829,550 square fcet of land, more or less.
�
EXHIBIT� TO _G�9�"
Pa�e �.� of-_�
�°;° DECLARATION OF RESTRICTIVE COVENANTS
;,
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FOR
^� NORTHFIELD DISTRIBUTION CENTER
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F.,�
;_,
,
^9
::;.�:
NORTHFIELD, L.P.
a Georgia limited partnership
as Declarant
February 10, 1999
EXNIBIT� TO "
Pa�e .�_ of
TABLE OF CONTENTS
�o: ARTICLE I DEFIl�TITIONS
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1.01 "A�prove" "Approved" or"Approval" . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 2
�s
1.02 "A�proved Plans" . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 2
;�
'''�'0 1.03 "Architectural Control Committee" . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 2
�:..a�
:,r 1.04 "Association" . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 2
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�: ;
�;;; 1.05 "Board" Or "Board of Directors" . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 2
1.06 "Buildin�" . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 2
1.07 "Committed Lot" And "Committed Lots" . . . . . . . . . . . . . . . . . . . . . . . . . . . . 2
1.08 "Committee" . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 2
""`� 1.09 "Common Area" or"Common Areas" . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 2
1.10 "Common Area Amenities" . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 3
1.11 "Construct" And "Construction" . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 3
1.12 "Declarant" . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 3
1.13 "Declaration" . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 3
1.14 "Declaration of Easements" . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 3
1.15 "Development Guidelines" . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 3
1.16 "Foreclosure" . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 3
1.17 "Governmental Authoritv" . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 3
1.18 "Governmental Regulation" . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 3
,,.v .
1.19 "Tarrant County Records" . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 3
EXN(BIT._�.. TO ' "
Page ` _ of ' '
1.20 "Improvement" Or"Improvements" . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 3
1.21 "Initial Committed Lot" . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 4
1.22 "Interest Rate" . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 4
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1.23 "Lot" . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 4
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>"` 1.24 "Member" . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 4
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1.25 "Mort�age" . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 4
'`��'� 1.26 "Mort ag��ee" . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 4
1.27 "Mort�a o�r" . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 4
,.a=
'=,` 1.28 "Owner" . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 4
1.29 "Person" . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 5
1.30 "Permittee" . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 5
131 "Project" . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 5
1.32 "Property�� . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 5
1.33 "Restrictions" And "Restrictive Covenants" . . . . . . . . . . . . . . . . . . . . . . . . . . . 5
1.34 "Site Furniture" . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 5
1.35 "Transfer Date" . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 5
1.36 "Utility Connections" . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 5
1.37 "Utilitv Lines" . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 5
ARTICLE II PURPOSE
2.01 Status Of Ownership. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 6
2.02 Purpose. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 6
EXNIBIT� TO fr.%�� ��
Pa�e ._� of _ ��
ARTICLE III ARCHITECTURAL CONTROL COMMITTEE
3.01 Establishment Of Architectural Control Committee. . . . . . . . . . . . . . . . . . . . . 6
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,a,
� 3.02 Purpose And Powers Of The Committee . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 6
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° 3.03 Officers Subcommittees And Compensation of The Committee . . . . . . . . . . 7
_'4
3.04 Authoritv To Adopt Development Guidelines . . . . . . . . . . . . . . . . . . . . . . . . . 7
`'�"'' 3.05 Meetin�s of The Committee . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 8
�' ARTICLE IV COMMITTEE REVIEW OF PLANS/SPECIFICATIONS
:��.;
� 4.01 Preliminarv Review Process . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 9
.;
4.02 Submission Of Final Plans And Specifications . . . . . . . . . . . . . . . . . . . . . . . . . 9
4.03 Identification And Certification . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 11
4.04 Review Fee . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 11
` 4.05 Interior Alterations . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 12
4.06 Approval of Plans . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 12
4.07 Disa�proval of Plans . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 12
4.08 Failure Of Committee To Act . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 14
4.09 Inspection B�The Committee . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 14
4.10 Revocation of Approval . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 15
4.11 Release Of Committee And Declarant . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 15
ARTICLE V USE OF COMMITTED LOTS
5.01 Permitted Uses . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 16
5.02 Prohibited Uses . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 17
5.03 Permissive Uses . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 18
,
EXNIBIT TO ��� , _
Pace `— of -
5.04 Temporarv Structures/Outside Stora�e . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 18
5.05 Solid Waste/Solid Waste Containers . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 18
�,:: 5.06 Animals . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 19
..,.
�''�'�� 5.07 Stora�e of Vehicles 19
�: . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
-• ARTCLE VI SITE DEVELOPMENT RESTRICTIONS
.: �
;.,�
�-�; 6.01 Subdivision And Combination Of Committed Lots . . . . . . . . . . . . . . . . . . . . 19
�;..<
.��
�;_;; 6.02 Building Setback Lines . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 19
=�.
�-.; 6.03 Parkin . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 19
�.;.
:�
:a: 6.04 Roads And Drivewavs . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 20
6.05 Loading And Receiving Areas . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 20
6.06 Buildin�Exteriors . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 20
6.07 Exterior Illumination . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 21
6.08 Fences . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 21
6.09 Si�ns . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 21
6.10 Antennae . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 22
6.11 Utilitv Connections . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 22
6.12 On-Site Draina�e . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 22
6.13 Landscapin� . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 22
6.14 Jog�ng�and Hikin�il . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 23
6.15 Approvals. Waivers And Variances . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 23
ARTICLE VII MAINTENANCE OF COMMITTED LOTS
- � 7.01 Dutv of Maintenance . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 24
�,�
7.02 Enforcement Of Maintenance Duties . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
E;�HIgIT� TO � �'�`
Page • l,� Of ._..
ARTICLE VIII LIEN
;� 8.01 Lien . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 26
:�d:
�,.
�=9 8.02 Certificate of Pa�n ent . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 28
s=:
:�:n
ARTICLE IX ENFORCEMENT
� 9.01 No Forfeiture . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 28
�=I
:�-n;
'�"� 9.02 Enforcement Bv Declarant . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 28
=-;.
r :
�k 9.03 Enforcement Bv Owners . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 29
:�,
::k.: . 29
-! 9.04 No Obli�ation To Enforce Declaration . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
r:=:
9.05 Delay Or Failure . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 29
9.06 Remedies Cumulative . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 29
� ARTICLE X DECLARANT'S RIGHTS,POWERS AND REMEDIES
�"° 10.01 Assignment Of Declarant's Rights,Powers And Remedies . . . . . . . . . . . . . . 29
10.02 No Implied Assi�Lnment . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 30
ARTICLE XI ASSOCIATION
11.01 Transfer By Declarant To Association . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 30
11.02 Dissolution Of Declarant . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 30
ARTICLE XII AMENDMENTS
12.01 Amendment Bv Declarant . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 31
12.02 Amendment Bv Association . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 31
ARTICLE XIII INTERPRETATION
13.01 Interpretation . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 31
13.02 Captions . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 31
EXNIBIT_:�'L_ TO � " `�-
Page �._ of
13.03 Governin�Law . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 31
13.04 Zonin�And Restrictions . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 31
;�:;:
ARTICLE XIV GENERAL PROVISIONS
....M{.
:,.!
�i;- 14.01 Recordation . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 32
a' 14.02 No Condition Subsequent . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 32
14.03 Number And Gender . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 32
��.�:
v;� 14.04 Severabilitv . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 32
5: ' 14.05 No Liabilitv . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 32
;:��:
....�.
_.. 14.06 Force Majeure . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 32
14.07 Effective Date . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 33
14.08 Notices . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 33
14.09 Covenants Runnin�With The LandlParties Bound . . . . . . . . . . . . . . . . . . . . 34
14.10 Duration . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 34
EXNIBIT� TQ, " �
Page .._x_.,.... Of
— DECLARATION OF RESTRICTIVE COVENANTS
FOR NORTHFIELD DISTRIBUTION CENTER
��= This DECLARATION OF RESTRICTIVE COVENANTS is made as of the l Oth
._,.
°°� day of February, 1999,by NORTHFIELD, L.P., a Georgia limited partnership (herein referred to
�c:
"�'� as "Declarant").
-.iz
r'�
��,,; WITNESSETH:
a:;� WHEREAS, Declarant is the owner of that certain unimproved real property
''��: located in the City of Grapevine, Texas, -which is more particularly described on Exhibit "A"
� � attached hereto and incorporated herein by this reference (the "Property");
,>
5 WHEREAS, Declarant intends to improve the Property in phases ar stages by
�:
'���: constructing thereon certain infrastructure facilities, including streets and utilities lines, and to
develop, operate and market the Property as a first-class business park to be known as Northfield
Distribution Center(the "Project");
WHEREAS,Declarant further intends to sell and/or lease the Property, in parcels,
to third parties, some of whom may be affiliated with the Declarant, who may construct on such
parcels structures for office, commercial and light industrial uses permitted by applicable zoning
"°'" laws and applicable use related private restrictive covenants which Declarant intends to impose
on each parcel, on a parcel by parcel basis,prior to sale or lease of same;
WHEREAS,Declarant desires to utilize private restrictive covenants set forth
herein to facilitate the development of the Property, on a parcel by parcel basis, in an orderly,
comprehensive and compatible manner with appropriate limitations on activities and uses which
may be conducted on any parcel and with appropriate architectural, landscaping and maintenance
controls to maintain and enhance the value, aesthetic appearance and the architectural harmony
during and after development of such portions of the Property;
WHEREAS, Declarant intends to establish a procedure by which it can delegate
and assign to an entity, and which entity, upon such delegation and assignment,will assume the
right,power and authority of the Declarant for appointment and removal of inembers of the
Architectural Control Committee and enforcing the private restrictive covenants set forth herein;
WHEREAS , the Declarant, in connection with and prior to the development of
the first parcel in the Project desires to impose the private restrictive covenants set forth herein
on that certain tract or parcel of land particularly described on Exhibit "B" attached hereto and
incorporated herein by this reference (the "Initial Committed Lot");
EXM151T� T�
� - .�ro
Page __.L__ of .l..�
NOW, THEREFORE, Declarant hereby declares and consents that the Initial
Committed Lot is and shall be held, owned, transferred, conveyed, mortgaged, encumbered,
leased, rented, used, occupied, improved and otherwise disposed of subject to the covenants,
conditions, limitations, reservations, restrictions, charges and liens set forth herein.
��= ARTICLE I
'`, DEFII�IITIONS
� Unless the context shall prohibit or otherwise require, each of the following words
or terms whenever used herein with an initial capital letter shall have the following meanings and
`��' any Sections of the Declaration Of Easements to which Sections reference is made herein below
��;�
_ in this Article I are incorporated herein:
-� 1.01 "A�prove", "Approved" or"Approval" shall have the same meaning set
forth in Section 1.01 of the Declaration of Easements.
;�:�.
�`�' 1.02 "A�roved Plans" shall mean plans and specifications far Improvements
on any Committed Lot,which plans and specifications have been Approved by the Committee.
1.03 "Architectural Control Committee" shall mean the Architectural Control
Committee pursuant to this Declaration.
1.04 "Association" shall have the same meaning set forth in Section 1.05 of the
Declaration Of Easements.
1.05 "Board" Or"Board of Directors" shall have the same meaning set forth in
Section 1.06 of the Declaration of Easements. �
1.06 "Buildin�" shall mean and include the principal structure or structures on a
Committed Lot, including all projections or extensions thereof, and all garages, outside
platforms, out-buildings, deck and other ancillary structures and facilities except where ancillary
structures and facilities are otherwise separately referenced.
1.07 "Committed Lot" And "Committed Lots" shall mean, respectively, the
Initial Committed Lot or any other Lot hereafter submitted to and made subject to this
Declaration by an amendment to this Declaration executed by the Declarant and recorded in the
Tarrant County Records, and collectively the Initial Committed Lot and all Lots hereafter
submitted to and made subject to this Declaration.
1.08 "Committee" shall mean the Architectural Control Committee.
1.09 "Common Area" or"Common Areas" shall have the same meaning set
forth in Section 1.09 of the Declaration of Easements.
2
E;C�1f31T� TO �����
Pa�e �— `
1.10 "Common Area Amenities" shall have the same meaning set forth in
Section 1.10 of the Declaration Of Easements.
1.11 "Construct" And "Construction" shall mean, respectively, to construct,
build, erect, place, locate, relocate, install, alter, modify, remove or maintain and constructing,
-��° building, erecting,placing, locating,relocating, installing, altering, modifying, removing or
�'�� maintaining.
:--;.
�;;; 1.12 "Declarant" shall mean Northfield, L.P., a Georgia limited partnership, and
� its successors and assigns and shall include any other holder of a loan secured by the Committed
�.�i� Lots if such other holder forecloses, as the purchaser at such foreclosure, has assumed the duties,
��' obligations and liabilities of Declarant under the Declaration of Easements and under this
x:��
'"` Declaration or any Person designated by Northfield, L.P. as a successor or assign by specific
';>�,,
�° assignment of Declarant's rights,powers and privileges who assumes Declarant's duties,
�-°7 obligations and liabilities under the Declaration Of Easements and under this Declaration
�T� pursuant to Section 10.01 herein below.
;;'-,.
� 1.13 "Declaration" shall mean this Declaration Of Restrictive Covenants For
Northfield Distribution Center and all subsequent amendments hereto, as permitted hereunder,
filed in the Tarrant County Records.
"' ' 1.14 "Declaration of Easements" shall mean that certain Declaration Of
Easements And Agreement For Common Area Maintenance For Northfield Distribution Center,
� " executed by the Declarant,recarded on or about the date hereof in the Tarrant County Records,
as same may be amended from time to time as therein provided.
1.15 "Develo�ment Guidelines" shall have the same meaning set forth in
Section 1.14 of the Declaration Of Easements.
1.16 "Foreclosure" shall have the same meaning set forth in Section 1.15 of the
Declaration Of Easements.
1.17 "Governmental Authoritv" shall have the same meaning set forth in
Section 1.16 of the Declaration Of Easements.
1.18 "Governmental Re�ulation" shall have the same meaning set forth in
Section 1.17 of the Declaration Of Easements.
1.19 "Tarrant County Records" shall have the same meaning set forth in
Section 1.18 of the Declaration Of Easements.
�,,, ,„ 1.20 "Improvement" Or"Improvements" shall have the same meaning set forth
in Section 1.19 of the Declaration Of Easements.
�
3
EXM191T� TO _�� �
Page � Of ..2��'��
1.21 "Initial Committed Lot" shall mean that tract or parcel of land located in
Tarrant County, Grapevine, Texas, as more particularly described on Exhibit "B" hereto.
1.22 "Interest Rate" shall mean that rate of interest equal to the lowest of(a)
eighteen percent(18%)per annum or(b)two percent(2%) above the most recently announced
`��� prime rate of such major national bank in Atlanta, Georgia as may be selected by the Person
�`�: entitled to receive interest on any indebtedness owed to it by any other Person, as such prime
change from time to time, or(c) the maximum applicable lawful rate, as same may change
.,.. from time to time.
1.23 "Lot" shall have the same meaning set forth in Section 1.21 of the
Declaration Of Easements.
� 1.24 "Member" shall have the same meaning set forth in Section 1.22 of the
Declaration Of Easements.
.�
;�.:s�
- 1.25 "Mort��shall mean a mortgage, deed to secure debt, deed of trust,
other similar security instrument hereafter duly recorded in the Tarrant County Records,
conveying a lien upon or security title to any Committed Lot, or any improvements thereon, or
any lease of any Committed Lot, or any improvements thereon, in a transaction commonly
known as a "sale/leaseback".
1.26 "Mortga�ee" shall have the same meaning as set forth in Section 1.24 of
°� the Declaration of Easements.
1.27 "Mortga o�r" shall have the same meaning as set forth in Section 1.25 of
the Declaration of Easements.
1.28 "Owner" shall mean any Person or Persons owning from time to time in
fee simple title to any Committed Lot, as shown by the Tarrant County Records,provided,
however, that:
(a) The Mortgagor, not the Mortgagee, of a Committed Lot or of any
other portion of the Property shall be deemed to be the Owner of such Committed
Lot, unless (i) the Mortgagee is a"mortgagee in possession" following a default
under such Mortgage or has excluded the Mortgagor from possession of the
Committed Lot by appropriate legal proceedings following a default under such
Mortgage or has acquired fee simple title to a Committed Lot by Foreclosure and
(ii)has so certified to the Declarant in writing;
(b) Individual tenants or lessees of any Lot or any portion of any
Committed Lot shall not be deemed to be an "owner" thereof, unless otherwise
.,. 4
EX�-�i�IT `,� TO �"�
Page of �����
e
agreed by the fee simple or remainder title holder of such Lot or portion of such
Committed Lot.
(c) "Owner" shall include the Declarant so long as Declarant retains
ownership of any Committed Lot.
.:;d-.
i.
'' 1.29 "Person" shall have the same meaning set forth in Section 1.28 of the
�:;E Declaration of Easements.
�� 1.30 "Permittee" shall have the same meaning set forth in Section 1.29 of the
Declaration Of Easements.
z .E
�'R'' 1.31 "Pro�ect" shall have the same meaning set forth in Section 1.31 of the
ti;°_
Declaration of Easements.
1.32 "Propertv" shall have the same meaning set forth in Section 1.32 of the
;:��= Declaration of Easements. The Property is not submitted to and made subject to this
Declaration; only the Initial Committed Lot is so submitted and made subject to this Declaration.
1.33 "Restrictions" And "Restrictive Covenants" shall mean the private
restrictive covenants set forth in and established by this Declaration, as same may be amended
from time to time as herein provided.
`° 1.34 "Site Furniture" shall mean any man-made or natural object used on a
Committed Lot for decorative or incidental purposes (including, e.g., flagpoles, fountains,
statues,benches, tables and decorative walls)which is not a building, sign,parking area, railroad
track, driveway or landscaping and which shall require Approval of the Committee.
1.35 "Transfer Date" shall mean that date on which the Declarant transfers,
conveys and assigns to the Association all rights, duties and privileges of the Declarant under the
Declaration Of Easements, as well as those under this Declaration, and on which the Association
assumes all duties, obligations and liabilities of the Declarant under the Declaration Of
Easements, as well as those under this Declaration.
1.36 "Utility Connections" shall have the same meaning as set forth in Section
1.34 of the Declaration of Easements.
1.37 "Utilitv Lines" shall have the same meaning as set forth in Section 1.35 of
the Declaration Of Easements.
Terms used elsewhere in this Declaration which are not defined in this ARTICLE
I shall have the meanings given to them elsewhere in this Declaration.
_ . 5
1
�;tMigiT._:_._. TQ,� ����
Pare .L�_ Of
ARTICLE II
PURPOSE
2.01 Status Of Ownership. As of the effective date of this Declaration the
�� Declarant is the Owner of the Initial Committed Lot and the remainder of the Property, and
�::p.
-�' Bayerische Landesbank is the holder of a mortgage (the "Mortgage"), encumbering the Initial
'' Committed Lot and the remainder of the Property.
`:..a'�
�� 2.02 Purpose. The purpose of this Declaration of Restrictive Covenants is to
'''� insure the orderly and attractive development and use of the Committed Lots, to prevent the
""' construction on any of the Committed Lots of any Improvements of improper and unsuitable
=�� design, architectural styles, exterior colors and materials or methods of construction, to prevent
� any haphazard improvement of any Committed Lot, to encourage the construction of
"' Improvements on Committed Lots which are attractive and are harmonious, to preserve the
architectural and aesthetic integrity and appearance of any Improvements hereafter placed on any
of Committed Lots and to preserve and protect the present and future value of the Committed
�� Lots and of any Improvements which may be hereafter Constructed thereon.
ARTICLE III
ARCHITECTURAL CONTROL COMMITTEE
3.01 Establishment Of Architectural Control Committee. The Architectural
Control Committee (the "Committee") is hereby created and established for the Committed Lots.
' The Committee shall have three (3)members, subject to increase or decrease as hereinbelow
provided, all of whom, however,must be natural persons. The initial Committee shall be
composed of Mr. Ferdinand Seefried, Mr. Gerald Daws, and Mr. James Condon. Until the
Transfer Date, the Declarant shall have the sole authority,right and power to appoint and remove
members of the Committee and to increase or decrease the number of inembers of the
Committee, all with or without cause,provided, however, that the Committee shall always have
an uneven number of inembers. Thereafter, the Association, acting by the affirmative vote of a
majority of its then serving Directors, shall have the sole authority, right, and power to appoint
and remove members of the Committee and to increase or decrease the number of inembers of
the Committee subject to the aforesaid limitations. Each member of the Committee shall serve
until he resigns from the Committee or until a successor member has been duly appointed,
whichever first occurs.
3.02 Purpose And Powers Of The Committee. The Committee shall have the
sole power and authority to Approve and regulate the design and Construction of all
Improvements on any Committed Lot to assure compliance of same with the purposes and intent
of this Declaration. Plans and specifications in such form, content and detail as the Committee
may deem necessary shall be submitted to the Committee prior to the Construction of any
�.. . Improvements on any portion of any Committed Lot which Improvements have not been
previously Approved by the Committee. The Committee shall have the sole and absolute
�
6
EX�-1�gIT� TO �
Page _1�`--- of . • ........
�� discretion to determine whether any plans and/or specifications submitted to it for its
review are acceptable and are Approved. The Committee may base its Approval of any plans and
�-= specifications for proposed Improvements on any Committed Lot on, among other things, the
adequacy of the site dimensions, structural design, conformity and harmony of exterior design
�r°° with other structures and other Improvements located on other Committed Lots, the relation of
_.:�
;:,
;;;, finished grades and elevations to adjacent Committed Lots and conformity to specific and
�':��, general purposes of this Declaration. To the extent necessary to carry out such purposes the
��'; Committee shall have all Powers and duties to do each and every thing necessary, suitable,
?:, convenient or proper for, or in connection with, or in furtherance of the accomplishment of such
�w.;r purposes. The decisions of the Committee shall be final, conclusive and binding upon all Owners
�-�;
�w.,� and their Permittees.
�-,:
�.a�
_��
�G�;;
3.03 Officers Subcommittees And Compensation of The Committee. The
s members of the Committee shall appoint from among their number a chairman and may appoint
�..;�
from among their number such subcommittees composed of inembers of the Committee as they,
-`"� from time to time, shall determine to be useful or necessary. The members of the Committee
� shall be reimbursed by the Person then having the authority to appoint and remove the members
of the Committee for reasonable out-of-pocket expenses incurred in the performance of their
duties under this Declaration as members of the Committee to the extent that said expenses
exceed review fees received by the Committee pursuant to Section 4.04 below which
review fees may be applied by the Committee toward such expenses incurred hereunder.
3.04 Authorit�To Adopt Development Guidelines.
(a) The Committee, in its discretion, from time to time may establish,
adopt,promulgate, amend, revoke and enforce standards, i.e., Development
Guidelines, to govern the development and maintenance of Committed Lots
subject to this Declaration and the design, Construction and maintenance of
Improvements on such Committed Lots. The Committee shall provide, on request,
to each Owner of any Committed Lot prior to the effective date of any such
Development Guidelines or amendments thereto a copy of such Development
Guidelines. A current, correct and complete copy of the then existing
Development Guidelines shall be available during normal business hours at the
office of the Declarant prior to the Transfer Date and thereafter at the office of the
Association. Any Owner of any Committed Lot may request and receive from the
Committee additional copies of the then applicable Development Guidelines on
payment to the Committee of such fee as the Committee may then reasonably
impose for reproduction,mailing or other delivery of such copy. The
Development Guidelines shall be binding on all Owners and their Permittees.
(b) The Committee, from time to time, upon the affirmative vote or
*. ., consent of at least an absolute majority of the Committee taken at any duly called
regular ar special meeting of the Committee or upon the unanimous written
�
7
E;C�-ff�IT�, TO _L� �
Pa�a �_ of����
consent of all members of the Committee,may establish, adopt,promulgate,
amend, revoke and enforce the Development Guidelines related, among other
things,to:
(1) The form and content ofplans and specifications to be
:.4�e
;�;; submitted to the Committee for Approval pursuant to this Declaration;
'="_jt
``�: (2) The procedure for submission of such plans and
� specifications to the Committee and review of same by the Committee;
;:�
- (3) The establishment of guidelines with respect to the
F;;;; Approval and disapproval of design features, architectural styles, exterior
colors and materials, details of Construction, location and size of
�::f+ structures, maintenance of each Committed Lot and Improvements
thereon;
:A:I�
°�� (4) Assuring the conformity and harmony of external design
and general quality of the Committed Lots; aYd
(5) Any other matters which require Approval by the
Committee pursuant to this Declaration and any matters deemed by the
Committee to be ancillary or related thereto. Any and all express
references in the following ARTICLES to specified matters which may be
hereafter included in the Development Guidelines are intended to be
illustrative only and shall not be deemed to limit the discretion of the
Committee or the permissible scope or subject matter of the Development
Guidelines.
3.05 Meetin�s of The Committee. The Committee may hold regular meetings
at least once every three (3)months or more frequently as may be established by the Committee.
Special meetings of the Committee may be called by the chairman and shall be called by the
chairman on written request of a majority of the members of the Committee then in office.
Regular and special meetings of the Committee shall be held at such times and such places as the
chairman shall specify. Notice of any regular or special meeting of the Committee shall be
mailed to each member thereof at his business or residence address at least 3 days prior to the
date of any meeting. A notice shall not be required to specify the purpose for any meeting.
Receipt of prior written notice of any meeting may be waived by any member in writing either
before or after any meeting, and attendance of a member of the Committee at a meeting shall
constitute a waiver of notice of such meeting. At each meeting of the Committee the presence of
a majority of the members of the Committee then in office shall constitute a quorum for the
transaction of business. The act of a majority of the members of the Committee present at any
meeting at which a quorum is present shall constitute the act of the Committee, except with
respect to the adoption of or modification of any Development Guidelines or the granting of a
�� g
E�;�1:�Ifi_� TO .s��. l ��
Pa^Q __l�___ L����.�...
y of
waiver of or variance from any Development Guidelines ar any other Restrictions which shall in
all cases require the affirmative vote of at least an absolute majority of the Committee. In the
,, � absence of a quorum at any meeting, any member of the Committee may adjourn the meeting
from time to time until a quorum is present and notice of such adjourned meeting has been duly
_:�� given to ar waived by each member of the Committee. The Committee shall maintain a record of
�� votes and of minutes in such detail as the Committee deems appropriate for each of its meetings.
;7
The Committee on request of the Declarant or, after the Transfer Date, the Association shall
�-�s make such records and minutes available at reasonable times and places for inspection by said
� Person. Any action required to be taken at a meeting of the Committee may be taken without a
�°'� meeting if a written consent thereto setting forth the action taken shall be executed by all
�':_;�
�',.;: members of the Committee and filed in the minutes of the Committee. Such consent shall have
-„e:
the same force and effect as a unanimous vote by the Committee.
,...,�
"' ARTICLE IV
`r F' COMMITTEE REVIEW OF PLANS/SPECIFICATIONS
�w:
;;-�;
�:a�
4.01 PreliminarxReview Process. As soon as possible, and preferably prior to
the commencement of design work with respect to any proposed Improvements for any
Committed Lot, the owner or Permittee of any Owner who proposes to Construct any
Improvements on such Lot shall meet with at least one (1)member of the Committee to discuss
and review the nature of the proposed Improvements. At the request of any member of the
Committee, the Owner or Permittee of the owner, as the case may be, shall provide such member
with a copy of any preliminary plans for such proposed Improvements, including, without
limitation, any one or more of the following: a preliminary site development plan;preliminary
architectural drawings; preliminary site utility plan;preliminary grading and drainage plan; and a
preliminary landscaping plan.
4.02 Submission Of Final Plans And Specifications. Any Owner or Permittee
of any Owner who proposes to develop a Committed Lot shall submit three (3) complete copies
of all proposed final plans and specifications to the Committee. Such final plans and
specifications shall be the same plans and specifications as the Owner proposes to submit to
Gwinnett County for its review and Approval and, unless the Committee and such Owner or
Owner's Permittee agree otherwise, shall include the following:
(a) A statement of the intended use of the proposed Improvements.
(b) A site grading and drainage plan for the entire Committed Lot
showing existing contoured grades (with two (2) feet minimum contour intervals);
finish spot grades at Building corners and otherwise at 25 foot minimums; plans
for erosion Control during construction; drainage low points, driveways, swales
and entries; existing and finished grades at the corners of the Committed Lot and
at the corners of any proposed Improvements; storm drainage plans, including any
storm sewer location; cut and fill details, if any changes occur in the finished
�,. � 9
EX�-163lT `_..��.:z. TO `� �
Page ..,,�,.� of
Committed Lot contour at any exterior boundary of the Committed Lot; Utility
Connections, utility easements, and utilities related equipment.
(c) A site plan showing the location of all proposed and existing
,;,�;;: improvements, including,but not limited to, Buildings, structures, sidewalks,
-�� other walkways, curbs, curb cuts, driveways,walls, parking areas with number
3�� and size of parking spaces, landscape islands, trash receptacle location(s), fences,
;.::? screening, fire lanes, site ingress and egress, loading and service areas,meters,
�� transformers, air conditioning units, underground lines or pipes, retention walls,
�-�. head walls, and other drainage structures, areas for preservation of existing trees,
` Building and parking setbacks, irrigation system.
:;�
'".:.i�
'��'� (d) Architectural plans showing: exterior elevations of all proposed
�� Buildings and other structures and alterations to existing structures, as such
��` Buildings and other structures will appear after all backfilling and landscaping are
^�3:
�:;:
completed; a professional color rendering of the principal elevation of the
proposed Buildings and other structure; ground floor plans with finished floor
elevations; description of inechanical and electrical systems.
(e) A landscaping plan showing the types, sizes, locations and spacing
of all trees and shrubs to be removed,planted, moved or preserved.
(fl Specifications, including samples andlor manufacturers' data, if
- available and requested by the Committee, of exterior materials, finishes and color
schemes, including, to the extent reasonably available and requested by the
Committee, those for walls, roofs,windows, doors,paving, fences, signs and
exterior site lighting fixtures including fixture selection, and other details
affecting the exterior appearance of all proposed Buildings and other structures
and alterations to existing structures.
(g) A soils test report.
(h) Signs, including any Building marketing and tenant identification
signs, other streetscape and site identification and directional signs, vehicular
Control signs, and temporary signs, showing, sizes, shapes, materials, colors and
locations.
(i) A detailed list of all requested waivers or variances from the
Restrictions set forth in this Declaration and/or from any then applicable
Development Guidelines.
`� ��� 10
�
E��-4131T� TO
Page Of
(j) Certification of aggregate estimated cost of all proposed
Improvements, signed by a professional architect or engineer registered under
Texas law.
(k) Such information as may be required by the applicable
��:�;; Development Guidelines then in farce and effect, as well as such additional
�=;> information as may be requested by the Committee.
� The Committee, in its sole discretion,may permit plans and specifications to be submitted in
" scheduled phases and may,but shall not be required to, give conditional or partial Approval to
'�'' plans and specifications; provided, however, that no permitted delay in the submission of plans
- or specifications and no conditional or partial Approval shall in any way obligate the Committee
to any subsequent or additional Approval, waiver or variance.
}';� 4.03 Identification And Certification. All plans and specifications for both
��n= preliminary and final submissions to the Committee must include the following:
..a
;.�:
(a) Name, address and phone number of the Owner and, if the
applicant is not the Owner, then the same information for the owner's Permittee
who is the applicant;
(b) Name, address and phone number of the Texas licensed architect,
professional engineer and/or land surveyor who prepared the plans and/or
specifications;
(c) Street address and street name of the Committed Lot to be
improved, if such information is then available;
(d) Scale of each drawing and north arrow (on any drawing depicting
the site);
(e) In the case of any resubmitted plans or specifications, the nature
and date of the revisions.
All plans and specifications submitted to the Committee must be prepared under the direction of
an architect,professional engineer and/or land surveyor(as appropriate under the laws of the
State of Texas) registered as such under Texas law and must bear the seal, signature and
certification of such architect,professional engineer and/or land surveyor.
4.04 Review Fee. The Committee shall not be required to commence any
review or evaluation of any final proposed plans and specifications until such time as the
applicant Owner or Owner's Permittee, as the case may be,has paid to the Committee a review
11
E��-�i31T� TO ��'
P�yA �._ of
- fee in an amount established from time to time by the Committee and included in the then current
Development Guidelines.
4.05 Interior Alterations. Notwithstanding any contrary provision of this
�'a ARTICLE IV, an Owner of any Committed Lot or his Permittee may construct Improvements
''' within the interior of any other structure on such Lot without the prior Approval of the
s_.,.
Committee,provided that such Improvements will not include any structural alterations in or to
°"'�, the then existing Improvements on the Committed Lot,removal of any portion of the
Improvements which would be apparent from the exterior of such structure or any change to the
=;..;� exterior appearance of the Improvements or which might jeopardize or impair the safety,
soundness or structural integrity of the Improvements.
�:;��
- 4.06 Approval of Plans. The Committee shall act as promptly as is practicable
� to review both preliminary and final submissions of plans and specifications for any proposed
K:..V;s
`a Improvements on any Committed Lot. All actions of the Committee, including any approval of
:�^:
�=��: plans and specifications and the granting of any waivers or variances, shall be in writing and
shall be signed by at least the requisite number(as specified in Section 3.05 hereinabove) of the
then serving members of the Committee. No Approval,waiver or variance in any other form
shall be binding on the Committee, or, as the case may be, on the Declarant or the Association.
Upon Approval by the Committee of any plans and specifications submitted pursuant to this
Declaration, at least one copy of such Approved Plans shall be retained by the Committee as part
° of its permanent records, one copy of such Approved Plans,bearing the Committee's approval in
writing, as aforesaid, shall be returned to the Owner ar Owner's Permittee who submitted same;
the third copy, at the Committee's election, may be retained by the Committee or returned to the
applicant. The Approval of any plans and specifications for use in connection with any particular
Committed Lot or structure shall not be deemed to be a waiver of the Committee's right, in its
sole discretion, to disapprove any similar plans and specifications or any part thereof or any of
the features or elements included therein if any such plans, specifications, features or elements
are subsequently submitted for use in connection with any other Committed Lot and/or Building.
Approval of any such plans and specifications relating to any particular Committed Lot or
Building, however, shall be final as to that particular Committed Lot or Building, and such
approval may not be revoked or rescinded by the Committee except as is otherwise provided in
Section 4.10 hereinbelow and provided that the Owner or Owner's Permittee who is to construct
Improvements pursuant to any such Approved Plans adheres to and complies with the
requirements of such Approved Plans and any conditions or required modifications which may
have been attached to or incorporated into any Approval of same by the Committee.
4.07 Disa�proval of Plans. The Committee shall have the right to disapprove
any plans and specifications submitted to it pursuant to this Declaration for, among others, any
one or more of the following reasons:
(a) Failure of the plans or specifications to comply with any
requirement of this Declaration or of the then existing Development Guidelines;
�. ., 12
E��-1431T.r ' . TO ����� '
Pu�e _,�� 1��
(b) Failure to include any additional information in such plans and
specifications as may have been requested by the Committee;
(c) Objection by the Committee to the exterior design, color scheme,
;:j proportions, style of architecture, height, appearance or materials of any proposed
��,:
��; Improvements;
(d) Incompatibility of proposed Improvements with existing
��-i� Improvements on any other Committed Lot(s) either in the vicinity of the
ti�_,:
Committed Lot sought to be improved or elsewhere in the Project;
;s;�� (e) Obj ection of the Committee to the location of proposed
�'� Improvements upon the subj ect Committed Lot or in relation to any other adj acent
��.;:
Cominitted Lots;
}.,�
_�_ (fl Objection of the Committee to the proposed grading plan;
,;,
(g) Objection of the Committee to any proposed parking areas for such
Committed Lot due to insufficiency of or location of parking areas;
(h) Objection of the Committee to the height or density of any
proposed Improvements or to the ratio of standard size parking spaces on the Lot
to gross square footage of floor area in the proposed Improvements;
(i) Failure of the plans and specifications to comply with any
applicable Governmental Regulations; or
(j) Any other matter which in the discretion of the Committee causes
the proposed Improvements to be inconsistent, incompatible or inharmonious with
the general quality or style of external design sought to be established and
maintained by this Declaration and by the Development Guidelines or with any
other aspect or requirement of this Declaration or of the Development Guidelines.
If the Committee disapproves any plans or specifications submitted to it for review hereunder, or
Approves same only as modified or upon other specified conditions, such disapproval or
qualified, conditional Approval shall be communicated to the applicant Owner or owner's
Permittee, as the case may be, in writing. Within no later than sixty(60) days after notice from
the Committee to the applicant of said disapproval or of a qualified conditional Approval, the
applicant may resubmit revised final plans and specifications with all changes clearly identified
which will be reviewed by the Committee without any requirement for payment of any additional
review fee pursuant to Section 4.04 hereinabove. Any such revised final plans and specifications
submitted after said sixty(60) day period must be accompanied by a review fee.
�` � 13
E:��-41BIT�Z TO ' "` °
Pare � of
4.08 Failure Of Committee To Act. If the Committee fails to approve or
disapprove in writing any plans and specifications submitted to it in accordance with Section
4.02 above, or any revised final plans and specifications timely submitted pursuant to Section
4.07 above, in either case,within 30 calendar days after the Committee notifies the applicant
'.=;' Owner or Owner's Permittee, as the case may be,that the Committee has received all required
=�' plans and specifications and any additional information as may have been required by the
Committee and the applicable review fee, the applicant may give the Committee within a period
��= of 5 days thereafter a notice of nonaction by the Committee. If the Committee fails to respond to
�A.
� any notice of nonaction timely submitted by the applicant, Owner or Owner's Permittee, as the
��� case may be,within ten(10) days after receipt of same, then the plans and specifications shall be
"^;' deemed to have been Approved except in the case of a request for a variance from or waiver of
,;:;-
any applicable Development Guidelines or any other applicable Restrictive Covenants. If an
:�,.;
application to the Committee has sought a variance from or a waiver of any otherwise applicable
t requirement of this Declaration or from the then applicable Development Guidelines, then such
request shall be specifically so stated in the applicant's submittal proposal with full
""� documentation of the reasons therefor. Notwithstanding any contrary provision of this
Declaration, failure by the Committee to respond to any request for any such variance or waiver
shall in all cases be deemed to constitute a disapproval of such request.
4.09 Ins�ection Bv The Committee.
i
(a) No Improvements are to be Constructed on any Committed Lot
except substantially in accordance with Approved Plans. Any Improvements
which are not Constructed or maintained substantially in accordance with such
Approved Plans shall be conclusively be deemed to be in violation of this
Declaration and shall be removed or corrected by the Owner and, if applicable, the
Owner's Permittee in conformity with the Approved Plans to the satisfaction of
the Committee. If any such violation of this Declaration is caused by the
Permittee of any owner, then the owner and such Permittee shall both be jointly
and severally liable for removing or correcting any such violation of this
Declaration on any Committed Lot.
(b) The Committee and the Declarant are hereby granted irrevocable
licenses to enter on any Committed Lot during construction of any Improvements
thereon by the Owner or the owner's Permittee or at any other time to determine
whether the then ongoing Construction or any previously constructed
Improvements comply with this Declaration. Members of the Committee, the
Declarant and their agents, employees,representatives and/or independent
contractors may enter on any Committed Lot for said purpose of inspection at any
reasonable time. If the Committee detertnines that any then existing
Improvements or any Improvements then under Construction have not been
previously Approved by the Committee or do not comply with any Approved
Plans as a result of alteration of such Improvements or otherwise, the Committee,
14
E;��-9i31T� TO �� =--.
Pa�e ...�3.._ of .....�.
. . in its discretion, may give the owner written notice of such determination,with
copy of same to be sent by the Committee to the Declarant, which notice shall
include a demand by the Committee that any such Improvements which do not
conform to Approved Plans shall be brought into such conformity with such
F�; Approved Plans to the satisfaction of the Committee or shall be removed in either
=;:�1 a
-a case within thirty(30) days. If any such Improvements are not timely corrected or
a,'::}:
• removed, then the Committee may so notify the Declarant and the Declarant may
r:.;
'==;� file suit in an appropriate court to enjoin further Construction of such unapproved
:;�4:
�.,. Improvements and to require removal and/or correction of any Improvements then
� in place which do not comply with any Approved Plans and/or may exercise any
;;.:;' other right or remedy authorized by Section 9.02 hereinbelow. The Owner shall be
:� ;:
• responsible far paying the Declarant all of Declarant's reasonable attorney's fees
4��:`
:`��� and court costs related to such abatement action, which sums shall be demand
�" obligations which shall bear interest at the Interest Rate and shall be secured by
�:..;�
the lien created in Section 8.01 hereinbelow.
-,
:�:
.., 4.10 Revocation of Approval. After any plans and specifications required to be
submitted to the Committee have been Approved or have been deemed to have been Approved,
the applicant Owner or Owner's Permittee, as the case may be, as promptly as is reasonably
practicable shall satisfy all conditions to such Approval and commence Construction of the
Approved Improvements and shall diligently prosecute such Construction to completion at the
earliest practicable date. If such Construction is not commenced within six (6)months after the
date of the Committee's Approval or deemed Approval or is not substantially completed as
" evidenced by issuance of a certificate of occupancy by the applicable Governmental Authority
within two (2) years after such Approval or deemed Approval,then such Approval or deemed
Approval, if not extended in the Committee's discretion, shall be deemed to be automatically
revoked.
4.11 Release Of Committee And Declarant. Although the Committee, at its
discretion, may retain and utilize the services of licensed professional architects, engineers and/or
surveyors in connection with its review of plans and specifications submitted to it under this
Declaration, the members of the Committee are not required to have any professional training in
order to serve as constituents of the Committee nor to use the services of any of said
professionals. Plans and specifications submitted by any applicant owner or Owner's Permittee
are not reviewed for engineering or structural design or structural quality of materials. By
Approving any plans or specifications submitted to it,neither the Committee nor any member
thereof, nor the Declarant nor, after the Transfer Date, the Association, nor the officers, directors,
shareholders, partners, employees, members or agents of any of them intend to, or shall be
deemed to, have assumed any liability to any applicant Owner or Owner's Permittee who has
submitted any plans or specifications for review by the Committee pursuant to this Declaration,
nor to any Owner of any affected Committed Lot, nor to any other Permittees of any Owner of
any affected Committed Lot for any Approval of such plans and specifications, nor for any defect
in any structure constructed pursuant to any such Approved Plans as a result of any mistake in
.,, F 15
E�;-�a�IT_..��_ TO �.��—..
Pa�e � of
- judgment, negligence, or nonfeasance arising out of or in connection with the Approval ar
disapproval or failure to Approve or disapprove any such plans or specifications. Every Person
who submits plans ar specifications to the Committee, and every Owner of every Committed Lot
and all such Owner's Permittees, agree that they will not file any legal action against the
Committee, any member or members of the Committee, the Declarant or the Association or the
"��° officers, directors, shareholders,partners,members, employees and/or agents of any them to
`"�� recover any damages and hereby releases,remixes, and quitclaims all, and covenants not to sue
;��,:
- for any, claims, demands, and causes of action arising out of or in connection with any mistake in
x^�:. judgment, negligence or nonfeasance and hereby waives the provisions of any law which
�� provides that a general release does not extend to claims, demands and causes of action not
��'G known at the time the release is given.
-w,a�
ARTICLE V
" USE OF COMMITTED LOTS
�;; 5.01 Permitted Uses. The uses which are permitted for Committed Lots are as
follows:
(a) Manufacturing, assembling or packaging of products from
previously prepared materials;
` (b) Manufacturing and assembling of electronic components,precision
instruments and devices;
(c) Manufacturing of food products,pharmaceuticals and the like,
except that such uses shall not include production of fish or meat products,
sauerkraut,vinegar or the like; or the rendering or refining of fats and oils;
(d) Other manufacturing,research, wholesale or storage uses,provided
that such uses shall be contained within an enclosed building;
(e) Printing, lithography,publishing or similar establishments;
(� Service establishments catering to commerce and industry
including linen supply, communication services,business machine services,
canteen services, hiring and union halls, employment agencies, sign companies,
and similar uses;
(g) Vocational,trade, technical, or industrial schools or similar
activities;
(h) Medical clinic, only in connection with industrial activity;
16
E\�-i'3!T '� TO �!�u- �� -:.�
i...J v �� J� ��6�---�
(i) Construction trade offices;
(j) Warehouse, distribution,manufacturing, assembly or packaging;
:=;�p:: (k) Air cargo and freight forwarding operations.
..,,.
.�:
�`=�;
In the event of any conflict between the provisions of this Declaration as to limitations on use of
.�}; any Committed Lot and any provision of the City of Grapevine zoning ordinance from time to
� time in effect, a use of any Committed Lot will not be permitted unless it is allowable under both
this Declaration and under the then applicable zoning ordinance, unless a variance is obtained
from the Committee as to a use variance relative to this Declaration or from the appropriate
Governmental Authority as to a variance from the otherwise applicable zoning ordinance.
�' S.02 Prohibited Uses. The following uses shall not be permitted on any
��;,� Committed Lot under any circumstances:
" (a) Any use which violates any applicable Governmental Regulation;
(b) Any use which, in the opinion of the Committee, may adversely
affect the health, safety and/or welfare of the Owner of any Lot, any Permittee of
any Owner of any Lot or any other Persons or which may endanger Improvements
` on any Lot or any use which may produce or cause any of the following effects
which are discernable at any boundary of such Committed Lot: noise or sound
° which is objectionable because of its volume, duration, frequency or shrillness.;
vibrations; smoke or radiation; noxious, toxic or corrosive fumes, gases or odors;
dust, dirt or fly ash; unusual fire or explosion hazards or heat or glare; or any
other noxious or offensive trade or activity which may become an annoyance or a
nuisance to other owners in the Project or which may in any way interfere with
the quiet enjoyment by the owners of adjacent Lots or of other Lots in the Project
of their respective Lots or which may in any way increase the rate of insurance
applicable to any adj acent Lot or to any other Lots in the Proj ect.
(c) The following uses shall also be prohibited: residential uses;junk
yard; heavy industrial uses; drilling and for mining operation; commercial
excavations (provided, however, that the removal of soil, rock and/or other
subsurface material in connection with grading and/or other site preparation of
any Committed Lot in connection with Construction of Improvements thereon
pursuant to Approved Plans and the sale of any such material shall not be deemed
to constitute a prohibited commercial excavation); dumping, disposal,
incineration, or reduction of garbage; fat rendering, stock yard, animal slaughter
or animal breeding uses; refining of any petroleum products; smelting of ore;
cemeteries;j ail or honor farm; motor vehicle sales and/or servicing; drive-in
>. 17
g l '
Ci;�4��1T._�.. �'0 � ,
P�gs ..�. of ---•-
restaurants; labor camps or day labor/temporary labor personnel operation;
gasoline or automobile service stations.
5.03 Permissive Uses. The Committee, in its sole and absolute discretion, may
-_�;� Approve in writing other commercial, industrial or recreational uses on Committed Lots which
"'-�' the Committee deems to be compatible with and/or ancillary to the above-described permitted
,��`,
'' uses,provided, that such other uses are not expressly prohibited under Section 5.02 hereinabove,
�;.;;
': that any such permissive uses shall be subject to such restrictions, conditions and limitations as
� :,
.,� the Committee may, in its sole discretion, impose to insure compatibility of such permissive uses
m_;= with the expressly permitted uses, and that such permissive uses comply with applicable
Governmental Regulations.
• 5.04 Temporarv Structures/Outside Stora�e. No temporary Building, shed,
r trailer or other portable structure, materials, supplies, equipment, or other articles of any nature
�=;�� shall be permitted to be stored or allowed to stand on any area exterior to a Building on any Lot
=�± without the prior written Approval of the Committee. Any permitted outside storage shall be
� contained within an enclosed structure or be completely screened from view of adjoining Lots
and abutting streets with a combination of an enclosed structure and/or landscaping in a manner
and at a location Approved in writing by the Committee and in all events shall be located behind
the established building setback lines.
` 5.05 Solid Waste/Solid Waste Containers.
�° - (a) No Person shall dump, deposit,bury or burn rubbish, garbage or
any other form of solid waste on any Committed Lot. No solid waste of any kind
shall be kept, stored or allowed to accumulate on any Committed Lot unless same
is screened in a manner Approved by the Committee.
(b) Each Committed Lot which is improved with Buildings or other
Improvements or is in the process of being improved pursuant to Approved Plans
shall have at least one commercial solid waste container which at all times shall
be maintained in a clean condition and in good mechanical order. All such waste
containers shall be emptied as frequently as is necessary to prevent same from
overflowing, to prevent emission of noxious odors therefrom and as may be
necessary to keep the area neat, clean and in sanitary condition. Each waste
container shall be placed at a location specified in the Development Guidelines
and has been Approved by the Committee. The type of waste containers which
may be permitted on any Committed Lot, the manner of storage of solid waste on
such site, and the permissible hours of collection of such solid waste from any
Committed Lot by any commercial waste collection service shall all be subject to
the Approval of the Committee.
" ' 18
EX;-g4�{T.� TO .6��� -
Page _:� af �f���
5.06 Animals. No livestock,poultry, or animals of any kind may be bred,
raised or kept on any Committed Lot,provided,however, that upon the Approval of the
Committee certain domestic animals may be kept on a Committed Lot so long as such animals
are kept only and exclusively for laboratory experimentation, are housed and confined within a
� Building and do not constitute a nuisance as defined in Section 5.02 hereinabove.
�;::;:��
..:�.
�,.
��=;: 5.07 Storage of Vehicles. No automobile, truck, vehicle, or trailer of any kind
'�;' without a valid license plate attached thereto, ar which has been abandoned, wrecked or
�'a� dismantled shall be allowed to stand on any part of any Committed Lot (or any adjacent street)
" without the prior written Approval of the Committee.
�M..�.
�:�:
ARTICLE VI
�. SITE DEVELOPMENT RESTRICTIONS
'�� 6.01 Subdivision And Combination Of Committed Lots. No Committed Lot
�°a° may be split, divided, or further subdivided or resubdivided or combined with any other
Committed Lot by any Owner for purpose of sale,resale, gift, transfer or otherwise without the
prior written Approval of the Declarant and the Committee.
6.02 Building Setback Lines. No Buildings, walls, fences or other
Improvements or any portions thereof, except as otherwise provided hereinbelow to the contrary,
may be Constructed within the following setback lines on any Committed Lot:
(a) 30 feet (30') from the right-of-way of any dedicated or private
street.
(b) 15 feet (15') from side and rear property lines.
The following setback requirements shall apply to location of parking areas on any Committed
Lot:
(a) 30 feet(30') from the right-of-way of any dedicated public or
private street.
(c) 20 feet(20') from the side property lines.
6.03 Parkin�.
(a) Parking shall not be permitted on streets (either public or private)
within the Project or on driveways on any Committed Lot. The Owner of each
Committed Lot shall provide adequate offstreet parking on such Committed Lot
sufficient to accommodate the parking requirements of such Owner and his
�.:.N 19
E;���iy�iT..:�. TO ..����..:� '
Pa�a ..r�.Z. of ..�,,...
. Permittees and to satisfy all applicable Governmental Regulations related to
parking. Parking facilities on each Committed Lot shall be designed so that
maneuvering and turn-around of vehicles within any public or private streets in
the Project or abutting the Project will not be necessary. The Owner of each
;:�� Committed Lot will be responsible for compliance by all of such owner's
��`�' Permittees with all parking requirements.
:��; (b) The Development Guidelines from time to time promulgated by
,' the Committee may specify minimum number of offstreet parking spaces required
��`�": for various uses of any Committed Lot, parking area illumination and screening
standards, and such other parking area requirements as the Committee may deem
i':rv: appropriate.
' 6.04 Roads And Drivewavs. No road or driveway shall be Constructed on any
�=;;�' Committed Lot without the prior written Approval of the Committee of plans and specifications
for same. Guidelines relating to the design and location of such roads and driveways may be
�{ included in the Development Guidelines promulgated by the Committee. Each Lot shall have at
least one (1) curb cut to at least one (1) abutting roads, but may have such greater number of curb
cuts as may be permitted by then applicable Governmental Regulations and as may be Approved
by the Committee in its discretion.
6.05 Loadin�And Receivin�eas. All loading docks and receiving areas shall
be subject to setback requirements specified in Section 6.02 hereinabove and to such other
setback requirements as may be specified by Development Guidelines promulgated by the
Committee.
6.06 Building Exteriors.
(a) All exterior building materials, including, the type, color, texture
and durability, and the extent of use of any single material or any combination of
materials shall be Approved in writing by the Committee.
(b) All Buildings and other structures on a Committed Lot shall be of
similar and compatible designs and materials Approved in writing by the
Committee.
(c) Water towers, starage tanks, air conditioning and heating
equipment,processing equipment,roof objects and roof-mounted equipment
including, roof fans, vents, sky lights, telecommunication equipment, cooling
towers, solar equipment (and any other towers, structures or equipment located on
a Committed Lot) shall be screened from view from any abutting public or private
street or any adjoining Lot, such types,means, materials and colors as may be
Approved in writing by the Committee.
. 20
�;��-ti���T� fo - �
Page � qf
- 6.07 Exterior Illumination. All exterior lighting, including,by way of
illustration, selection of lighting fixtures and placement of fixtures on site, shall be subject to the
Approval of the Committee. All exterior lighting on any Committed Lot subject to this
Declaration shall be consistent throughout such Committed Lot and shall be compatible and
:�:�:
harmonious with other exterior lighting on other Committed Lots. Parking lot lighting and light
��; fixtures likewise shall be consistent throughout a given Committed Lot and shall be compatible
�=;; and harmonious with such light and fixtures located on other Committed Lots. Guidelines
�,F� relating to the types, design, styles and specifications for acceptable exterior lighting and related
``-� fixtures may be included in the Development Guidelines from time to time promulgated by the
�` Committee.
�='V 6.08 Fences. No fence or wall of any kind shall be Constructed on any
�:dS
Committed Lot without the prior written Approval by the Committee of plans and specifications
r;� for same. Guidelines relating to the design, color, component materials, location and uses of
fences and walls may be included in the Development Guidelines promulgated from time to time
�'� by the Committee.
��;:�;,
,
6.09 Sig s.
(a) No signs of any type whatsoever, including,but not limited to,
streetscape and site identification and directional signs, vehicular Control signs,
temporary signs,building identification, marketing, leasing, or tenant
identification signs,whether attached to or placed on a Building or other structure
` on, or located elsewhere on, a Committed Lot,may be Constructed,placed,
located, used or maintained on any Committed Lot without the prior written
Approval by the Committee of the plans and specifications therefor, which
Approval shall be required for size,height, number, location, type of illumination,
materials, design, style of lettering, color and such other aspects as may be
specified in Development Guidelines.
(b) The prior Approval of the Committee,however, shall not be
required for: any sign which may be required by any legal proceeding; not more
than one for sale sign provided that any such for sale sign shall comply with the
then existing Development Guidelines and further provided, if the Declarant at
that time makes available to Owner "for sale" signs complying with applicable
Development Guidelines,then such signs shall be used.
(c) The following types of signs shall be prohibited: any signs which
flash,blink, rotate or move in any fashion; any signs which are painted on or
placed in windows of any building; any movable signs placed anywhere on any
Committed Lot.
�
21
E\�-I(�fT� �'0 "_t
Pa e of .���`�
S
(d) Any sign otherwise conforming to the Development Guidelines
and/or otherwise Approved by the Committee in all cases must conform also to all
applicable Governmental Regulations.
'�;� 6.10 Antennae. No exterior television or radio antennae or satellite dish or
�� receiver or solar collection cells or other solar equipment of any type shall be placed, allowed or
maintained on any portion of a structure on, or of any other Improvements on, or located
elsewhere on, a Committed Lot without the prior written Approval of the Committee. Guidelines
''""'y relating to the design, location and types of such equipment which may be permitted in the
discretion of the Committee may be included in the Development Guidelines promulgated from
�'�'; time to time by the Committee. No antenna shall be installed or used, however, for the purpose
of transmitting of electronic signals without prior Approval of the Committee.
�� 6.11 Utility Connections. All Utility Connections and related facilities,
"��' including, electrical,water, gas, cable television, satellite dishes, sanitary and storm sewers,
'^' telephone and other communication lines and wires, shall be underground unless otherwise
�;_;.
�" Approved in writing by the Committee. No utility meter,transformer ar other related apparatus
shall be located on any pole or attached to the outside of any building wall unless same is
screened from public view by a screen Approved in writing by the Committee. No septic tank,
holding pond or sewage disposal facility shall be Construction any Committed Lot unless
Approved in writing by the Committee.
6.12 On-Site Draina�e. All drainage of storm water or precipitation from any
Committed Lot or Improvements thereon shall be in accordance with grading plans and drainage
facilities Approved in writing by the Committee. No Owner of any Committed Lot nor any of his
Permittees shall interfere with the drainage established by such grading and drainage plan after
implementation of same in connection with Construction of Improvements pursuant to Approved
Plans. All roof drainage shall flow from the roof of any structure through a downspout and gutter
system to an existing subsurface storm sewer facility. Each Owner will provide on his
Committed Lot adequate on-site storm water detention facilities where required to handle and
control surface water runoff so that the rate of such surface water runoff after construction of
Improvements on the Committed Lot pursuant to Approved Plans is not in excess of the rate
prior to Construction of such Improvements for a ten-year storm flow. Guidelines relating to
on-site drainage facilities and structures may be included in the Development Guidelines
promulgated from time to time by the Committee.
6.13 Landscaping.
(a) Each Committed Lot, excluding portions thereof located within
any Common Area, shall be landscaped by the Owner or his Permittee in
accordance with landscaping plans submitted to and Approved by the Committee
in writing. Such landscaping plans shall include information regarding the total
site, the scale, type of sod and seeding, trees, shrubs,plants, their size and
� � 22
� � i
E�; �;3lT 'i'0 .....
Pa�s � qt _����
locations. The landscape plan shall also provide information regarding other
customary landscaping treatment for the entire Committed Lot, including fences,
walls, drainage and screening. All landscape plans shall include an automatic
underground sprinkler system for the entire site. All landscaping shall be
,;;�:;„ completed by the Owner in accordance with the Approved Plans and such
landscaping plan may not be revised without the prior approval of the Committee.
�" The Owner of a Committed Lot shall be required to maintain all landscaped areas
�`'' on his Lot (except for such portion of his Lot as may be part of the Common
' Areas) in accordance with the maintenance standards specified in ARTICLE VII
hereof.
i��;�; (b) All landscaping on any Committed Lot shall be completed in
�;;� accordance with the Approved Plans therefor within sixty(60) days after
� substantial completion of construction of Buildings on the Lot, which time period
'::;' shall be subject to an extension equal to the number of days of delay caused by
�' severe, inclement weather conditions. If any owner fails to timely complete any
'" landscaping in accordance with Approved Plans,then the Declarant may, after
thirty(30) days written notice to the Owner, complete such landscaping in
accordance with the Approved Plans or, if no landscape plans have been
previously Approved, then in accordance with Landscaping Plans prepared by the
Declarant and Approved by the Committee. If the Declarant performs any
landscape work pursuant to this Section, then the cost of same shall be payable by
the Owner to the Declarant on demand. Such indebtedness shall bear interest at
the Interest Rate and the Owner shall reimburse the Declarant for all court costs,
reasonable attorney's fees and all other collection related expenses. Any and all
sums owed by an Owner to the Declarant pursuant to this Section 6.13 shall be
secured by the lien established pursuant to Section 8.01 hereinbelow.
6.14 Jog�g and Hikin�Trail. The owner shall dedicate by separate
instrument and construct an 8-foot wide concrete jogging and hiking trail adjacent to the
greenbelt at the southern border of the property. The proposed trail shall be approximately 3,000
linear feet in length and be constructed according to the specifications established by the City of
Grapevine. The owner shall work with representatives of the City of Grapevine in selecting the
best route for the proposed trail.
6.15 Apnrovals. Waivers And Variances. It is the Declarant's intent that the
Restrictions set forth in this Declaration shall be strictly followed to insure a continuing
high-quality level of development of the Committed Lots which is compatible and harmonious.
Notwithstanding that intent, however,particular circumstances, from time to time and on a case
by case basis, may necessitate waiving or varying certain of the requirements imposed by this
Declaration and/or by the then applicable Development Guidelines. Accordingly,the Committee,
in its sole discretion,may waive or vary the requirements and standards set forth in this
Declaration and/or in the then applicable Development Guidelines all on a case by case basis so
� 23
E,�;�i`31T� TO .6�5�-�
Pa�g �L_ of
• - Declaration and/or in the then applicable Development Guidelines all on a case by case basis so
long as any such waiver or variance, in the opinion of the Committee, is consistent with the
� _ overall development plan for the Project or the intent of this Declaration. Any waiver or variance
granted by the Committee will be final and binding on all Owners. The granting of a waiver or
�a��= variance to any one Owner shall not automatically entitle another Owner to the same waiver or
.,4.
ct
�-a' variance; each request for a waiver or variance shall be evaluated and dealt with on its own
;�;
merits. The granting of any waiver or variance to any owner shall not automatically entitle that
Owner to any subsequent, additional or related waiver or variance. All waivers and variances by
�� the Committee shall be in writing and shall be signed and approved by at least an absolute
���': majority of the members of the Committee and, if requested by the applicant, shall be in
� recordable form. No waiver or variance in any other form shall be binding on the Committee.
m_�:
=
'''' ARTICLE VII
.,,
"` MAINTENANCE OF COMMITTED LOTS
,..,
m,{.
'A��� 7.01 Duty of Maintenance. Each Owner of any Committed Lot, at its sole cost
and expense, shall keep such Committed Lot, including natural areas, landscaped areas,
Buildings, other structures,parking areas, driveways and all other Improvements thereon,
excluding, however, any portion of such Committed Lot which is located within and is a part of
the Common Areas, in a safe, clean,neat, and aesthetically attractive condition at all times and
shall comply with all then applicable Development Guidelines which may be adopted from time
to time by the Committee in its sole discretion, all other then applicable Restrictive Covenants
' and all then applicable Governmental Regulations. The Owner's obligations shall include,but in
� no way shall be limited to, the following:
(a) The site shall be maintained in a safe, clean and neat condition free
of rubbish, trash and weeds.
(b) All exterior lighting shall be maintained in good working order.
(c) All parking areas shall be striped and all parking areas, driveways,
roads and sidewalks shall be kept in good repair and swept to the extent necessary
to keep such areas clean and clear of debris.
(d) All exteriors of any Improvements shall be kept in good repair,
including replacements, if necessary, and the exterior of all Improvements shall be
repainted, recoated, retextured or resurfaced, as and when same is reasonably
necessary. Any Improvements which are damaged by fire or casualty or other
cause shall be promptly repaired or replaced in accordance with Approved Plans
and applicable Development Guidelines.
(e) All lawn areas shall be timely mowed and edged at least once a
week during their growing season and as needed to maintain an even,
}.. „ 24
E;�`.i�31T� TO L�� �
Pags .�3�. ofi
well-groomed appearance during their dormant period. Lawn areas shall be
watered and fertilized at such times and as such quantities as may be required to
..,, keep the grass alive and attractive and shall be kept free of weeds.
�;� (fl All trees,plants and ground cover shall be timely and properly
.41 trimmed(including the removal of deadwood) according to their plant culture and
the landscape design of the site and shall be watered and fertilized at such times
�'= and in such quantities as are required to keep them alive and attractive. Any dead
���� tree, shrub,plant, or ground cover shall be removed and be replaced immediately
�;� (unless seasonal conditions prohibit). All bed areas shall be kept free of weeds and
�:,.
�.;� shall be cultivated periodically, as needed. The Committee may adopt such
��`�'� further maintenance standards as it from time to time may determine to be
-� necessary or appropriate as part of the Development Guidelines. Each Owner of
:��; any Committed Lot shall comply at all times with all other maintenance
��q� requirements imposed by Development Guidelines.
�f:'
7.02 Enforcement Of Maintenance Duties. If, in the opinion of a majority of the
Committee, any owner of a Committed Lot has failed to properly or timely perform any of its
duties or obligations set forth in Section 7.01 hereinabove, then the Committee shall so notify the
Declarant and the Declarant may give such Owner written notice of such failure which notice
shall specify in reasonable detail the nature of the Owner's failure and the actions required to
� " remedy same. The Owner, within ten(10) days after receipt of such notice, shall perform the
required remedial actions. If such Owner fails to perform such required remedial action within
�`"'� such curative period, then the Declarant shall have the right and power, but not the obligation, to
enter onto the owner's Lot and to perform such required remedial action without any liability for
damages for wrongful entry, trespass or otherwise to the Owner, owner's Permittees ar to any
other Person. The owner of any Lot on which such work is required to be performed by the
Declarant shall be liable for the cost of such work and shall promptly reimburse the Declarant, on
demand, for such cost, together with interest thereon at the Interest Rate, Declarant's reasonable
attorney's fees and all other collection costs. If Declarant is compelled to resort to legal
proceedings to recover any such indebtedness,then the Declarant also shall be entitled to recover
Declarant's court costs. If there is more than one Owner of any such Committed Lot,then all of
such Owners shall be jointly and severally liable for reimbursement of the Declarant. If any
responsible owner shall fail to reimburse the Declarant within thirty days after receipt of a
statement from the Declarant for the amount due and owed to the Declarant pursuant to this
Section, then the Declarant shall be privileged to enforce a lien against the Committed Lot on
which the work was performed which lien is granted and conferred by Section 8.01 hereinbelow.
The Declarant may enforce the lien and/or exercise any other remedies which may be available
under this Declaration or at law or in equity, including,but not limited to, commencement of an
action for judgment on the indebtedness and/or to obtain a judicial foreclosure order related to
the lien.
�' " 25
E�6•��31T� TO _l�� �
Pa�� _s� ` ot�����
-. ARTICLE VIII
LIEN
8.01 Lien.
�;° (a) All sums owed pursuant to this Declaration by the owner of any
:�; Committed Lot to the Declarant and/or to the Committee,together with interest
thereon at the applicable Interest Rate, court costs, reasonable attorney's fees and
:�"'; other costs of collection, shall be secured by an equitable and permanent charge
- on and a continuing lien on such Committed Lot in favor of the Declarant and the
:-�,
�':_; Committee which lien shall run with title to each Committed Lot. Such lien sha
s " be superior to all other liens and encumbrances on such Lot except for the
�.�:>
�.:�;
following:
�� (1) Liens of ad valorem and real property taxes;
�-�:
��:� (2) A lien for all sums unpaid on a first priority Mortgage, on
any second lien priority purchase money Mortgage, on any Mortgage held
by the Declarant, and all amounts advanced pursuant to any such
Mortgage and secured thereby in accordance with the terms thereof
(separately a"Superior Mortgage" and collectively the "Superior
Mortgages"); and
(3) Lien for Assessments (as defined in Section 1.04 of the
Declaration Of Easements which definition is incorporated herein by this
reference)pursuant to the Declaration Of Easements.
No Foreclosure of any Superior Mortgage shall relieve such Committed Lot from the liability for
any obligations owed to the Declarant and/or the Committee pursuant to this Declaration
accruing after the date of such Foreclosure,nor will any such Foreclosure relieve the Person who
owned the Committed Lot as of the date of the Foreclosure from continued personal liability for
payment of all such obligations which accrued with respect to such Committed Lot prior to the
Foreclosure. To evidence the nonapplicability after a Foreclosure of a Superior Mortgage of the
lien for said obligations which accrued prior to such Foreclosure,the Declarant, upon the request
of any Person who acquires a Committed Lot as a result of a Foreclosure of a Superior Mortgage,
will execute and deliver to such Person a quitclaim deed releasing such Committed Lot from the
lien(hereinabove created) for such obligations which accrued prior to the Foreclosure. The cost
of preparation and of recordation of such quitclaim deed shall be paid by the Person requesting
same from the Declarant.
(b) All Persons acquiring other liens or encumbrances on any
Committed Lot after this Declaration has been recorded shall be deemed to have
consented and agreed that such liens or encumbrances shall be inferior to such
26
C;�E••���IT_`� TO � �
Pa g � of�����
8
_ . future liens for such obligations owed to the Declarant and/or the Committee
whether or not such consent shall be specifically set forth in the instruments
� creating such liens or encumbrances. The Declarant, in its discretion, for and in
behalf of the Committee and for and in behalf of its own self, may release the
.,a hereinabove created lien or subordinate it in whole or in part to any other lien. No
��:
�':a; release or subordination of the hereinabove created lien shall release any owner of
��;: a Committed Lot from his personal liability for payment of any delinquent sums
: secured by any such lien prior to such release or subordination.
:=;.
� ;
�,W,
m.�;, (c) To evidence the above granted lien, the Declarant shall prepare a
�°ti; written notice of such lien setting forth the amount of the unpaid indebtedness, the
�:;; date that the unpaid indebtedness became due, the name of the Owner of the
u;.Ji'
��= Committed Lot encumbered by such lien and a description of the Committed Lot.
:;,;:
,. Such notice shall be signed by the Declarant and shall be recorded in the Tarrant
�:.;� County Records. Such lien for payment of delinquent indebtedness shall attach
""_' with the priority set forth above from the date that such payment became due and
�-• payable. Subsequent to the recording of a notice of such lien as provided above,
the Declarant and/or the Committee, as the case may be, may institute suit against
the Owner to foreclose the lien in the same manner in which mechanic's and
materialman's liens are foreclosed under applicable Texas law, and in addition
thereto, or as an alternative thereto, seek a personal judgment against the Owner
for the amount of the unpaid indebtedness, plus interest thereon at the Interest
Rate, court costs, reasonable attorney's fees and other collection costs. The
` aforesaid remedies shall be in addition to any other remedies available at law or in
equity. All remedies shall be cumulative. In any suit or proceeding related to the
collection of any indebtedness, the owner shall be required to pay the costs,
expenses and reasonable attorney's fees of Declarant and of the Committee. The
Declarant or any member or members of the Committee shall have the power to
bid on any Committed Lot which is sold at foreclosure or other legal sale as the
result of nonpayment of any indebtedness secured by such lien and to acquire,
hold, lease, mortgage, convey ar otherwise deal with the same. Notwithstanding
any contrary provision of this ARTICLE VIII,no notice of any such lien shall be
filed in the Tarrant County Records and no legal action to foreclose said lien or to
otherwise effect collection of any indebtedness secured thereby shall be filed prior
to the expiration of thirty(30) days after the date on which Declarant gives notice
to such owner of the amount of the indebtedness owed by such Owner and
secured by such lien.
(d) Upon the written request of any Mortgagee of any Committed Lot,
the Declarant will exercise its best reasonable efforts to notify such Mortgagee of
any indebtedness secured by said lien which is more than thirty(30) days
delinquent. Any such Mortgagee may,but shall not be obligated to, pay any
�� delinquent indebtedness and related interest at the Interest Rate, reasonable
.�.,� 27
�;��-�sair� fo - �.
Paga � `�' of
attorney's fees, court costs and other collection costs, and upon such payment
Declarant shall assign the indebtedness, said related sums and the lien to such
Mortgagee without warranty or recourse.
8.02 Certificate of Pavment. Declarant, upon receipt of a written request by any
:;;'��: Owner of any Committed Lot and upon receipt of such reasonable fee as may then be charged by
"�' the Declarant, within a reasonable period of time thereafter, shall issue and furnish to such owner
*.,�
'�-:' or to such other Person as may be designated by the owner a written certificate stating that there
,-<� is no indebtedness then due or owed under or with respect to this Declaration the repayment of
^'*s which is secured by the hereinabove granted lien with respect to the Owner's Committed Lot as
' of the date of such certificate or, if any such indebtedness, interest, attorney's fees, court costs or
�T�A any other collection costs have not been paid, setting forth the amount and type of sums then due
��=F� and payable. Any such certificate,when duly issued as herein provided, shall be conclusive and
� binding with regard to any matter therein stated as between the Declarant, the Committee and
° any addressee thereof other than the requesting Owner,provided that such addressee reasonably,
_;�; and in good faith,relies on such certificate. Notwithstanding any contrary provision of this
�;; Section, if the Declarant fails to issue such certificate within fifteen(15)business days after
��o- Declarant's actual receipt of a request for same and of the applicable fee for issuance of such
certificate, it shall be presumed that there is unpaid indebtedness or other lienable sums related to
the Committed Lot as to which the request was made.
ARTICLE IX
ENFORCEMENT
9.01 No Forfeiture. Notwithstanding any contrary provision in this Declaration,
the easements, rights and privileges granted and conveyed in the Declaration Of Easements are
intended to be independent of any contractual agreements or obligations under this Declaration
of any Owner of any Committed Lot and a breach or default by any Owner of any Committed
Lot of any duty or obligation under this Declaration shall not cause or result in the forfeiture or
reversion of any such easements,rights or privileges granted, conferred or existing under the
Declaration Of Easements.
9.02 Enforcement By Declarant. The conditions, covenants, restrictions,
reservations and other provisions contained in this Declaration shall run with title to the
Committed Lots and be binding on and enforceable against each Committed Lot and shall inure
to the benefit of the Declarant and his successors in title to all Committed Lots. Violation by the
owner of any Committed Lot, or by any Permittee of such Owner, of any such condition,
covenant, restriction,reservation or other provision herein contained shall authorize the
Declarant, acting through its agents, employees,representatives and/or independent contractors,
to enter, and an irrevocable license for such entry is hereby granted, at all reasonable times upon
any Committed Lot and into any Building or other structure thereon or any other portion of such
Committed Lot as to which violation,breach or other condition(requiring remedial action or
abatement) exists, and to take such actions as may be necessary to abate, extinguish, remove,
��,,, 28
E\�-EE31T� TO � �'"
Pa e of�'���
S
, remedy or repair such violation, breach of other condition which may exist thereon contrary to
the provisions of this Declaration all without being deemed to have committed a trespass or a
wrongful act against or with respect to the Owner of such Committed Lot, such Owner's
Permittees or any other Person solely by reason of such entry and actions, or to institute a
proceeding at law or in equity against the Owner or other Person who has violated or is
=�=;° attempting to violate any of the conditions, covenants, restrictions,reservations and other
:;,�,
provisions contained herein, to enjoin or prevent them from doing so, to cause said violation to
��'� be remedied or to recover damages for said violation or to cause the completion or repair, in
;�`� accordance with Approved Plans, of any work required by this Declaration to be so completed or
^� repaired and/or exercise any other rights and remedies which may be available at law or in
'..;� equity.
i..y::
�4:5:
9.03 Enforcement By Owners. The conditions, covenants, restrictions,
k ;.i
reservations and other Provisions set forth in this Declaration may be enforced as herein provided
,:-�; only by the Declarant, or, after the Transfer Date,by the Association; provided, however, that if
�'�:�;: any Owner of any Committed Lot notifies the Declarant of a violation under this Declaration of
_,, any other Committed Lot or by such Owner's Permittee, and the Declarant fails to act within
sixty (60) days after receipt of such notification, then, and in that event only, such Owner of any
Committed Lot may separately, at his own cost and expense, enforce the conditions, covenants,
restrictions, reservations and other Provisions herein contained.
9.04 No Obli�ation To Enforce Declaration. The Declarant and the Committee
shall have the discretion, but shall not be obligated, to take any action to enforce the terms of this
Declaration.
9.05 Delav Or Failure. No delay or failure on the part of the Declarant or the
Committee or any other aggrieved party to invoke or exercise any available right, power,
privilege or remedy with respect to any breach of this Declaration shall constitute a waiver by
any such Person of, or estop such Person from asserting, any right,power,privilege or remedy
available to it upon the reoccurrence or continuance of same breach ar the occurrence of a
different breach.
9.06 Remedies Cumulative. The rights, powers and remedies provided in this
Declaration shall be cumulative, and not restrictive of, other remedies available at law or in
equity, and the exercise by any Person of any particular right,power, or remedy shall not be
deemed to constitute an election of remedies or to preclude such Person's resort to any other
rights,powers, or remedies available to it.
ARTICLE X
DECLARANT'S RIGHTS POWERS AND REMEDIES
10.01 Assignment Of Declarant's Ri�hts, Powers And Remedies. Any and all of
the rights, powers,privileges and reservations of the Declarant herein contained may be
._�. 29
EXt-tIBiT-.. TO ��� �_
Paqa .�_ of ._.._.
_ transferred, conveyed and assigned by the Declarant to any Person who is a successor in title to
Declarant to any portion of the Common Areas or of any other portion of the Property and who
�r�
assumes the duties, obligations and liabilities of the Declarant hereunder and under the
Declaration Of Easements. Any such assignment, to be effective, must be in writing, in
recordable form, and must specifically refer to the rights,powers,privileges and reservations of
'"_` the Declarant hereunder which are intended to be assigned and to the duties, obligations and
.�,
��';; liabilities of Declarant hereunder and under the Declaration Of Easements which are assumed.
'�`` Upon acceptance of such assignment by any such Person, such Person shall, to the extent of such
,;.,�;
-'�,;° assignment, assume the Declarant's duties hereunder and shall have the same rights and powers
• and be subject to the same obligations and duties as are given to and assumed by the Declarant
herein. Upon such assignment and to the extent thereof, the Declarant shall be relieved from all
�-:' liabilities, obligations and duties arising hereunder from and after the date of such assignment.
:;.:�r
The term "Declarant" as used herein includes all such assignees and their heirs, successors and
�;' assigns.
*�? 10.02 No Implied Assi�. Notwithstanding any contrary provision of this
.�'x Declaration, the mere conveyance or transfer of conveyance of fee ownership of any portion of
the Property by the Declarant to any Person, whether by deed or other instrument of conveyance,
shall not be deemed to convey implicitly any right, privilege, power or reservation of the
Declarant hereunder.
� ARTICLE XI
ASSOCIATION
z� �
11.01 Transfer Bv Declarant To Association. If, pursuant to Section 10.01 of the
Declaration Of Easements, the Association is organized and accepts a transfer, conveyance and
assignment from the Declarant of the Declarant's rights,powers and privileges under the
Declaration of Easements and under this Declaration and the Association shall assume all then
existing and thereafter arising duties, obligations and liabilities of the Declarant under the
Declaration Of Easements and under this Declaration,then on the Transfer Date the Declarant
shall transfer, convey and assign to the Association all of the Declarant's rights,powers and
privileges under this Declaration.
11.02 Dissolution Of Declarant. If,pursuant to Section 10.02 of the Declaration
of Easements,the Association is organized and the Association succeeds to and assumes all the
Declarant's rights,powers and privileges, as well as the Declarant's liabilities, obligations and
duties under the Declaration of Easements, and under this Declaration, then all the Declarant's
rights, powers and privileges hereunder shall be deemed to then be transferred, conveyed and
assigned to the Association simultaneously therewith.
�
30
EX�i;S1T `�' T0. �' "� ._..,
�u�� of
ARTICLE XII
��� ��� AMENDMENTS
��,.:.�
12.01 Amendment Bv Declarant. As long as the Declarant owns any portion of
��, the Property and has not transferred, conveyed or assigned to the Association its rights, powers
,�i and privileges under this Declaration, the Declarant, at its election, and without the consent of
'°�'` any of the other owners, shall have the absolute right to amend this Declaration at any time and
rs..:.
��=,� from time to time to make other Lots subject to the burdens of this Declaration and to designate
�"` same as additional Committed Lots, and to correct any scrivener's errors in this Declaration ar
�m�
��� any amendment hereto. With the written consent of the Owners (exclusive of the Declarant) of at
��': least eighty percent (80%) of the total number of acres then comprising the Committed Lots and
''�� of the Declarant this Declaration may be terminated or modified as to all or any portion of the
r.....:
x:�� then Committed Lots. Any such submission of additional Lots to this Declaration or other
= aforesaid amendment or any termination shall be accomplished by filing in the Tarrant County
-,.
��:
Records an amendment to this Declaration, which amendment of this Declaration shall be in
w:.��
recordable form. Any amendment hereto for any of the aforesaid purposes shall be immediately
effective upon its recordation in the Tarrant County Records.
12.02 Amendment Bv Association. After the rights, powers and privileges of the
Declarant have been assigned to the Association, this Declaration may be modified upon the
affirmative vote,within 90 days after notice of such proposed modification is given to all
° Members, of Members holding at least two-thirds (2/3) of the total votes of the Association, and
by the recordation of an amendment hereto duly executed by the Association and by said
�= m requisite number of inembers of the Association.
ARTICLE XIII
INTERPRETATION
13.01 Interpretation. The Provisions set forth in this Declaration shall be
construed together and given that interpretation or construction which will best effect the intent
of the Declarant.
13.02 Captions. The captions of each Article and Section of this Declaration are
inserted for convenience only and shall not be construed as defining, limiting, extending or
otherwise modifying or adding to the substance of the particular Article or Section to which they
refer.
13.03 Governin�Law. This Declaration shall be gaverned by, and shall be
construed in accordance with, the laws of the State of Texas. Venue for the enforcement of this
Declaration shall lie exclusively in Tarrant County, Texas, and any Person affected hereby
waives the right to be sued elsewhere.
a...�
13.04 Zoning And Restrictions. None of the Restrictions created or imposed by
,,�, 31
EX�-iI31T� TO � � °"�_'._.
Pa�e ` of��'��...
T this Declaration shall be construed as permitting any action prohibited by any applicable zoning
laws or other Governmental Regulations. In the event of any conflict between any such zoning
laws or other Governmental Regulations and the Restrictions created or imposed by this
� Declaration, then the most restrictive Provisions shall govern and Control.
�;�: ARTICLE XIV
m.y.
GENERAL PROVISIONS
�.;�
14.01 Recordation. A counterpart of this Declaration shall be promptly filed in
; the Tarrant County Records. Counterparts of any amendments to this Declaration, after execution
���!; of same, also shall be promptly recorded in said Tarrant County Records.
'"'Y.
`�'' 14.02 No Condition Subsequent. No covenant or other provision hereof is
�..,.
--. intended to be or shall be construed as a condition subsequent, a conditional limitation or as
'" creating a possibility of reverser.
x ;
,_,
��
t,• 14.03 Number And Gender. Words used herein, regardless of the number or
�.e.
�� gender specifically used, shall be deemed and construed to include any other number(singular or
plural) and any other gender(masculine, feminine or neuter) as the context may require.
14.04 Severabilitv. If any Article, Section, subsection,paragraph, sentence,
clause or phrase of this Declaration shall be or become illegal, null or void for any reason or shall
be held by any court of competent jurisdiction to be illegal, null or void, the remaining Articles,
Sections, subsections,paragraphs, sentences, clauses and phrases, nevertheless, will continue to
remain in full force and effect.
14.05 No Liabilitv. The Declarant, using its best efforts and all due diligence,
has prepared and recorded this Declaration so that the Declarant and each and every Owner of a
Committed Lot shall have the right and the power to enforce the terms and Provisions of this
Declaration against each Owner of a Committed Lot, subject to the conditions and limitations set
forth herein. If in the event, however, that this Declaration is, for any reason whatsoever,
unenforceable by any Owner of any Committed Lot or by any other Person in a court of law or
otherwise, Declarant shall have no liability of any kind as a result of any such unenforceability,
and each and every Owner,by acceptance of a deed or other instrument conveying title to a
Committed Lot, acknowledges and agrees that Declarant shall have no such liability and waives
and releases Declarant from any and all such liability.
14.06 Force Majeure. If performance by Declarant or any other Owner of any
Committed Lot of any duty or obligation hereunder is delayed due to cause(s)beyond the
Control of such Person, including by way of illustration only and not by way of limitation, labor
disputes, civil disorders, any moratorium imposed by any Governmental Authority, fire or other
casualty or acts of God, such delay shall be excused for the duration of such force majeure
condition.
32
EtiFf(BIT_..s"L_ T � _
Pa a ofJ�-���
9 �
14.07 Effective Date. The effective date of this Declaration shall be the date of
its filing for record in the real property records in the Office of the Clerk of the Superior Court of
Tarrant County, Texas.
:lpN.^N
�� 14.08 Notices.
,;:�.�
..:�
m_��;
� (a) Any notice or other communication required or permitted to be
f"�' given, sent, delivered or furnished to any Person pursuant to this Declaration shall
��°4
• be deemed to have been given or served when delivered in person to the address
,:=R: of such Person or upon deposit of such notice with a reputable commercial
�>�; overnight carrier, delivery charges prepaid, or with United States postal service
�,.;�
�T�;� and any successor thereto, designated as registered or certified mail, return receipt
�x;: requested,bearing adequate postage and addressed as hereinafter provided. Any
� notice deposited as aforesaid with a commercial overnight carrier or the United
��� States postal service shall be effective upon such deposit. The time period within
�� which a response to any such notice must be given or any action must be taken
"'' with respect thereto, however, shall commence to run from the date of receipt of
such notice by the addressee thereof. Rejection or other refusal to accept such
notice or the inability to deliver such notice because of a changed address of
which no notice has been given in accordance with requirements of this Section
shall be deemed to constitute a receipt of the notice sent.
(b) Declarant will exercise its best reasonable efforts to transmit a
�a copy of any notice of default or delinquency hereunder(given by Declarant to a
defaulting owner of a Committed Lot)to the Mortgagee of any such defaulting
Owner simultaneously with giving of such notice to such defaulting Owner;
provided, however, that(i)Declarant shall only be obligated to provide such
notice to such Mortgagee from and after the date such Mortgagee advises the
Declarant by written notice of such Mortgagee's status as a Mortgagee (which
notice shall include the mailing address of such Mortgagee), and(ii)no failure by
the Declarant to provide a copy of any such notice to any Mortgagee shall
compromise or affect any rights or remedies of the Declarant or of any other
nondefaulting Owner of any Committed Lot hereunder with respect to such
defaulting Owner.
(c) By giving at least thirty(30) days prior written notice thereof, any
Owner or Mortgagee shall have the right from time to time and at any time during
the term of this Declaration to change his respective address and each shall have
the right to specify as its address any other address in the United State of America.
Any Person who becomes an Owner of a Committed Lot after the date on which
notice is given as hereinabove provided shall be deemed to have received such
notice as is received or is deemed to have been received by such Person's
� predecessor in title.
��� 33
EXFif31T�L TO � ��' --.
Pa s __�1__ ofi�����
�
14.09 Covenants Running With The Land/Parties Bound. This Declaration and
all Provisions contained herein are intended to and shall be deemed to be real covenants ruruling
with and appurtenant to title to the Committed Lots benefitted and burdened hereby, shall bind
and inure to the benefit of the Declarant, the Owners of Committed Lots benefitted and burdened
hereby and all Persons having or acquiring any interest in the Committed Lots benefitted and
�;� burdened hereby, and their respective heirs, successors,personal representatives and assigns and
f:
shall inure to the benefit of and be enforceable by the Declarant, its successors and assigns and,
�v;; subject to the limitations set forth in this Declaration,by each owner, his heirs,personal
;a��� representatives, successors and assigns. Every Person, including any Mortgagee, acquiring or
^.} holding any interest or estate in any Committed Lot shall take and hold such interest ar estate or
m��x= the security title with respect thereto with notice of, and subject to, the terms and Provisions of
:::,.
�-:� this Declaration and shall be entitled to the benefit hereof; and in accepting such interest or estate
��"F in, or security title with respect to, any Committed Lot, each such Person shall be deemed to be
i^;�e
`"` subject and subordinate to, and to have consented to, this Declaration and all Provisions hereof.
:�� This Declaration shall be deemed to be incorporated into each deed and conveyance hereafter
;�:�� made by Declarant or any other owner of any Committed Lot, regardless of whether this
�;� Declaration is expressly referenced therein. The foregoing to the contrary notwithstanding, upon
the sale of any Committed Lot, the Owner selling same shall not have any further liability for
obligations arising and accruing hereunder against the Committed Lot after the date of such
conveyance, provided, however, that nothing herein shall be construed to relieve any such selling
Owner of any Committed Lot from any liability for any obligations hereunder accrued prior to
such sale.
14.10 Duration. Unless earlier terminated as hereinabove provided, the
Provisions of this Declaration shall run with and bind each of the Committed Lots now or
hereafter subjected to this Declaration and shall be and remain in effect for a period of twenty
years after the date on which this Declaration is recorded after which time this Declaration shall
be automatically extended for successive periods each of ten(10)years,provided, however, that
after the end of said initial twenty year period and during any ten(10)year renewal period(but
only during any such renewal period), this Declaration may be terminated by an instrument
executed by the President of the Association and attested by the Secretary of the Association and
duly recorded in Gwinnett Records or in such other place of recording as may be appropriate at
the time of execution of such instrument,pursuant to a resolution approving such termination
which resolution is approved by the affirmative vote of inembers of the Association holding at
least two-thirds (2/3) of the total votes of the Association.
a..,��- 34
E��3fBiT� TO - ._..,
P�ge .� of � _
IN WITNESS WHEREOF, the undersigned Declarant has executed this
Declaration under seal as of the day and year first above written.
Signed, sealed and delivered NORTHFIELD, L.P., a Georgia limited
�� in the presence of: partnership
:,�
F�'i. �
n' � ' � ' By: Seefried Industrial Properties, Inc.
,. �..• .�.. ,
jd t .� � , �.,.' ' .
, : Unofficia�l'Witness Genera P ' ner .��
�;�
� .� B� r' ,
�� Notary Public
�'` Title:
�_:. ,
.'4,
N My Commission Expires:
->..;�
�:�, 1+laYary Public,Cobb County,Georgia
,�; l►�y GAmrroission Expires.}uly 9,2001 Attest:
.... �
(IvOTARY SEAL) Title: (/YC���ttSr�-�
�, � �'� (CORPORATE��A_.�,�
_ ;� .
.�,. ., ` �,� ,
/
.F (� y�.
�
, 35
E��IlBiT� TO �°�� ��
Page � of _.���
, ACCEPTED AND APPROVED by the City of Grapevine, Texas.
;�
CITY OF GRAPEVINE
.�
s: ;��g ��: : t R ���: '
�� � � h.,•_:. q � .
t'
,';; By: Roger elson, City Ma�ager
THE STATE OF TEXAS
. COUNTY OF TARRANT
�=�� BEFORE ME Charly Berry on this day personally appeared Roger Nelson known to me
,
(or proved to me on the oath of card or other document) to be the person whose name is
subscribed to the foregoing instrument and acknowledged to me that he executed the
same for the purposes and consideration therein expressed.
GIVEN UNDER MY HAND AND SEAL OF OFFICE this (�day of�,�� ,
1999.
:�
Notary Public ' and for State.of Texas
,xxxxxxxxxxxxzxxxxxxxxzzxxxxxxxxxxixxxzxxxxxxx�xx
; P'���a<. . CH,4RLY B�RRY x
;C ��j•. ...c•; K
X t2 f j ; NOTARY PUBLIC — TEXAS X
x �*%�±;: MY COMMISSION EXPIRES x
x ��a��...,...✓;�t.' JULY 17. 1999 x
X o� X
X � ,... X
xxxxxxxxxxxxxxxxxxxxxxxxxxxxxxxxxxxxxxxxxxxxxr.xxx
36
EXHIBIT ' "A"
LEGAL DESCRIPTZON �'��i��'�' �T"'�°i- j4
p��� of �
Being a 64.4a7 acre tract o� land situated in the P. D. HUDGINS SURVEY,
Abstract No. 755, Tarrant County, Texas, and being all of that cez'tain �ract of
land known as Northfield Distribution Center Addition, Lot 1, Block A, an
Addition tv Che City of Grapettine, Texas, according to the Plat recorded in
Volume A, Page 42.53, of the Plat Records of Tarrant County, Texas, and beitzg
=:i more flarcicularly described as follaws:
'=:a'
=s.
�� BEGINNING at s 1/2" iron rod w/N7]M plastic cap set at the iriCeraection of the
�'1:,
North line of a tract of land conveyed to Advanced Graph'lca Technologies, Inc.
_' accozding to the deed recorded in Volume 9117, Fage 1740 of the Deed Records of
4 ��
';_A'
' TarranC Cour�ty, Texas, with the West right-of-way dedication line of MinCez"s
Chapel Roed (62 . 5' righc-of-way at this point) according to the final P1aC of
p;#; said Northfield DistribuLion Center Addition, said iron rod bears N 87 deg. 37
min. 13 sec. W, 12.50 feeC from a 1/Z" iron rod w/NDM cap found ac the
�',; Northeaet eorner of said Advanced Graphic Technologies tract;
.;,
THENCE N 89 deg. 37 min. 13 sec. W, 389.42 feet with the north line ot 9aid
�'"' Advarieed Graphics Technologies, Inc. to a 5/8" iron rod found for corner;
y
.`9.
'-�' THENCE S 00 deq. 42 min. 4G eec. W, 226.20 feet with the west line of eaid
Advanced Grayhics Technologies, Inc. tracC to a 5/8" iron rod found �or
corner;
THENCE S 89 deg. 36 min. 56 sec. E, 389.55 feet with the South line of said
Advanced Graphics Techszologies, Inc. Tract to a 1/2' iron rod w/NDM cap set on
the West line of said Minter's Chapel Road, from which an "X" cut found in
concrete at the Sou�heast corner of Advanced Graphic Tectu�oloqies, Inc. tract
` bears S 89 deg. 36 min. 56 sec. E, 12.50 feet;
THENCE S 00 deg. 18 min. 36 sec. W, 937.32 feet with the west right-of-way
line of MZNTER'S CHAPEL ROAD to a 1/2" iron rod w/NDM cap set for corner;
THENCE N 61 deg. 5a min. 32 sec. w, 483 .99 feet to a 1/Z" iron rod w/NDM�
plascic cap found foz corner;
THENCE N 66 deg. 13 min. 35 sec. W, 963.78 feet ro a 1/2" iron rod w/NDM
plastic cap Eownd for cornez;
THENCE N 79 deg. 59 min. 44 aec. 4V, 675.14 feet to a 1/2" iron rod w/NDM
Dlaetic cap found for corszer;
THENCE N 41 deg. 46 mia. C9 sec. W, 61I.69 feet to a 1/2" iron rod w/NDM
pla.atic caD found for cosner;
THENCE N 43 deq. 54 min. 04 sec. W, 143 .65 feet to a 1/2" iron rod w/NDM
plastic cap fourld for corner;
THENCE N 58 deg. 23 min. 11 sec. W, 163 .37 feet to a 1/2• iron rod w/N'DM
plastic cag found for cornes, eaid rod elso beinq the southwest corner of a
Craet of land conveyed to ASC PACIFIC, INC. , as zecorded in Volume 8212, Page
1207, Deed Records, Tarranc County, Texas;
� THENCE N 89 deg. 42 min. 03 sec. E, 289.87 Eeet along the souCh line of eaid
ASC PACIFIC tract to a 1/2 ineh iron rod found for corner, said rod also being
the southeast corner of said ASC PACIFIC ttact; .
EXHIBIT "A"
pac�P 1 �f 7
E;�,;�-+::9T�� i 0 �%,�%z' �i�'-.�,�.�
Pt�ge _.�L�.... i�f ..�..�,.r.
THENCE N 00 deg. 06 min. 50 aec. W, 415.05 feet along the east line of said
ASC PACIFIC tr8ct to a 1/2" iron rod w/NDM nlaetic cap found for corner, said
rod being [he northeast corner of ASC PACIFIC tract, and also being a point on
the south line of DALLAS ROAD (Variable right-of-way width) as dedicated by
. deed recorded izi Volume 9722, Page 291, Deed Records of Tarrant County, Texae;
THENCE S 79 deg. 4B min. 36 sec. E, 180.90 Eeet alorlg the south line of eaid
� DALLAS ROAD Co a 1/2" iron found for corner;
�:r:4:
..,_�.
::"j
J' THENCE S 79 dQg. 3d m1n. 56 sac. E, io.62 feet along tha souch linc of aaid
DALLAS ROAD to a 1/2 inch irorl rod found foz corner at the beginninq of a
:;;;;: curve co Che left;
y
t';: THENCE along said curve to the left with the south line of said DALLA$ RORD an
�;_;
�': arch lenqth of 206.68 feet to a 1/2' iron rod found for corner, said curve
�� having a cenCral angl,e o� 10 deg. 04 min. 36 aec. , a radius of 1175.12 feet, a
;�°x=
�:' tangent lengch of 103 .61 feet, a chord bearing of S 84 deQ. 37 min_ 15 aec. E,
�''; and a chord length of 206.41 feet;
T:.�` THENCE 5 89 deg. 39 min. 2Q sec. E, 1892.34 feet with the south line of said
' � DALLAS ROAD to a 1/Z" iron rod W/NDM plastic cap found for corner at che
'' beginning of a curve to the riqht;
.,�:
THENCE along said curve to the right and With the west right-of-way line of
said DALLAS ROAD, an arc length of 59.05 feet to a 1/2" iron rod with NDM
plastic cap found for corner, said curve having a central angle of 75 deg. 11
min. 22 sec. , a radius o€ 45.00 feet, a tangent length of 34.65 feet, a chord
bearinq of S 52 deg. 03 min. 53 �eC. E and a chord length of 54.91 feet;
- ° THENCE 5 14 deg. 28 min. 12 sec. E, 75.92 feet with Che west line of Dal].ae -
Road to a 1/�' iron' rod w/NDM Cap aet on the aforementioned Weat line of
Minter's Chapel Road;
THENCE S 00 deg. 35 min. 23 sec. W, 460.15 feet with the west line of
aforementioned Minter's Chapel_Road to the POYNT OF BEGINNING, and Containing
64.4d7 acre or 2, 807,331 square feet of land, more or less.
��._a
EXHIF3IT "A"
Page o
EXHIBIT "B"
�;�;�-i;�?�T � i 0 ��%� ��:5�
INITIAL COMMITTED LOT �`��`�' --�— �� —�--
Being a 64 . 447 acre tracC of land situated in the P. D. HUDGZNS SURVEY,
AbBtract No. 755, Tarrant County, Texas, and being all of that certain �ract of
land known as Northfield Distribution Center Addition, Lot 1, Block A, an
� Addition to the City of Grapevine, Texas, according to the Plat recorded in
Volume A, Page 4253, af the Plat Records of Tarrant County, Texas, and being
more Darticularly described as follows:
�-';,:
-' • BEGINDIING at a 1/2" izon rod w/N1�M plastic cap set at the iriCerseccion of the
��. North line of a tract of land conveyed to Advanced Graphica Technologies, Inc.
�..j'
accordi�ng to the deed recorded in Volume 9117, Page 1740 of Lhe Deed Records of
TarranC Courlty, Texas, with the West right-of-way dedicaCion line of Minte�'s
" Chapel Road (62 . 5' righc-of-way at this point) accozding to the finel P1aC of
'�'; said Northfield Distribution Center Addition, said iron rod beaz6 N 87 deg. 37
,=�:.
;` i� min. 13 sec. W, 12 .50 feeC from n 1/2" iron rod w/NDM cap found a� the
s-= Northeaet corner of said Advanced Graphic Technologiea tract;
ryY'
THENCE N 89 deg. 37 mi.n. 13 sec. W, 389,42 feet with the north line of said
Advanced Grnphics Technologies, Znc. to a 5/8• iron rod found for corner;
!ka m
~=:j� THENCE S OQ deq. 42 min. 9Q sec. W, 226.20 feet with the west line of aaid
''' Advanced GraDhics Technologies, Inc. tracC to a 5/8" iron rod found �ar
corner;
THENCE S 89 deg. 36 min. 56 sec. E, 389.55 feet with the South line of said
Advanced Graphics Technologies, Inc. Tract to a 1/2' iron rod w/NDM cap set on
the West line of Baid Minter's Chapel Road, from which an "X" cut found in
concrete at the SouCheast cozner of Advanced GraphiC Tec2u�oloqies, Inc. tract
bears S B9 deq. 36 min. 56 sec. E, 12.50 feet;
THENC£ S 00 deg. 18 mirl. 36 sec. W, 937.32 feet with the west right-of-way
litte of MSNTER'S CHAPEL ROAD to a 1/2" iron zod w/NDM cap set for corner;
THENCE N 61 deg. 54 min. 32 sec, w, 483 .99 feet to a 1/2" iron rod w/NDM�
plaecic ca8 found for corner;
THENCE N 66 deg. 13 min. 35 sec. W, 963.78 feet to a 1/2' iron rod w/NDM
plastic cap Eoutid for cornez;
THENCE N 79 deg. 59 min. 44 sec. W, 675.14 feet to a 1/2" iron rocY w/NDM
Dlastic cap fouz�d for corner;
THFS7CE N 41 deq. 46 mia. C9 sec. W, 611.69 feet to a 1/2" iron rod w/NDM
plas�ic cnD found for corner;
THENCE N 43 deg. 54 min. 04 sec. W, 143 .65 feet to a 1/�" iron rod w/NDM
plastic cap found for corner;
THENCE N 58 deg. 23 min. 11 sec. W, 163 .37 feeC to a 1/2• iron rod w/NDM
plastic ca� found foz corner, eaid rod nlco beinq the southwest corner of a
tract of Zand conveyed to ASC PACIFIC, ,INC. , as recvrded in Volume 8212, Page
1207, Deed Recozds, Tarran� Cour�ty, Texas;
THENCE N 89 deg. 42 min. 03 sec. E, 284.87 £eet along the south line oE eaid
ASC PACIFIC tract Co a 1/2 inch izon zod found for corner, said rod a2ao being
the southeasL corner of said ASC PACIFZC trect;
EXHIBIT ��B��
Page 1 of 2
�\�~�i 31 T__.�_ TO " �._.,
Page _,.�E.� ofi ,
TFiENCE N 00 deg. 06 min. 50 aec. W, 415 .05 feet along the east line of said
ASC PACZFIC tract to a 1/2" iron rod w/ND.`�! nlastic cap found for corner, said
�- rod being [.he northeast cozner of ASC PACZFIC tract, and also being a point on
the south line of DALLAS ROAD (Vaziable right-of-way width? as dedi�ated by
��
deed recorded in Volume 9722, Page 291, Deed Recorda of Tarrari� County, Texas;
THENCE S 79 deg. 48 min. 36 sec. E, 180.90 feet along che south line of said
DALLAS ROAD �o a 1/2" iron found for cornez;
.Tl:
_:y.
'_�.
'fHENCE S 79 dag. 3d miz3. 56 sac. E, 10.62 feet along Che eouch lirie of said
�-;; DALLAS ROAD to a 1/2 inch iron rod found for corner at the beginning of a
:��'; curve co tlze left;
ru..a;.
THENCE along said cuzve to the left with the south line of said DALLAS ROAD an
�`-,'` azch lenqtk of 206.68 feet to a 1/2' iron rod found for coznez, said curve
'`::;' having a centrel nngle of 10 deg. 04 min. 3H eec. , a radius of 1175.12 feet, a
�-�� tangen� lengch of 103 .61 feet, a chord bearing of s Bd deQ. 37 min. 15 eec. E,
:-,.
-• and a chord length of 206.a1 feeL;
THENCE S 89 deq. 39 min. 2Q sec. E, 1892.34 feec with the Bouth Iine of eaid
�'�s� DALLAS AOAD to a 1/2" iron rod w/NDM Dlastic cap found for cornez at che
�: beginning of a curve to the right;
THENCE along said curve to the right and with the west zight-of-way line of
said DALLAS ROAD, an arc length of 59.05 feeC to a 1/2' iron rod with NDM
plastic cap found for corner, said curve having a central angle of 75 deg. 11
min. 22 sec. , a radius of 45.00 feet, a tangent length of 34.65 feet, a chord
' bearing of S 52 deg. 03 min. 53 sec. E and a chord length of 54.91 feet;
tr, THENCE S 14 deq. 28 min. 12 aec. E, 75.92 feet with [he weat line of Dallas -
Road to a 1/2' iron" rod w/NIIM Cap set on the aforementioned West line of
Minter's Chapel Road;
THENCE S 00 deg. 35 min. 23 sec. W, 460.15 feet with the west line of
aforementioned Minter's Chapel _Road to the POYNT OF BEGINNING, and conCaining
64.4d7 acre or 2, 807,331 square fset of land, more or less.
EXHIBIT "B��
Page 2 of 2
EXMIBIT—'�= TO
PaQ� of _.���
'��' DECLARATION OF EASEMENTS
_:,g
AND AGREEMENT FOR CONIMON AREA MAINTENANCE
�,.-k;
;:;:, FOR
a���� NORTHFIELD DISTRIBUTION CENTER
i'7
�J�
!''�
r_..9
a_j'
ti'i.
+...i,
:r.::�;
NORTHFIELD, L.P.
a Georgia limited partnership
as Declarant
February 10, 1999
EX�-f(BIT_ -.� TO � ����
Pa�s -�of
TABLE OF CONTENTS
ARTICLE I DEFII�iITIONS . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 2
��� �� �� �� �� �� �� . 2
��p� 1.01 A�prove A�proved Or Approval . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
_:,
��` 1.02 "Architectural Control Committee" . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 2
x�?:
:��; 1.03 "Articles of Incorporation" . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 2
�--;' 1.04 "Assessment" . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 2
��;:
;� 1.05 "Association" . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 2
,��' 1.06 "Board" Or"Board of Directors" • 3
. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
1.07 "Bv-laws" . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 3
;�.�; 1.08 "Commencement Date" . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 3
..., 1.09 "Common Areas" . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 3
`., . 3
�.,`
1.10 "Common Area Amenities" . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
;�;,� 1.11 "Common Area Expenses" . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 3
�M_�' 1.12 "Declarant" . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 3
m, 1.13 "Declaration" . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 4
1.14 "Development Guidelines" . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 4
1.15 "Foreclosure" . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 4
1.16 "Governmental Authoritv" . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 4
1.17 "Governmental Re�ulation" . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 4
1.18 "Tarrant Records" . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 4
1.19 "Improvement" Or "Im�rovements" . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 4
1.20 "Initial Common Areas" . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 5
1.21 "Lot" . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 5
1.22 "Member" . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 5
1.23 "Mortga� . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 5
1.24 "Mort�agee.. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 5
1.25 "Mortgagor.. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 5
1.26 "Owner" . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 6
1.27 "Pedestrian Improvements" . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 6
1.28 "Person" . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 6
1.29 "Permittee" . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 6
1.30 "Phase I Site Plan" . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 6
1.31 "Project" . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 6
1.32 "Property�� . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 6
1.33 "Restrictive Covenants" . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 7
1.34 "Utility Connections" . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 7
1.35 "Utility Lines" . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 7
�,�
E��itSIT_..�"L TO � '� �.
Page � _ of
ARTICLEII PURPOSE . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 7
2.01 Status of Ownershin . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 7
* �5 2.02 Contemplated Improvements. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 7
2.03 Purpose. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 8
�:�,
m'�
�:-=' ARTICLE III DESIGNATION OF LOTS AND COMMON AREAS . . . . . . . . . . . . . . . . . . . . 8
�::,.
-�:�; 3.01 Designation of Lots. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 8
b" 3.02 Designation of Common Areas. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 9
,,..,'
� 3.03 Consent of Holder of(Bank Loan. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 11
�;:
ARTICLE IV GRANT AND RESERVATION OF EASEMENT OVER,
,�'a` AND USE OF. COMMON AREAS . . . . . 11
... . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
�,...
-- 4.01 Grants of Easements Over Common Areas. . . . . . . . . . . . . . . . . . . . . . . . . . . . . 11
�� 4.02 Reservation of Ri�hts and Easements. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 12
. ,.
.;..a>
_�� 4.03 Reservation of Ri�hts and Easements for the Association. 14
S�'9: . . . • . . . . . . . . . . . . .
���-� 4.04 Easement Exercise. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 14
4.05 Limitation on Use of Common Areas. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 14
4.06 No Implied Assi�nment of Declarant's Ri�hts. Powers. Privileges. Easements ar
Authoritv. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 15
4.07 Initial Landscaping of Common Areas. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 15
4.08 Dedication and Transfer of Easements for Utilities and Roadwavs. . . . . . . . . . . 15
4.09 Power to Grant Additional Easements. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 16
ARTICLE V COMMON AREA MAINTENANCE . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 16
5.01 Maintenance of Common Areas bv Declarant. . . . . . . . . . . . . . . . . . . . . . . . . . . 16
5.02 No Liabilitv For Owner's Propertv. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 17
5.03 No Obli�ation To Lend Funds. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 17
5.04 No Set-Off Re Maintenance Obli ag tion. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 18
ARTICLE VI ASSESSMENTS . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 18
6.01 Covenant To Pav Assessments. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 18
6.02 Purpose of Assessments. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 18
6.03 Annual Assessments. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 20
6.04 �ecial Assessments. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 20
6.05 �ecific Lot Assessments. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 20
6.06 Due Date Of Annual And Special Assessments. . . . . . . . . . . . . . . . . . . . . . . . . . 21
6.07 Interest on Delinc�uent Assessments. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 21
6.08 Late Char�e. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 21
6.09 Allocation Of General and Special Assessments. . . . . . . . . . . . . . . . . . . . . . . . . 21
6.10 Adjustment Of Assessments. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 22
6.11 Assessment Lien. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 22
6.12 ExemptProperty. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 23
6.13 Certificate Of Payment. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 24
�X,�i;�iT� s4 _��� ��''�
Page ...�L_ of .— •
6.14 Separate Account. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 24
6.15 Accumulation Of Funds Permitted . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 24
�
ARTICLE VII RULES AND REGULATIONS . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 25
7.01 Adoption of Rules. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 25
-��= 7.02 Enforcement Of Rules. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 25
_:.r
G!9
x-` ARTICLE VIII ENFORCEMENT . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 25
=�� 8A1 No Forfeiture. • • • • • 25
�; ;� . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
�.�� 8.02 Enforcement Bv Declarant. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 25
�':`: 8.03 Enforcement BXOwners. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 26
�=<.
8.04 No Obligation To Enforce Declaration. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 26
�w:s; 8.05 Delav Or Failure. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 26
":'' 8.06 Remedies Cumulative . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 26
.;.
� :
��.::
��y ARTICLE IX DECLARANT'S RIGHTS.POWERS AND REMEDIES . . . . . . . . . . . . . . . . 27
m.sG
µ�;° 9.01 Assi�nment Of Declarant's Ri�hts, Powers And Remedies. . . . . . . . . . . . . . . . . 27
. 9.02 No Implied Assi�nment. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 27
ARTICLE X ASSOCIATION . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 27
10.01 Transfer bv Declarant To Association. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 27
10.02 Dissolution Of Declarant. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 28
10.03 Convevance Of Common Areas. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 28
�
ARTICLE XI AMENDMENTS . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 28
11.01 Amendment Bv Declarant. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 28
11.02 Amendment By Association. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 29
ARTICLE XII INTERPRETATION . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 29
12.01 Interpretation. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 29
12.02 Captions. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 29
12.03 Governin�. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 29
ARTICLE XIII GENERAL PROVISIONS . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 30
13.01 Recordation. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 30
13.02 No Condition Subsequent. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 30
13.03 Number and Gender. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 30
13.04 Severabilitv. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 30
13.05 No Use Restrictions. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 30
13.06 No Liabilitv. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 30
13.07 Force Ma�eure. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 30
13.08 Effective Date. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 31
13.09 Notices. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 31
,�
13.10 No Implied Dedication. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 32
13.11 Covenant Runnin�With the Land/Parties Bound. . . . . . . . . . . . . . . . . . . . . . . . . 32
E��i;�31 T_.�.�'L T4 .d��',S
Pago � of _�
DECLARATION OF EASEMENTS
:=;� AND AGREEMENT FOR COMMON AREA MAINTENANCE
°k FOR NORTHFIELD DISTRIBUTION CENTER
�`:�:.
_.:,
A'
IC ':
�:.�;� This DECLARATION OF EASEMENTS AND AGREEMENT FOR COMMON
��� AREA MAINTENANCE is made as of the l Oth day of February, 1999,by NORTHFIELD, L.P.,
�::�;
c' a Georgia limited partnership (herein referred to as "Declarant").
k�?:.
a.i'
�� WITNESSETH:
;.R:
x===; WHEREAS,Declarant is the owner of that certain unimproved real property
located in Tarrant County, Texas,which is more particularly described on Exhibit "A" attached
hereto and incorporated herein by this reference (the "Property");
WHEREAS, Declarant intends to improve the Property in phases or stages by
` constructing thereon certain infrastructure facilities, including streets, sanitary sewerage lines,
potable water lines, and lines for other utilities services all of which utilities lines would be tied
'� `° into utilities systems operated by the City of Grapevine, Tarrant County or by private suppliers
of utilities services;
WHEREAS, Declarant further intends to sell andlor lease the Property, in parcels,
to third parties, some of whom may be affiliated with the Declarant, who may construct on such
parcels structures for office, commercial and light industrial uses permitted by applicable zoning
laws and applicable use related private restrictive covenants which Declarant intends to impose
on each parcel prior to sale or lease of same;
WHEREAS, Declarant intends that the Property, as proposed to be developed,
will be operated as a first-class business park to be known as Northfield Distribution Center(the
"Proj ect");
WHEREAS, Declarant,to facilitate that objective, also intends to create and
establish various Common Areas, some of which may be greenbelt and/or park type areas, to
provide within certain Common Areas in the Property certain amenities which may include
ponds, fountains,pools, lighting, sitting areas, streets,jogging paths, exercise areas, sidewalks,
walkways, landscaping and/or other improvements for the use,benefit and enjoyment of all of
w the Owners of any portion of the Property with non-exclusive access to and use of such Common
Areas in common with the Declarant;
�«�:�
a
E��-i;�31T TO .��c� "
�-
Pag� ...�i.�.. o�
WHEREAS, Declarant intends to establish certain non-exclusive easements
related to the infrastructure, to Common Areas, and/or to amenities to be constructed in the
Common Areas in the Project and to provide for the maintenance,preservation, and repair of
such Common Areas and related infrastructure,personalty, fixtures and other improvements
including replacement of same when and as necessary and for the sharing of costs of same by the
Declarant and by all other Owners of any part of the Property;
�t.
:...�'
'°�a� WHEREAS, Declarant intends to provide for the creation of an entity to which it
can delegate and assign, and which, upon such delegation and assignment, will assume the power
`` and authority of the Declarant for maintaining and administering the Common Areas and
� administering and enforcing the covenants, easements and other provisions hereof and collecting
and disbursing assessments from Owners for such maintenance, administration and enforcement;
�;:,^
.. NOW, THEREFORE, Declarant hereby declares and consents that the Property is
and shall be held, owned, transferred, conveyed,mortgaged, encumbered, leased, rented, used,
� �� occupied, improved and otherwise disposed of subject to the covenants, conditions, limitations,
;�::s:
rv�: reservations, easements, charges and liens set forth herein.
ARTICLE I
DEFII�TITIONS
Unless the context shall prohibit or otherwise require, each of the following words
or terms whenever used herein with an initial capital letter shall have the following meanings:
1.01 "Ap�rove", "Approved" Or"Approval" shall mean, as to the subject
matter thereof, an express approval or consent contained in a written statement signed by the
Person whose approval or consent has been requested or is required, the granting of which
approval, unless otherwise provided herein, shall be discretionary with such Person.
1.02 "Architectural Control Committee" shall mean the Architectural Control
Committee which Declarant intends to hereafter create pursuant to the Restrictive Covenants.
1.03 "Articles of Incorporation" shall mean the Articles of Incorporation of the
Association, as same may be amended from time to time.
1.04 "Assessment" shall mean, unless otherwise expressly provided herein, an
Owner's share of the Common Area Expenses from time to time assessed hereunder in the
manner herein provided against the Lot owned by such Owner.
1.05 "Association" shall mean the Georgia non-profit, nonstock membership
corporation to be hereafter organized as provided in ARTICLE X below, and its successors and
assigns, which Association will be named Northfield Owners Association, if that
y 2
E��z�:ilT.....,6:�, TO � � - �
P��g _:�._ t�$w�����
corporate name is then available, or, if such corporate name is not then available, such similar
name which then may be available for use.
1.06 "Board" Or "Board of Directors" shall mean the Board of Directors of the
Association.
��.
1.07 "By-laws" shall mean the By-laws of the Association, as same may be
- amended from time to time.
;.
���'� 1.08 "Commencement Date" shall mean the date on which the first Lot is sold
��'� or leased by Declarant to a Person,regardless of whether such Person is affiliated with the
_<.
�";� Declarant.
^.;.
''� 1.09 "Common Area" or"Common Areas" shall mean the Initial Common
"' Areas and all other real property now or hereafter used for the common benefit and enjoyment of
F,,:
�' the Owners, as designated at any time and from time to time by the Declarant by amendment to
,�,;
��� this Declaration or b an other method authorized in this Declaration. A Common Area ma be
�:: Y Y y
�" owned by the Declarant ar by any other Owner(s). Any Common Area, regardless of whether
same is designated herein as such or is hereafter so designated by the Declarant, may be
expanded, contracted, reconfigured, relocated or withdrawn by the Declarant, as authorized by,
and subject to the limitations set forth in, Section 3.02 hereinbelow. Unless otherwise expressly
provided herein or in any other instrument hereafter executed by Declarant and recorded in the
Tarrant Records for the purpose of designating additional Common Areas, the Owners,by virtue
of this Declaration or any such future designation shall have only easement rights in, to and with
respect to the Common Areas (subject to the covenants, conditions, limitations, reservations,
easements, charges and liens set forth herein) and not fee simple title thereto.
1.10 "Common Area Amenities" shall mean any Improvements hereafter
constructed in any Common Areas which result in the beautification of the Common Areas,
make the Common Areas safer for Owners and their Permittees, or enhance or facilitate the use,
benefit and enjoyment of the Common Areas to Owners and their Permittees, which may include
ponds, fountains,pools, lighting, sitting areas,jogging paths, exercise areas, sidewalks,
walkways,parks, greenbelt areas, landscaping and/or other improvements.
1.11 "Common Area Expenses" shall mean the costs and expenses incurred or
paid by the Declarant for the maintenance,beautification,repair,replacement and operation of
the Common Areas, the enforcement of the Restrictive Covenants, the enforcement of the
Development Guidelines, and other Common Area related expenses as more fully described in
Section 6.02 hereinbelow.
1.12 "Declarant" shall mean Northfield, L.P., a Georgia limited partnership, and
its successors and assigns and shall include Bayerische Landesbank or any other holder of the
loan secured by the Bayerische Landesbank Mortgage if Bayerische Landesbank or such other
3
EX�•�;�IT x'� TO
P�gg r of
holder forecloses the Bayerische Landesbank Mortgage and the Deed Under Power of Sale
recites that Bayerische Landesbank or said other holder, as the purchaser at such foreclosure, has
assumed the duties, obligations and liabilities of Declarant under this Declaration and under any
then existing Restrictive Covenants or any Person designated by Northfield Limited Partnership
as a successor or assign by specific assignment of Declarant's rights,powers and privileges who
�:=K: assumes Declarant's duties, obligations and liabilities under this Declaration and under any then
�` existing Restrictive Covenants pursuant to Section 9.01 hereinbelow.
,.;
1.13 "Declaration" shall mean this Declaration of Easements and Agreement for
'' Common Area Maintenance for Northfield Distribution Center and all amendments hereto, as
' permitted hereunder, filed in the Tarrant County Records.
4.,:.
i'..'�
1.14 "Development Guidelines" shall mean the Development Guidelines from
. time to time adopted by the Architectural Control Committee pursuant to and in accordance with
" the Restrictive Covenants.
<�;:
;'�::
:��:
1.15 "Foreclosures" shall mean, without limitation, (a)the judicial foreclosure
of a Mortgage, (b)the exercise of a power of sale contained in any Mortgage, (c) conveyance of
any property encumbered by a Mortgage in lieu of foreclosure thereof, or(d) any action
commenced or taken by a lessor to regain possession or control of property leased to a lessee in a
transaction commonly known as a "sale/leaseback."
1.16 "Governmental Authoritv" shall mean the United States of America, the
�W� State of Texas, the County of Tarrant, and any municipality hereafter having jurisdiction over the
Property and any agency, department, commission,board,bureau or other instrumentality of any
of them.
1.17 "Governmental Re�ulation" shall mean any law, statute, ordinance, order,
rule or regulation applicable to the property, to any Lot or to any other portion of the Property
and issued or promulgated by any Governmental Authority.
1.18 "Tarrant Records" shall refer to the real property records in the Office of
the Clerk of the Superior Court of Tarrant County, Texas.
1.19 "Improvement" Or "Improvements" shall mean,with respect to any Lot:
(a) any building, structure, or construction which may affect the appearance of such Lot,
including, but not limited to, all land preparation or excavation, sewer facilities and other
utilities, landscaping,buildings,whether fully or partially enclosed,parking structures,parking
areas, exterior paint or material colors (railroad or any other), trackage, fences, walls, exterior
screening,poles, towers, antennae, aerials, lighting, driveways,ponds, lakes, fountains,
swimming pools, tennis courts, decks,benches, and other exterior furniture, walkways,
sidewalks,jogging paths, exercise equipment,pipes, lines,wires, signs, glazing or reglazing of
exterior windows, exterior communications equipment and facilities, and any construction which
�..�, 4
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affects the exterior color or appearance of any building or structure or any other temporary or
permanent improvement to the Lot, including both original improvements and all later
;��,,,�
replacements, rebuilding, changes or alterations and includes improvements that may be
stationary or moveable, or that may be above, on or below ground level; (b) any excavation, fill,
ditch, diversion, dam, or any thing or device which alters the natural flow of any water in any
--�° natural or artificial drainage channel from, or upon, any other Lot; (c) any change in the grade of
.._;.
�,r` any Lot more than six inches (6") from that existing at the time of purchase by an Owner; and(d)
any slope or embankment on any Lot which slope or embankment is adjacent to or bordering on
any public or private roadway.
;:E
1.20 "Initial Common Areas" shall mean(a) all road right-of-way (easement)
-�';' areas shown on the Phase I Site Plan and designated thereon as Common Areas; (b) all utility
'�''� easement areas shown on the Phase I Site Plan and designated thereon as Common Areas; and(c)
�-� all other Common Areas, if any, as shown on Phase I Site Plan and designated thereon as
�-� Common Areas.
� :.
�:�
S'':.
° 1.21 "Lot" shall mean: (a) any parcel of land shown on any plat(subdivision or
:�a:
otherwise) hereafter recorded by Declarant in the Tarrant Records covering any portion of the
Property; (b) any parcel of land(in the Property)the size,boundaries and dimensions of which
are established by the legal description of such tract contained in a recorded deed conveying title
to such tract from the Declarant to any other Person; (c) any parcel of land, the size,boundaries
' and dimensions of which are established by the legal description of such tract contained in a
written amendment to this Declaration which amendment is executed by the Declarant and
� recorded in the Tarrant Records, which expressly designates such tract as a"Lot" for purposes of
this Declaration(if separate "Lot" status is desired for any portion of the Property and Declarant
is then the Owner of such portion); and(d) as to those portions of the Property then owned by
Declarant and in the absence of specific designation of separate Lot status, all contiguous
portions of the Property then owned by Declarant(shall be deemed to be one Lot).
1.22 "Member" shall mean any Person then holding a membership in the
Association, including Declarant.
1.23 "Mortga�e„ shall mean a mortgage, deed to secure debt, deed of trust,
other similar security instrument hereafter duly recorded in the Tarrant Records, conveying a lien
upon or security title to any Lot or any other portion of the Property, or any improvements
thereon, or any lease of any Lot or any other portion of the Property, or any improvements
thereon, in a transaction commonly known as a"sale/leaseback."
1.24 "Mort�agee" shall mean the holder of any Mortgage.
1.25 "Mort ag��or„ shall mean any Owner who has granted a Mortgage to a
Mortgagee.
�.,. 5
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1.26 "Owner" shall mean any Person or Persons owning from time to time in
fee simple title to any portion of the Property, as shown by the Tarrant Records, provided,
however, that:
(a) The Mortgagor, not the Mortgagee, of a Lot or of any other portion
of the Property shall be deemed to be the Owner of such Lot or other portion of
;^:a, the Property, unless (i)the Mortgagee is a"mortgagee in possession" following a
�� default under such Mortgage or has excluded the Mortgagor from possession of
rr=� the Lot or other portion of the Property by appropriate legal proceedings
� � following a default under such Mortgage or has acquired fee simple title to a Lot
�"':
�� of such other portion of the Property by Foreclosure and(ii)has so certified to the
� Declarant in writing;
�;�s: (b) Individual tenants or lessees of any Lot or any portion of any Lot
;�';= or any other portion of the Property shall not be deemed to be an "Owner" thereof,
- unless otherwise agreed by the fee simple or remainder title holder of such Lot or
��:.
portion of such Lot or of such other portion of the Property.
��' (c) "Owner" shall include the Declarant so long as Declarant retains
ownership of any portion of the Property.
1.27 "Pedestrian Improvements" shall mean any jogging trail, exercise course,
" walkway, sidewalk and any other or related amenities (intended to be used by pedestrians)
hereafter constructed or installed from time to time on any portion of the Property which is
� herein or hereafter designated by the Declarant as a Common Area.
1.28 "Person" shall mean any natural person, corporation,partnership,joint
venture, cotenancy,business trust, real estate investment trust, trust,banking association, federal
or state savings and loan association, governmental authority or any other legal entity.
1.29 "Permittee" shall mean any Person who is a tenant, subtenant, successor,
or assignee of an Owner, and any partner, officer, agent, employee, licensee, guest, invitee,
independent contractor, or Mortgagee of an Owner or its tenants, subtenants, successors, or
assignees.
1.30 "Northfield Site Plan" shall be that certain Site Plan for the Northfield
Proj ect,prepared by Nathan D. Maier, dated Apri123, 1998, a copy of which is attached hereto
as Exhibit "B" and is incorporated herein by this reference.
1.31 "Project" shall mean the Property and the infrastructure and Common Area
Amenities Declarant intends to construct on the Property, which Property Declarant intends to be
developed and operated as a first-class business park known as Northfield Distribution Center.
1.32 "Propert� shall mean that certain real property located in Tarrant County,
6
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_,_ Texas and more fully described on Exhibit "A" attached hereto and incorporated herein by this
reference, together with such additional real property as may be annexed by the Declarant to, and
���
subjected by the Declarant to, the provisions of this Declaration in accordance with Section 11.01
hereinbelow. If the Declarant exercises its right under Section 11.01 hereinbelow to withdraw or
release from this Declaration any real property previously subjected to this Declaration, then,
��`}° after the recordation of a plat or an amendment to this Declaration in the Tarrant Records
�,� effecting any such withdrawal, the term "Property" shall not be deemed to include any such
;��;
��;:g withdrawn real property.
�
<�:
,.� 1.33 "Restrictive Covenants" shall mean any Declaration of Restrictive
Covenants which Declarant may hereafter record in the Tarrant Records related to any Lot ar any
C'rv;
�u=° other portion of the Property, as same may be amended from time to time. Declarant anticipates
�;;:
k:: subjecting each Lot in the Property to Restrictive Covenants immediately prior to the conveyance
, :=
'`�'` or lease of such Lot to any other Person.
.>;:.
,�:,, 1.34 "UtilitY Connections" shall mean lateral utility lines and related facilities
=��-�{ for connection of Improvements on any Lot or any other portion of the Property to any Utility
Lines.
1.35 "Utilitv Lines" shall mean(trunk)utility lines and related facilities,
including,without limitation,potable water, gas, electric, telephone, cable television,water fire
„ lines, storm sewers, sanitary sewers and combined storm/sanitary sewers which, from time to
time, may be located in any Common Areas.
.:�
Terms used elsewhere in this Declaration which are not defined in this ARTICLE
shall have the meanings given to them elsewhere in this Declaration.
ARTICLE II
PURPOSE
2.01 Status of Ownership. As of the effective date of this Declaration the
Declarant is the Owner of the entirety of the Property, and Bayerische Landesbank is the holder
of a Mortgage encumbering the entirety of the Property,which Bayerische Landesbank Mortgage
is recorded in Volume 13514, Page 330, Tarrant Records. There are no other Mortgages
affecting the Property or any portion thereof.
2.02 Contemplated Improvements.
(a) The Declarant intends to improve the Property in phases or stages by
constructing certain infrastructure facilities, including streets and Utility Lines, as
well as other certain Pedestrian Improvements and certain other Improvements in
Common Areas. The Declarant anticipates selling and/or leasing Lots in the
,��.. �
E��;A-;;3�T� TO .�c� '
P��y� � of �����
Property to other Persons, some of whom may be affiliated with the Declarant,
which other Persons are expected to construct and operate on such Lots office
buildings, combined office/warehouse facilities and other buildings which may be
used for any lawful purpose permitted by the then applicable Restrictive
Covenants and applicable zoning laws. The Declarant will not be obligated to
�-�, require, as a condition to selling any Lot to any Person, that the purchaser or any
-"' other Person contractually commit to construct Improvements on the Lot within
any specified time period. The Declarant,however, on a case by case basis, may
reserve an option to repurchase any Lot if construction of Improvements thereon
'" is not commenced andlor completed within specified time period(s). The
��r:; reservation of any such option and the exercise of any such option shall be wholly
;', within Declarant's sole discretion.
;:��
�'.: 2.03 Purpose. This Declaration is made to designate the Initial
Common Areas, to create and establish certain easements related to the Initial Common Areas
.�,.
for vehicular and pedestrian traffic and utilities services for the benefit of Owners and of the
Property, to create mechanism and procedures by which additional Common Areas may be
" hereafter designated and related easement rights for the benefit of Owners and of the Property
may be created, to provide for the orderly maintenance, administration and use of Common
Areas, to preserve and enhance the economic value of the Property and of Improvements which
may be hereafter constructed thereon from time to time, and to provide for the future creation of
an Association to which the Declarant may hereafter delegate and assign its rights and duties
under this Declaration and to which the Declarant may hereafter convey all or portions of the
����� Common Areas.
ARTICLE III
DESIGNATION OF LOTS AND COMMON AREAS
3.01 Desi�nation of Lots.
(a) So long as Declarant owns any portion of the Property,Declarant shall
have the right and power,but not the obligation,with respect to any Lot or any
other portion of the Property then owned by Declarant to subdivide any such Lot
or any such other portion of the Property and/or otherwise to create and convey
Lots in the Property subject to this Declaration. Designation of Lots by Declarant
may be accomplished by any of the following means:
(i) Declarant may cause a plat or plats to be prepared of the
parcel or parcels Declarant desires to designate as a Lot or Lots and file
same in the Tarrant Records;
(ii) Declarant may convey by deed to any Person(other than
8
Ez;��;�iT� T0. .������, ,
Pag� ,.�_ of .����
Declarant) a portion of the Property which portion shall thereby become
and constitute a Lot.
(iii) Declarant may execute and file in the Tarrant Records an
amendment to this Declaration wherein new Lots, as described in said
�;;:;: amendment, may be created from any portion of the Property then owned
�,�`a� by Declarant.
.r,:.
(b) Declarant, but not any other Owner of any Lot or any other portion of
4`'' the Property, shall have, and hereby expressly reserves the further right and
��!: power,with respect to any Lot or any other portion of the Property then owned by
�': Declarant, to withdraw the designation of any part of the Property as a Lot or
Lots, to redesignate previously designated Lot(s) as a Lot or Lot(s)having
���..:� different boundaries and configurations from those previously described and to
divide or subdivide a Lot or any portion thereof into two (2) or more Lots. To
accomplish such withdrawal, redesignation,reconfiguration and/or subdivision of
- a Lot or Lots, Declarant may either record a plat, as provided in Section 3.01 (a)
�' (i) above,which plat shall expressly refer to any other related plat previously filed
in said Tarrant Records as being superseded either in whole or in part by said new
plat or, as provided in Section 3.01(a) (iii) above, execute and record in the
Tarrant Records an amendment to this Declaration for said purpose describing
such changes. Notwithstanding any contrary provision of this Section 3.01, the
hereinabove reserved rights and powers of the Declarant to withdraw any Lot
r designation, to redesignate or reconfigure any lot and to subdivide any lot or
portion thereof shall not empower or permit the Declarant unilaterally to modify
any boundary line of any Lot then owned by a Person other than Declarant
without the express written consent and joinder of such other Person.
3.02 Desi�nation of Common Areas.
(a) The Initial Common Areas are hereby designated by the Declarant as
Common Areas for purposes of this Declaration.
(b) Declarant shall have the right and the power,but not the obligation, at
any time and from time to time, at its cost and expense, to designate as additional
Common Areas any part of the Property which is then owned by Declarant or any
other property fee title to which is not owned by Declarant but in which other
property Declarant has easement rights which are appurtenant to any of the
Property, to withdraw the designation of any portion of the Property as a Common
Area or a portion thereof, to modify the configuration of, to increase or reduce the
area contained within any previously designated Common Area and/or to relocate
any Common Area all without the joinder or consent of any other Owner being
required,provided,however, if any such reconfiguration, increase of or relocation
9
��;;�:;3�T� TO
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of any Common Area should cause any portion of any Lot which is not owned by
the Declarant to become a Common Area or a portion thereof, the Approval of
such other Owner shall first be obtained before any such reconfiguration, increase
or relocation may expand the location of any Common Area onto, or burden, any
portion of such other Owner's Lot.
.=��:
._�.
"`a' (c) To accomplish any such designation of additional Common Areas,
a�_:;
withdrawal,reconfiguration, increase, decrease or relocation of any Common
�`': Areas, Declarant may record in the Tarrant Records either an amendment to this
�, Declaration describing, or a plat showing, the boundaries of the Common Areas
;-�:
°;� so designated,withdrawn, reconfigured, increased, decreased or relocate . y
�a' such plat shall expressly refer to any related plat previously filed in said Tarrant
�"� records as being superseded either in whole or in part by said new plat.
��_;;
�� (d) If Declarant so decreases,reconfigures, relocates or withdraws any
previously designated Common Area or portion thereof and that portion of the
Property which thereupon ceases to be a Common Area is then owned by an
Owner other than the Declarant, the Declarant shall deliver to such other Owner a
quitclaim deed duly executed by Declarant, transfemng, conveying, and assigning
to such other Owner all of Declarant's rights, title and interest in and to such
affected portion of Property.
(e) The withdrawal or release of any portion of the Property(which is
�:..a then owned by the Declarant and regardless of whether security title to such
portion of the Property has been conveyed by a Mortgage) from the designation as
a Common Area shall not preclude the Declarant from subsequently
redesignating, and the Declarant hereby expressly reserves the right and power to
so redesignate, all or part of such affected portion of the Property as an additional
Common Area, unless the Declarant hereafter expressly and in writing waives its
right and power to redesignate such portion.
(fl Notwithstanding any contrary provision hereof, no withdrawal or
release of any portion of the Property from its prior designation as a Common
Area,nor any reconfiguration, decrease or relocation of any Common Area, shall
deprive any Lot of vehicular and/or pedestrian access or of access to Utility Lines
to service such Lot unless the Owner of such Lot and all Mortgagees of such Lot
consent in writing thereto; the route of access for vehicular and/ar pedestrian
traffic andJor for utilities to any particular Lot,however,may be relocated at
Declarant's expense in connection with any such withdrawal,release,
reconfiguration, increase, decrease or relocation of any Common Area. Whenever
Declarant designates or redesignates any portion of the Property as Common
Area, modifies the configuration of any Common Area, relocates any Common
� � Area or reduces the area contained within any Common Area,Declarant shall give
�°" 10
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P��;� qf ......
notice of such action to each Owner. Each Owner shall be solely responsible for
immediately notifying each of its Permittees (who may be affected by any such
change) of such change.
3.03 Consent of Holder of Baverische Mort�a�e. Notwithstanding any contrary
�°�' provision of Section 3.01 or Section 3.02 hereinabove, no portion of Property may be designated
_�:
by Declarant as a Lot or as Common Area(s)without the prior written consent of the then holder
�::: of the Bayerische Landesbank Mortgage so long as said Mortgage remains unsatisfied of record,
k;? which consent shall not be unreasonably or untimely withheld and shall be set forth on the
- recorded instrument or plat which evidences such designation by Declarant.
'�.;:a
�.-,.
�..:� ARTICLE IV
'�`��� GRANT AND RESERVATION OF EASEMENTS OVER,
�'`� AND USE OF. COMMON AREAS
,�
m.,.
�.;:
�;�:: 4.01 Grant of Easements Over Common Areas. The Declarant hereby grants to
'��' each Owner and their respective Permittees the following perpetual,nonexclusive rights,
a_..
privileges and easements in and to the Common Areas,which rights,privileges and easements
shall be appurtenant to and shall pass with the title to every Lot,provided, however, that said
rights,privileges and easements are subject to the reservations, covenants, conditions,
limitations, liens and charges set forth in this Declaration and the rules and regulations hereafter
- established by Declarant in accordance with this Declaration and to any then applicable
Development Guidelines which have been promulgated by the Architectural Control Committee
�. � pursuant to any then applicable Restrictive Covenants:
(a) For vehicular access, ingress and egress to and from and across all
roads, driveways, and parking lots from time to time located in Common Areas
and for parking in any such parking lots;
(b) For pedestrian access, ingress and egress to and from an over and
across all roads, driveways,parking lots, sidewalks,walkways,parking areas,
bicycle paths,jogging trails, exercise courses,park areas and any other Pedestrian
Improvements from time to time located in Common Areas and for recreational
usage of any parks and Pedestrian Improvements for their intended purpose;
(c) For the placement, construction and connection of Utility Connections
in any Common Areas for the purpose of serving any Lot with utilities services
from Utility Lines from time to time located in any Common Areas and,
thereafter, for the use,maintenance and repair, replacement and inspection of such
Utility Connections and Utility Lines in the Common Areas,provided, that no
excavation, construction of,placement of, use of or relocation of any utility
connections and/or Utility Lines shall be made or performed by any Owner unless
and until any Approvals which may then be required from the Architectural
� 11
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Control Committee pursuant to any then applicable Restrictive Covenants, from
any applicable Governmental Authority, and from any applicable private (i.e.,
nongovernmental)provider of utilities services have first been duly obtained by
the Owner; and
,`;:a; (d) For the construction, installation, maintenance, repair, replacement,
"1 relocation and inspection of one curb cut(or such greater number of curb cuts as
�;' may be pernitted by then applicable Governmental Regulations and by any then
applicable Restrictive Covenants) and driveway(s) connecting with any paved
�" road located in any Common Area abutting the Lot of an Owner,provided,
however, that no excavation for, or construction of or relocation of any such curb
?��; cut(s) andlor driveway(s) shall be made or performed by any Owner unless and
`�= until any Approval then required from the Architectural Control Committee
�, pursuant to any then applicable Restrictive Covenants has first been duly obtained
by the Owner.
r-
The foregoing rights,privileges and easements of each Owner and its Permittees shall be
� exercised in common with Declarant, the Association(if it shall then exist) and all other Owners
and their Permittees. The exercise of any construction rights,privileges and easements by any
Owner or his Permittee pursuant to Sections 4.01(c) and(d)hereinabove shall be at such
Owner's or Permittee's sole cost, expense and liability, and, following such exercise, such
- Owner or Permittee shall restore any portion of Common Areas affected thereby to no less than
its condition and appearance prior to such exercise.
4.02 Reservation of Rights and Easements. The nonexclusive rights,privileges
and easements granted to all Owners and Permittees in Section 4.01 above shall be subject to,
and shall be limited by, the following easements and other rights and privileges hereby reserved
by Declarant,which reserved easements and rights relate to and are for the benefit of portions of
the Property from time to time owned by Declarant and are in addition to all rights,privileges
and easements which Declarant is entitled under Section 4.01 hereinabove by virtue of being an
Owner:
(a) The right,privilege and easement to construct, install, maintain,repair,
replace, remove,relocate and use Improvements (including,without limitation,
roads, driveways,parking areas,Utility Lines, drainage facilities, retention walls,
plantings, landscaping, and Pedestrian Improvements) on, in, under, or across all
or any part of, and within the boundaries of,the Common Areas.
(b) The right,privilege and easement to connect to sanitary sewer and
other Utility Lines located in any Common Areas to provide utility services to any
portion of the Property and, subject to any applicable Development Guidelines, to
. 12
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P��s of �..����_..
provide storm drainage and runoff from any portion of the Property to storm
sewer inlets located in any Common Areas.
�f,v
(c) The right and privilege to exercise such security measures with respect
to the Common Areas as the Declarant may deem necessary or appropriate, the
��p cost of which shall be Common Area Expenses.
���a�
�_m;.
r,; (d) The right and privilege to prohibit any Owner and any of its
g': Permittees from using any of the Common Areas if any Assessment owed by such
--�, Owner is not paid when due,provided,however, that no such Owner or any of
F�= such Owner's Permittees shall be denied the right of vehicular or pedestrian
_:..;- access, ingress or egress over any road, driveway or parking area in any Common
'�;` Area which may be necessary for access to such Owner's Lot, nor the right of
�;s
� pedestrian access, ingress or egress over any sidewalk, walkway, road, driveway
� or parking area which may be necessary for pedestrian access to such Owner's
� Lot,nor the right to exercise and use any of the utilities easements hereinabove
-,,:
w�'� granted to provide utility services to any Improvements on any such Owner's Lot.
(e) The right and privilege of the Declarant to make and establish, and to
amend, from time to time such rules and regulations as Declarant may deem
proper governing the use of the Common Areas by Owners, Permittees and other
, - Persons.
�„., (fl The right,privilege and easement to enter at any time, without being
liable to an Owner or to any Owner's Permittees for trespass, upon any portion of
the Common Areas to enforce the provisions of this Declaration, to initially
construct Improvements to be located within any Common Area, to replace,
maintain or repair any Improvements located within any such Common Areas, to
perform any other duties hereunder or to exercise any other rights, powers or
privileges created or reserved in this Declaration.
(g) The right of the Declarant to designate additional Common Areas, to
reconfigure, increase, decrease and/or to relocate Cammon Areas andlor withdraw
the designation of any portions of the Property as Common Areas as provided in
Section 3.02 above and subject to the limitations set forth in said Section. If, as a
result of any such reconfiguration, increase, decrease, relocation and/or
withdrawal of designation of any such Common Areas, any portion of the
Property which was theretofore a part of a Common Area ceases to be a Common
Area, the easement rights hereinabove granted by Declarant to the Owners and
their Permittees with respect to any such released or withdrawn portion of the
Property shall automatically cease and terminate and be of no further force and
� _.
effect.
"'� 13
EX�-�;�iT� �'0 �`�
P�y� p� .���,�.�.�
(h) The perpetual and exclusive right,privilege and easement(but not the
obligation)to erect, maintain,relocate and remove within any of the Common
Areas any one or more sign or signs identifying the Project or any portion thereof,
including any portion thereof owned or used exclusively by Declarant or any other
Owner.
';;
._,.
:� (i) The right to convey any Common Areas owned by the Declarant to the
Association.
��x� (j) The right to convey or dedicate to any Governmental Authority any
?;,;: portion of Common Areas owned by Declarant, including,by way of illustration
:;:.
only, and not by way of limitation, those portions which are used or intended to be
'"' used as roads or utilities rights-of-way.
�;..;�
= 4.03 Reservation of Rights and Easements for the Association. The Declarant
T==: hereby reserves, for the use,benefit and enjoyment of the Association, in connection with the
�� carrying out by the Association of its rights and duties under this Declaration(after the Declarant
;;,_,.
assigns to the Association, as hereinbelow provided, all Declarant's then existing rights,powers
and privileges and the Association assumes all of the Declarant's duties, obligations and
liabilities under this Declaration), the non-exclusive right,privilege and easement to enter upon
the Property or any portion thereof in the exercise or performance of the rights or duties of the
Association.
4.04 Easement Exercise. In conjunction with the rights,privileges and
easements reserved in Sections 4.02 and 4.03 hereinabove, and/or with the perfortnance of any of
their duties or obligations under this Declaration, Declarant and the Association and their
respective partners, officers, directors, agents, employees, independent contractors, and other
Permittees shall have a right at all reasonable times to enter upon any portion of any Lot to
exercise any of said rights,privileges, and easements hereinabove reserved and to perform any
duties or obligations under this Declaration; provided, however, except in the event of
emergencies (a) advance notice of such exercise shall be given to the Owner of any such Lot, (b)
such rights, privileges and easements shall be exercised in a reasonable manner to minimize
interference with the conduct and operation of any business conducted on any such Lot, and (c)
after each such exercise, all soil,paving and landscaping which is removed or disturbed shall be
promptly replaced and, as nearly as practicable, each Lot shall be restored to its condition prior to
such exercise.
4.05 Limitation on Use of Common Areas. No Owner of any Lot or other
portion of the Property; other than the Declarant, shall use, construct Improvements on, alter,
modify, add to or reduce any portion of any Common Area(s)to which such Owner holds fee
title or any Improvements theretofore located,placed or constructed in, on, above or beneath
such property, except as is expressly permitted in this Declaration or as may be Approved in
writing by the Declarant and, if applicable,by the Architectural Control Committee, nor shall
.��,� 14
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Pags .�.� o� _�.�.�..
any Owner at any time erect or permit to be erected any barrier to interfere in any way with the
access, ingress and egress by Declarant or any other Owner or any of their respective Permittees
on, over or across any portion of any Common Area to which such Owner holds fee title. The
right of Owners and Owner's Permittees to use Common Areas for their intended purposes or
,;�;,, otherwise is subject to limitation by such rules and regulations as Declarant may impose pursuant
,�;;,. to Section 7.01 hereinbelow.
_;;;;
4.06 No Implied Assi�nment of Declarant's Ri�hts, Powers, Privile e�s.
-' Easements or Authoritv. The Conveyance by the Declarant of fee title to any portion of any
� Common Area(as part of a Lot or otherwise)by deed or other conveyance to any other Person
shall not be deemed or construed to constitute a grant or an assignment from Declarant to such
Owner of any of the rights, powers,privileges, easements, reservations and/or authority of the
Declarant as set forth in this Article or elsewhere in this Declaration, all such rights,powers,
� privileges, easements, reservations and authority being expressly reserved by Declarant. Each
�,;" Owner of any Lot or any other portion of the Property,by acceptance of the deed or other
instrument transferring ownership of such portion of the Property from Declarant or any
`�'� successar in title to Declarant,whether or not it shall be so expressed in any such deed or other
instrument, shall take title to such Lot or other portion of the Property subject to the rights,
powers,privileges, easements, reservations, and authority of the Declarant.
4.07 Initial Landsca�ing of Common Areas. Any Common Area or any portion
thereof, whether owned by Declarant or by any other Owner, shall, to the extent Declarant deems
necessary or appropriate,be initially graded and landscaped by Declarant at Declarant's sole
expense and thereafter shall be maintained by the Declarant for the common benefit of, and at the
expense of, the Owners as Common Area Expenses.
4.08 Dedication and Transfer of Easements for Utilities and Roads. The
Declarant shall have the right and power to convey or dedicate all or any part of the Common
Areas which are owned by Declarant(including,but not limited to those Common Areas which
are used or intended to be used for roads and/or utilities rights of ways), together with any and all
Improvements then located on, under or over such Common Areas, to public use and benefit as a
public road(s), utilities rights of way, and/or other public facilities as the case may be. Upon the
acceptance of any such conveyance or dedication by the appropriate Governmental Authority the
road and utilities easements hereinabove granted to the Owners related to those affected
Common Areas shall automatically terminate, if such termination is required by the appropriate
Governmental Authority or if and to the extent the Declarant determines that any easements
hereinabove granted with respect to such affected Common Areas are no longer necessary.
Notwithstanding any contrary provision of this Section 4.08, after a dedication of any of the
Common Areas to such Governmental Authority, if and to the extent that such Governmental
Authority fails to provide the high standard of landscaping and/or maintenance which the
Declarant deems in its discretion to be consistent with the quality standard of the Project as to
such matters as repair, replacement and maintenance of paved areas, curbing, sidewalks,
landscaping and plantings within traffic islands or medians or in planted or grassed areas
" 15
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P�;�� _!�z__ afi .�...�.,
adjacent to curbing or sidewalk areas and within such other portions of such dedicated areas as
may require maintenance, repair or replacement, then such dedicated portions of the Common
�„.�
Areas shall be deemed to still be a part of the Common Areas after such dedication and the
expense of maintenance of such dedicated areas shall continue to be Common Area Expenses
which shall be paid by the Owners pursuant to ARTICLE VI hereinbelow.
:`,.
`,
':�' 4.09 Power to Grant Additional Easements. The Declarant(and the
��;q;
Association) shall have the further right and power to grant easements over and across any of the
r^j� Common Areas for access in ress and e ess to and from an Lot, to ant easements on in,
^�.,;; � g �' Y �' �
� under or across any of the Common Areas for the purpose of installing, replacing, repairing,
�:.;° maintaining and using master television cable antenna system(s), security and similar systems,
;.,:
T ` and any Utility Lines, to permit any Governmental Authority or private provider of utilities
'"T� services to exercise any of the rights and easements reserved in Section 4.02, 4.03 or 4.04, and to
"-'� grant such other easements with respect to any now or hereafter existing Common Areas as the
,;-�; Declarant may deem necessary or desirable.
��, ARTICLE V
��..�.
COMMON AREA MAINTENANCE
5.01 Maintenance of Common Areas by Declarant.
. . (a) The Declarant shall maintain all of the Common Areas (regardless of whether
same are owned by Declarant or by any other Owner(s)) for the common benefit of and at the
,�..� expense of all Owners. All landscaping in, and all maintenance of, the Common Areas shall be
consistent with the operation of the Project as a first-class business park. The Declarant will
maintain all Common Areas in a clean,neat and safe condition and shall remove all trash and
debris therefrom. To the extend Declarant deems appropriate, Declarant shall cause ice and snow
to be removed from roads and driveways,parking areas and sidewalks located in Common
Areas. All landscaping, including grassed and planted areas, as well as all pools,ponds and
lakes, shall be maintained in good and orderly condition; and all plantings within landscaped
portions of the Common Areas shall be replaced or expanded from time to time when and as
deemed necessary by Declarant, by the planting of annual flowers,new shrubbery and/or other
plants. Declarant will inspect,repair,resurface and stripe,when and as deemed necessary by
Declarant, all roads,walkways and sidewalks located in the Common Areas. Declarant will
maintain, operate, repair and replace all Pedestrian Improvements, retaining walls, slope and fill
areas, fountains, irrigation systems, sprinkler systems, and all utilities Lines (but not Utility
Connections and exclusive of any Utility Lines owned or maintained by any Governmental
Authority or by any private provider of utilities services) and other Improvements located in, on
or under the Common Areas and will pay all utilities charges for the servicing of any Common
Areas. The Declarant will purchase, erect, maintain and repair and replace all present and future
Project identification and informational signs within the Common Areas or located elsewhere on
� <,
the Property. The Declarant shall have discretion as to size, appearance and location of all
Project Identification and informational signs,provided, however, if any such sign is located in
"�""' 16
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P�cs a� �.�....
or is to be located in any portion of the Project which is then subject to any Restrictive
Covenants, such signs shall be subject to the Approval of the Architectural Control Committee.
(b) The Declarant may employ such maintenance, security, accounting and
.�� management personnel as Declarant may deem necessary in the performance of Declarant's
'�"' duties under this Section 5.01 and may purchase or rent such equipment as may be needed for
_x.
rT;, such purposes. In performing its maintenance obligations related to the Common Areas,the
�:; Declarant may hire, employ and contract with any Person affiliated with the Declarant and/or
M:
'�' may perform any of the work required under this Section 5.01 by and through Declarant's own
:r employees, so long as services provided by any affiliated Person or by Declarant's own
_;:_;� employees are comparable in quality and cost to similar services which are reasonably available
_ in the vicinity of the Project from unaffiliated Persons. If Declarant's employees perform any of
��;` the maintenance work on the Common Areas, Declarant may treat an equitable portion of their
�' remuneration as Common Area Expense.
.�
+�;� 5.02 No Liabilitv Far Owner's Propertv. The Declarant shall not be liable to
���° any Owner or to any of such Owner's Permittees for loss or damage,by theft or otherwise, of any
property of any such Owner or any of its Permittees which might be stored or placed in or upon
any portion of the Common Areas, such storage or placement being hereby prohibited.
5.03 No Obli�ation To Lend Funds. Declarant, in the performance of its duties
, and obligations under this ARTICLE V or under any other provision of this Declaration shall be
liable only for acts committed in bad faith and for gross negligence. Notwithstanding any
, contrary provision of this Declaration, the Declarant shall under no circumstances be obligated to
take any action hereunder with regard to maintenance or repair any of the Common Areas or to
maintain, repair or replace any Improvements in any Common Areas if and to the extent that the
cost thereof exceeds the funds available to and collected by the Declarant pursuant to its
assessment powers under ARTICLE VI hereinbelow for payment of such Common Area
Expenses. Declarant shall not be liable under any circumstances for failure or inability to collect
any Assessments payable under this Declaration; Declarant will exercise due diligence in seeking
collection of same. Owners,by their acceptance of deeds or other instruments conveying title to
any Lot, shall be deemed to have agreed, severally in accordance with their respective
percentages of liability for payment of Common Area Expenses established by Section 6.09
hereinbelow, to indemnify Declarant and to defend and hold Declarant harmless with respect to
any liability, loss, damage or expense which Declarant may incur or suffer by virtue of its duties
and obligations under this ARTICLE V or under any other provision of this Declaration except
for any such liability, loss, damage or expense suffered by Declarant as a result of Declarant's
gross negligence or its acts committed in bad faith. The Declarant may,but shall not be
obligated to, advance any such funds as may be required to cover any cash deficiency(in
collected Assessments)related to the performance of Declarant's maintenance or other
obligations under this Declaration which advances shall be loans to and for the benefit of the
�s..N
Owners in common,which loans, including interest thereon at the rate specified hereinbelow,
shall constitute Common Area Expenses. Any such loans shall bear interest at a rate equal to the
'�""" 17
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P�;s �� ..,..���.,
_ lesser of eighteen percent(18%)per annum or two percent(2%) above the most recently
announced prime rate of such major national bank in Atlanta, Georgia as may be selected by the
Declarant for a reference rate, as such prime rate may change from time to time, or the maximum
applicable lawful rate, as same may change from time to time. The Declarant may repay any
such loan, including interest thereon, from the next available funds collected by Declarant as
��s^ Assessments under ARTICLE VI below.
.:i
;._,
�;:
F-;:
5.04 No Set-Off Re Maintenance Obli ag tion. No set-off or abatement of
��"?; assessments due and payable under ARTICLE VI below shall be claimed or allowed by any
�.� Owner by reason of any alleged failure of the Declarant to take any action or perform any
function required to be taken or performed by it under this ARTICLE V (or under any other
��.�'� ARTICLE of this Declaration), or for any inconvenience or discomfort arising from the making
''n��� of any Improvements or repairs that are the responsibility of the Declarant under this ARTICLE
�� or from any action taken by the Declarant to comply with any Governmental Regulation, the
� obligation to pay such Assessments under ARTICLE VI being a separate and independent
covenant on the part of each Owner.
� ARTICLE VI
ASSESSMENTS
6.01 Covenant To Pav Assessments. Declarant, for all of the Property,
- covenants and agrees, and each subsequent Owner of a Lot,jointly and severally, for himself, his
heirs, distributees, legal representatives, successors and assigns,by acceptance of a deed or other
instrument transferring ownership of such Lot, whether or not it shall be so expressed in any such
deed or other instrument, covenants and agrees, and shall be deemed to have covenanted and
agreed, as follows:
(a) To pay to the Declarant annual Assessments ("Annual Assessments") on or
with respect to each Lot which shall be fixed, established and collected by the Declarant from
time to time for Common Area Expenses as provided in this Declaration;
(b) To pay to the Declarant special Assessments ("Special Assessments") on or
with respect to each Lot which shall be fixed, established and collected by the Declarant from
time to time for Common Area Expenses as provided in this Declaration;
(c) To pay to the Declarant specific Assessments ("Specific Lot Assessments") on
or with respect to this Lot which shall be fixed, established and collected by the Declarant from
time to time for the purposes and as provided in this Declaration;
6.02 Purpose of Assessments. The Annual and the Special Assessments shall
be assessed, collected and administered by the Declarant and shall be used exclusively for the
promotion of the health, safety, security,welfare,benefit and enjoyment of the Owners and their
Permittees for the improvement, maintenance,beautification, repair,replacement and operation
18
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of the Common Areas, the enforcement of the Restrictive Covenants, the enforcement of the
� Development Guidelines, the reimbursement of the Declarant of any funds advanced by the
�.,;�
Declarant as loans under Section 5.03 above, including interest thereon as therein provided, the
costs of organization of the Association when same is required pursuant to Section 10.01 or
Section 10.02 hereinbelow, and, after the Declarant has transferred and assigned to the
°�'�� Association the DeclaranYs rights,powers and privileges and duties hereunder and the same have
�..�.
x:, been assumed by the Association, the payment of operating costs and expenses of the
''�° Association. Such Assessments may be imposed, for example, to pay for the following:
^.J:
a`1.
{:.1'
.� (a) Utility charges for utilities serving the Common Areas and charges for other
�.;� common services for the Common Areas, including,without limitation, trash collection and
`=-;� security services, provided,however,that Declarant under no circumstances shall be obligated to
�,�:
�"'' provide security services for any particular Lot ar any particular Owner, each Owner shall have
�' sole responsibility for providing such security services as he may desire for the benefit of his
::t
=�� own particular Lot;
�;; (b) Premiums for comprehensive general liability,property damage and such
� other insurance as the Declarant may deem appropriate from time to time related to the Common
Areas;
(c) The expenses of maintenance, operation and repair of the Common Areas,
, , including,without limitation, costs of labor, equipment and materials incurred in connection
therewith;
k (d) Ad valorem real and personal property taxes assessed against any of the
Common Areas which are owned by the Declarant(the payment of ad valorem taxes on any
portions of the Common Areas which are owned by Owners other than the Declarant shall be the
sole obligation of such Owners);
(e) Principal and interest with respect to any loan advanced by the Declarant
pursuant to Section 5.03 above;
(fl Costs of collecting Assessments;
(g) Such other expenses as Declarant may determine from time to time to
constitute expenses properly chargeable to the Common Areas, including, without limitation,
taxes, utility charges and other governmental charges not separately assessed against individual
Lots;
(h) The establishment and maintenance of a reasonable reserve fund or funds for
(i) working capital, (ii)maintenance,repair and capital replacement of those portions of the
�,�
Common Areas and Pedestrian Improvements and other Improvements thereon and which must
be repaired or replaced on a periodic or other basis and(iii) to cover unforeseen operating
'� 19
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contingencies or deficiencies arising from unpaid Assessments or liens, as well as from
emergency expenditures which may be incurred and authorized from time to time by the
Declarant with respect to the Common Areas.
6.03 Annual Assessments. Except as otherwise provided hereinbelow, each
=�a" Annual Assessment shall be imposed on a calendar year basis. The Declarant shall determine the
�
=�T; amount of each year's Annual Assessment based on Declarant's projection of Common Area
°'`=�� Expenses for that year. The Declarant's determination shall be final and binding on all Owners.
_, The First Annual Assessment shall be imposed with respect to the period beginning on the
- Commencement Date and ending on, and including, the 31st day of December in the same
`�--a� calendar year. If the Commencement Date is a date other than January 1, then the initial Annual
f-a� Assessment shall be based on Declarant's projection of Common Area Expenses for the period
��,
;,;s�
from and including the Commencement Date through and including December 31 in the same
"' calendar year.
x'��� 6.04 Special Assessments. In addition to the Annual Assessments authorized
'��<` above, the Declarant may assess, impose and collect Special Assessments for Common Area
Expenses in any assessment year and with such frequency as the Declarant may deem necessary
for the purpose of paying, in whole or in part, any unanticipated operating expenses and/or costs
of reconstruction, repair or replacement of any capital improvement within the Common Areas,
including the necessary fixtures and personal property related thereto.
6.05 �ecific Lot Assessments. In addition to the Annual Assessments and
Special Assessments authorized above, the Declarant may, in its discretion, impose, assess and
collect a Specific Lot Assessment against the Owner(s) of a Lot for(a)the repair of any damage
to any pond or lake (for surface water retention or otherwise) or other drainage structure or
facility in the Common Areas which is caused by siltation from the activities of the Owner of
such Lot or such Owner's Permittees or(b)the repair of any damage to any other Improvements
in any Common Area(other than normal wear and tear) caused by the Owner of such Lot or such
Owner's Permittees regardless of where such Common Area is located on the Property. The
Declarant may, in its discretion, levy such Specific Lot Assessment prior to the commencement
of the repairs for which such Specific Lot Assessment is imposed. If the cost of such repair
exceeds the amount of the initial Specific Lot Assessment, then the Declarant may impose an
additional Specific Lot Assessment against the Owner for such excess costs. By way of
illustration only, and not by way of limitation, a Specific Lot Assessment may be imposed for the
repair of any(Common Area) road damage caused by heavy trucks or other construction vehicles
or equipment during construction on any Lot, for the removal of dirt and/or other debris left,
placed, dumped or deposited(inadvertently or otherwise) on any(Common Area)road by any
trucks or other construction vehicles or equipment or as a result of surface water runoff during
construction on any Lot.
e'` 20
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6.06 Due Date Of Annual And Special Assessments.
(a) The Annual Assessment shall be due and payable in full by the Owner of each
Lot no later than the tenth(l Oth) day after receipt by such Owner of notice of the amount of such
Annual Assessment if the Declarant does not in such notice specify a permitted installment
m:=� payment schedule. The Declarant may, in its sole discretion,permit any Annual Assessment to
._.,.
-` be paid on a monthly, bi-monthly, quarterly, or semi-annual basis in lieu of a single payment. If
the Declarant permits any Annual Assessment to be paid on an installment basis, Declarant shall
not be required to give any further notice of installment due dates after the initial notice of same
:.�' and, if the affected Owner elects to pay such Annual Assessment on an installment basis and,
;;-!, thereafter, any such installment is not paid within thirty(30) days after the due date of same as
_�� specified in the Declarant's initial notice of such installation dates, then the Declarant may,
�°:� without further notice to such Owner, accelerate the balance of such Annual Assessment then
Y.
"-�� owed by such Owner.
(b) Special Assessments shall be due and payable no later than the thirtieth (30th)
�::�,: day after receipt by such Owner of notice of the amount of such Special Assessment.
(c) Any Specific Lot Assessment shall be due and payable no later than the
thirtieth (30th) day after receipt by such Owner of notice of the amount of such Specific Lot
Assessment.
6.07 Interest on Delinquent Assessments. Interest shall accrue, after the
applicable payment due date, on any Annual or Special Assessment and on any Specific Lot
Assessment which is not paid on or before the applicable due date for same at a rate equal to the
lesser of eighteen percent (18%)per annum or the ma�cimum applicable lawful rate, as same may
change from time to time.
6.08 Late Char�e. In addition to interest payable under Section 6.07 above
with respect to any delinquent payment due under this ARTICLE VI, the Declarant may impose
and collect a late charge with respect to any such delinquent payment, the amount of which late
charge shall be determined by Declarant, in its sole discretion,provided,however that such late
charge shall not exceed two percent(2%) of the delinquent principal sum.
6.09 Allocation Of General and Special Assessments. All Annual and Special
Assessments shall be allocated prorata among the Owners (including the Declarant) in
accordance with the amount of nonexempt land in the Property owned by each Owner. An
Owner's share of any such assessment shall be determined by multiplying the total amount of the
Assessment by a fraction(a) the numerator of which shall be the acreage owned by such Owner
within the Property(exclusive of any property which is exempt from Assessment liability under
Section 6.12 hereinbelow)rounded to the nearest one hundredth of one acre and(b) the
denominator of which shall be the total acreage of all Owners (in determining such aggregate
"�"� 21
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acreage the acreage of each Owner shall be calculated in the manner described in the preceding
Section 6.09 (a)).
6.10 Adjustment Of Assessments. In the event that any additional real property
,;;; is annexed to and under, or any part of the Property is released and withdrawn from, this
:�;�.
�;;� Declaration as authorized by Section 11.01 hereinbelow, then from and after the date of such
-�,;, annexation or release or withdrawal, as the case may be, the Annual and Special Assessment of
�;..,
��F� all Owners shall be adjusted by taking into account the acreage of the properties so annexed or
:'_; released or withdrawn.
ma
5,..::
�_; 6.11 Assessment Lien.
�..;:
�==q" (a) All sums assessed against any Lot pursuant to this Declaration, together with
��i>
.; late charges and interest as provided herein, court costs,reasonable attorney's fees and other
°'� costs of collection, shall be secured by an equitable and permanent charge on and a continuing
' lien on such Lot in favor of the Declarant which lien shall run with title to each Lot. Such lien
''`:a� shall be superior to all other liens and encumbrances on such Lot except for the following:
(i) Liens of ad valorem and real property taxes;
(ii) A lien for all sums unpaid on a first priority Mortgage, on any second lien
� :v priority purchase money Mortgage, on any Mortgage held by the Declarant, and all amounts
advanced pursuant to any such Mortgage and secured thereby in accordance with the terms
� � thereof, provided, however, that the subordination of the lien for Assessments to the
aforedescribed Mortgage (separately a "Superior Mortgage" and collectively the "Superior
Mortgages") shall apply only to Assessments which have become due and payable prior to a sale
or transfer of such Lot pursuant to a Foreclosure under any Superior Mortgage.
No Foreclosure of any Superior Mortgage shall relieve such Lot from the liability for any
Assessments accruing after the date of such Foreclosure,nor will any such Foreclosure relieve
the Person who owned the Lot as of the date of the Foreclosure from continued personal liability
for payment of all Assessments which accrued with respect to such Lot prior to the Foreclosure.
To evidence the nonapplicability after a Foreclosure of a Superior Mortgage of the lien for
Assessments which accrued prior to such Foreclosure, the Declarant,upon the request of any
Person who acquires a Lot as a result of a Foreclosure of a Superior Mortgage,will execute and
deliver to such Person a quitclaim deed releasing such Lot from the lien(hereinabove created) for
Assessments accrued prior to the Foreclosure. The cost of preparation and of recordation of such
quitclaim deed shall be paid by the Person requesting same from the Declarant.
(b) All Persons acquiring other liens or encumbrances on any of the Lots after
this Declaration has been recorded shall be deemed to have consented and agreed that such liens
R�,��
or encumbrances shall be inferior to such future liens for Assessments, including Specific Lot
Assessments, as are provided herein,whether or not such consent shall be specifically set forth in
`�` 22
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the instruments creating such liens or encumbrances. The Declarant, in its discretion, may
release the Assessment lien or subordinate it in whole or in part to any other lien. No release or
subordination of any Assessment lien shall release any Owner from this personal liability for
payment of any delinquent Assessment or other sums secured by any Assessment lien prior to
such release or subordination.
':::�;
._.,.
.:>
"=� (c) To evidence the Assessment lien, the Declarant shall prepare a written notice
�::
of such Assessment lien setting forth the amount of the unpaid indebtedness, the date when the
: unpaid indebtedness became due, the name of the Owner of the Lot encumbered by such lien and
� a description of the Lot. Such notice shall be signed by the Declarant and shall be recorded in
=�.a� the Tarrant Records. Such lien for payment of delinquent Assessments shall attach with the
:.,.
'��' priority set forth above from the date when such payment became delinquent as set forth in
���� Section 6.06 above. Subsequent to the recording of a notice of an Assessment lien as provided
�;;
�� above, the Declarant may institute suit against the Owner to foreclose the Assessment lien in the
;-�
same manner in which mechanic's and materialman's liens are foreclosed under applicable Texas
F'::s� law, and in addition thereto, or as an alternative thereto, seek a personal judgment against the
K..r
-''� Owner for the amount of the unpaid Assessment,plus interest thereon, late charges, court costs,
reasonable attorney's fees and other collection costs. The aforesaid remedies shall be in addition
to any other remedies available at law or in equity. All remedies shall be cumulative. In any suit
or proceeding related to the collection of any Assessment, the Owner shall be required to pay the
costs, expenses and Declarant's reasonable attorney's fees. The Declarant shall have the power
} to bid on any Lot which is sold at foreclosure or other legal sale as the result of nonpayment of
any Assessment and to acquire, hold, lease,mortgage, convey or otherwise deal with the same.
�� , Notwithstanding any contrary provision of this ARTICLE VI, no notice of any Assessment lien
shall be filed in theTarrant Records and no legal action to foreclose said lien or to otherwise
effect collection of any delinquent Assessment shall be filed prior to the expiration of thirty(30)
days after the date on which Declarant gives notice to such Owner of the amount of the
Assessment.
(d) Upon the written request of any Mortgagee of any Lot, the Declarant will
exercise reasonable efforts to notify such Mortgage of any Assessments which are more than
thirty (30) days delinquent. Any such Mortgagee may,but shall not be obligated to,pay any
delinquent Assessment and related interest, late charges, reasonable attorney's fees, court costs
and other collection costs, and upon such payment Declarant shall assign the Assessment debt,
said related sums and the Assessment lien to such Mortgagee without warranty or recourse.
6.12 Exempt Property. The following property and Persons subject to this
Declaration shall be exempted from Annual and Special Assessments hereunder:
(a) All portions of the Property owned by or otherwise dedicated to any
Governmental Authority;
"`"'" 23
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P�=s;� � q� �.���r��,
(b) The grantee under any conveyance made for the purpose of granting utility
easements; and
(c) All portions of the Property which lie within Common Areas which(i) are
used or intended to be used as roads or(ii) are owned by Declarant and are designated as
'°;� greenbelt or park areas.
,�;_
'� 6.13 Certificate Of Pavment. Declarant, upon receipt of a written request by
;_, any Owner and upon receipt of such reasonable fee as may then be charged by the Declarant,
- within a reasonable period of time thereafter, shall issue and furnish to such Owner or to such
p.;- other Person as may be designated by the Owner a written certificate stating that all Assessments
-,.
' '� due under this Declaration with respect to the Owner's Lot, including applicable late charges,
'` interest, attorney's fees, court costs and other collection costs, if any, have been paid in full with
r..;a
��° respect to such Lot as of the date of such certificate or, if any such Assessments, interest,
zs�,. attorney's fees, court costs or any other collection costs have not been paid, setting forth the
;;�::: amount and type of sums then due and payable. Any such certificate, when duly issued as herein
a;�' provided, shall be conclusive and binding with regard to any matter therein stated as between the
Declarant and any addressee thereof other than the requesting Owner, provided that such
addressee reasonably, and in good faith,relies on such certificate. Notwithstanding any contrary
provision of this Section 6.13, if the Declarant fails to issue such certificate within fifteen (15)
business days after Declarant's actual receipt of a request for same and of the applicable fee for
issuance of such certificate, it shall be presumed that there are no unpaid Assessments or other
lienable sums related to the Lot as to which the request was made.
6.14 Separate Account. All funds received by the Declarant for payment of
Assessments under this ARTICLE VI shall be held separate and apart for Declarant's general
funds and shall be held in trust for the benefit of the Owners for the purposes and uses specified
herein. The Declarant shall maintain appropriate records of all Assessments and of all
expenditures of funds related to maintenance of the Common Areas. Such records shall be open
for inspection by any Owner during normal business hours on reasonable prior written notice and
at said Owner's cost and expense.
6.15 Accumulation Of Funds Permitted. The Declarant shall not be obligated
to spend in any calendar year all the sums collected in any such year by way of Annual
Assessments or otherwise and may carry forward, as surplus, any balances remaining, nor shall
the Declarant be obligated to apply such surplus to the reduction of the amount of the Annual
Assessments in any succeeding year,but may carry forward from year to year such surplus as the
Declarant may deem desirable for payment of unanticipated Common Area Expenses, for
payment of any Common Area Expenses if or to the extent of any shortfall in collections of
Annual or Special Assessments related to the then current calendar year andlor for initial or
supplemental funding of working capital reserves, capital expenditure reserves and other reserves
of the types described in Section 6.02(h)hereinabove.
"""� 24
. �,� ����,-� � i 0 '�,
_.„ .,�:, .,.�. �..'�
��J� ,..�� Q� ... �.,
ARTICLE VII
RULES AND REGULATIONS
7.01 Adoption of Rules. The Declarant, from time to time,may establish,
abolish or amend reasonable rules and regulations for the use of the Common Areas and of the
r:��� Pedestrian Improvements and other Improvements located thereon. Declarant shall give notice
�" of such rules and regulations and/or of any amendments thereto, as the case may be, to each
�'' Owner at least fifteen(15) days prior to the effective date of any such rule, regulation or
w���
�=� amendment thereto, provided,however, that Declarant may make any rules,regulations or
�'""4 amendments thereto effective immediately if such action is necessary, in Declarant's judgment,
�;s due to any emergency situation, to comply with and/or to avoid being in violation of any
Governmental Regulation, or to avoid tertnination of any insurance coverage which Declarant is
�.A: permitted or required to carry under this Declaration as a Common Area Expense. By
�._'; acceptance of a deed or other instrument of conveyance of any Lot, each Owner shall be deemed
'' to have agreed to be bound by all rules and regulations which Declarant may promulgate,
�--:' regardless of whether such deed expressly so provides.
?:a."
±T,�.
+:a:
7.02 Enforcement Of Rules. The Declarant, subject to the provisions of Section
7.01 above, shall have the right and power upon any violation of any rules or regulations duly
adopted by Declarant or any other violation of this Declaration by any Owner or the Permittees
of any Owner to suspend the right of such Owner and the Owner's Permittees to use any
,_—. facilities in any Common Areas except those which are necessary for vehicular and pedestrian
access to the Owner's Lot and for utilities to service the operation of Improvements on such Lot.
„ . Any such suspension of rights may be imposed as long as any such violation shall continue and
for an additional period thereafter which additional period shall not exceed thirty(30) calendar
days.
ARTICLE VIII
ENFORCEMENT
8.01 No Forfeiture. Notwithstanding any contrary provision in this
Declaration, the easements, rights and privileges granted and conveyed in this Declaration are
intended to be independent of any contractual agreements or obligations of any Owner and a
breach or default by any Owner of any duty or obligation under this Declaration shall, not cause
or result in the forfeiture or reversion of any such easements,rights or privileges. Certain
easements, rights and privileges of Owners,however,may be suspended(as provided, e.�., in
Section 7.02), limited(as provided,�, in Sections 4.02, 4.05, 7.01, 7.02 and 11.01) or
terminated (as provided,�, in Sections 4.02(g), 4.08, 6.11(c) (as to the then current Owner)
and 11.01).
8.02 Enforcement By Declarant. The conditions, covenants, easements,
reservations and other provisions contained in this Declaration shall run with the Property and be
�` binding on and inure to the benefit of the Declarant and the Owners of all Lots within the
'�'"" 25
� �-
�:`:: :,"��T i 0 ��.
���� � �� ��.
Property. Violation of any such condition, covenant, easement, reservation or other provision
herein contained shall authorize the Declarant, acting through its agents, employees and/or
independent contractors, to enter at all reasonable times upon any Lot and into any structure as to
which violation,breach or other condition to remedy exists, and to take such actions as may be
necessary to abate, extinguish remove or repair such violation,breach of other condition which
:r�� may exist thereon contrary to the provisions of this Declaration all without being deemed to have
� committed a trespass or a wrongful act solely by reason of such entry and actions, or to institute a
proceeding at law or in equity against the Owner or other Person who has violated or is
attempting to violate any of the conditions, covenants, easements, reservations and other
�' provisions contained herein, to enjoin or prevent them from doing same, to cause said violation
�`"'; to be remedied or to recover damages for said violation or to cause the completion or repair of
- any work required by this Declaration to be completed or repaired.
�..! 8.03 Enforcement Bv Owners. The conditions, covenants, easements,
:' reservations and other provisions set forth in this Declaration may be enforced as herein provided
�� only by the Declarant, or after the Declarant has transferred and assigned to the Association and
�.;;:
==;�' the Association has accepted and assumed such rights and duties,by the Association; provided,
T' however, that if any Owner notifies the Declarant of any violation of any of said covenants,
easements, reservations or other provisions and the Declarant fails to act within sixty(60) days
after receipt of such notification, then, and in that event only, an Owner may separately, at his
own cost and expense, enforce the conditions, covenants, easements,reservations and other
-- provisions herein contained.
� 8.04 No Obligation To Enforce Declaration. The Declarant shall have the
discretion, but shall not be obligated, to take any action to enforce the terms of this Declaration.
8.05 Delav Or Failure. No delay or failure on the part of the Declarant or any
other aggrieved party to invoke or exercise any available right,power,privilege or remedy with
respect to any breach of this Declaration or the rules or regulations promulgated hereunder by the
Declarant shall constitute a waiver by any such Person of, or estop such Person from asserting,
any right,power,privilege or remedy available to it upon the reoccurrence or continuance of
same breach or the occurrence of a different breach.
8.06 Remedies Cumulative. The rights,powers and remedies provided in this
Declaration shall be cumulative, and not restrictive of, other remedies available at law or in
equity, and the exercise by any Person of any particular right, power, or remedy shall not be
deemed to constitute an election of remedies or to preclude such Persons's resort to any other
rights, powers, or remedies available to it.
.��� 26
E\�-i;�;T� i0 � �,
��:,a afi .����_Y...
ARTICLE IX
DECLARANT'S RIGHTS, POWERS AND REMEDIES
9.01 Assi�nment Of Declarant's Ri�hts And Remedies. Any and all of the
rights, powers, privileges and reservations of the Declarant herein contained may be transferred,
:�:�:: conveyed and assigned by the Declarant to any Person who is a successor in title to Declarant to
��' any portion of the Common Areas or of any other portion of the Property and who assumes the
�-
x:,.
duties, obligations and liabilities of the Declarant hereunder and under any then existing
Restrictive Covenants. Any such assignment, to be effective, must be in writing, in recordable
, form, and must specifically refer to the rights, powers,privileges and reservations of the
Declarant hereunder which are intended to be assigned and to the duties, obligations and
liabilities of Declarant hereunder and under said Restrictive Covenants which are assumed.
�~'` Upon acceptance of such assignment by any such Person, such Person shall, to the extent of such
r-�:
'�-� assignment, assume the Declarant's duties hereunder and shall have the same rights and powers
m=;, and be subject to the same obligations and duties as are given to and assumed by the Declarant
r;�
•� herein. Upon such assignment and to the extent thereof, the Declarant shall be relieved from all
���:
�,��
��T, liabilities, obligations and duties arising hereunder from and after the date of such assignment.
' The term "Declarant" as used herein includes all such assignees and their heirs, successors and
assigns.
9.02 No Implied Assi�nt. Notwithstanding any contrary provision of this
- Declaration, the mere conveyance or transfer of conveyance of fee ownership of any portion of
the Property by the Declarant to any Person, whether by deed ar other instrument of conveyance,
shall not be deemed to convey implicitly any right,privilege,power or reservation of the
Declarant hereunder.
ARTICLE X
ASSOCIATION
10.01 Transfer by Declarant To Association. The Declarant shall cause the
Association to be organized and will transfer, convey and assign to the Association all of its
rights,powers and privileges as the Declarant hereunder and will convey to the Association by
quitclaim deed all right, title and interest of Declarant in and to all Common Areas in which
streets are located if same have not been previously, dedicated to a Governmental Authority, and
the Association shall assume all then existing and thereafter arising duties, obligations and
liabilities of the Declarant under this Declaration, on the earlier of the following dates:
(a) January 1, 2019;
(b) The date on which the Declarant ceases to own any portion of the Property; or
(c) Such other date on which the Declarant elects to transfer its rights,powers and
privileges hereunder to the Association.
��'�° 27
, ,..�, , i ,,,,.����!.�r._..
w�,��,,���T 0
P�,;� c��
The expenses related to the organization of the Association shall be deemed to constitute
Common Area Expenses which the Declarant may pay from Annual Assessments collected under
ARTICLE VI above.
10.02 Dissolution Of Declarant. If at any time the Declarant ceases to exist and
'��' has not made an assignment of the rights,powers and privileges of the Declarant herein
...F.
'1:
,�:i:
contained, or Declarant files a written notice in the Tarrant Records that it has relinquished its
�,:;: rights,powers and privileges hereunder, then on the occurrence of either such event, the
.�
�"= Declarant shall be relieved of all liabilities, duties and obligations under this Declaration and the
,,,.
_= Owners of a majority of the acreage contained within the Properiy then subject to this
'Y� Declaration shall organize the Association which Association shall succeed to and shall assume
�_�� all of the Declarant's rights,powers and privileges hereunder and shall be subject to and shall be
deemed to have assumed all liabilities, obligations and duties of the Declarant hereunder. All
�" Owners shall be Members of the Association. There shall be one class of inembers in the
;:,
�°: Assocation. Each Owner or Member shall have the number of votes equal to the number of acres
�.. :
F=f� owned by such Owner rounded to the nearest whole number.
:s:�
10.03 Conveyance Of Common Areas. Notwithstanding any contrary provision
of this Declaration, the Declarant shall have a right to convey all or any part of the Common
Areas to the Association or to dedicate all or any part of the Common Areas then owned by
Declarant to Tarrant County, Georgia, and each Owner shall be deemed to have expressly
- consented to such conveyances or dedication and shall, on request of the Declarant, execute a
written consent to any such conveyance or dedication.
�,:,�
ARTICLE XI
AMENDMENTS
11.01 Amendment By Declarant. As long as the Declarant owns any portion of
the Property and has not transferred, conveyed or assigned to the Association its rights, powers
and privileges under this Declaration, the Declarant, at its election,without the consent of any of
the other Owners,but provided that Declarant has obtained such consent, if any, as may then be
required pursuant to Section 3.03 hereinabove form the then holder of the Bayerische
Landesbank Mortgage, shall have the absolute right to amend this Declaration at any time and
from time to time to designate or redesignate as Common Areas all or any portion of the Property
then owned by Declarant, to modify, revise, reconfigure, relocate, increase or decrease any of the
Common Areas and to withdraw any of the Property then owned by Declarant from any prior
designation of same as a Common Area(as provided in Section 3.02 hereinabove and subject to
the limitations specified in said Section 3.02), to annex additional property under this Declaration
so that such additional property shall become part of the Property for all purposes under this
Declaration, to release or withdraw any portion of the Property then owned by Declarant from
this Declaration so that such portion of the Property so released, or withdrawn shall no longer be
governed by this Declaration, to correct any scrivener's errors in this Declaration or any
amendment hereto, and to otherwise modify this Declaration as Declarant deems appropriate.
`"�"" 28
r•„��� �..h'� � � � /w��.fifria�
...�'�� ���a..i 1 ...,.�.,..,..� �^�
1 f.l�� 1r.�.ier ��
No withdrawal or release of any portion of the Property from this Declaration shall deprive any
Lot of vehicular and/or pedestrian access or of access to Utility Lines to service said Lot unless
the Owner of such Lot and all Mortgagees of such Lot consent in writing thereto; the route of
access for vehicular and/or pedestrian traffic andlor utilities may be relocated at Declarant's
expense in connection with any such withdrawal or release. Any such annexation or withdrawal
:;�, or release may be accomplished by filing in the Tarrant Records a plat describing such additional
T-'a property to be annexed hereto or released and withdrawn from this Declaration and by including
���� on such plat a statement which expressly sets forth the Declarant's intention to make such real
��' property subject to the provisions of this Declaration or to release and withdraw same from this
T:..'x
, Declaration or by filing in the Tarrant Records an amendment to this Declaration, which plat or
amendment has been consented to by the owners of such real property to be annexed hereunder if
_�'; such real property is owned by any Person other than the Declarant. Any such amendment of
:..j.
�-?: this Declaration shall be in writing, shall be in recordable form, and any amendment hereto and
... any plat for any of the aforesaid purposes, as hereinabove authorized, shall be immediately
;; effective upon its recordation in the Tarrant Records.
: �
�;,F
= 11.02 Amendment By Association. After the rights,powers and privileges of the
x�:.
`' Declarant have been assigned to the Association, this Declaration may be modified upon the
affirmative vote,within 90 days after notice of such proposed modification is given to all
Members, of Members holding at least two-thirds (2/3) of the total votes of the Association,
provided, however, that no modification which would deprive any Lot of vehicular and/or
-- pedestrian access and/or of access to any necessary utilities services shall be effective unless the
Owner and all Mortgagees of such Lot consent in writing to such modification.
�.,a
ARTICLE XII
INTERPRETATION
12.01 Interpretation. The Provisions set forth in this Declaration shall be
construed together and given that interpretation or construction which will best effect the intent
of the Declarant.
12.02 Captions. The captions of each Article and Section of this Declaration are
inserted for convenience only and shall not be construed as defining, limiting, extending or
otherwise modifying or adding to the substance of the particular Article or Section to which they
refer.
12.03 Governing Law. This Declaration shall be governed by, and shall be
construed in accordance with, the laws of the State of Texas. Venue for the enforcement of this
Declaration shall lie exclusively in Tarrant County, Georgia, and any Person affected hereby
waives the right to be sued elsewhere.
�" 29
��;,�,;:�,T� i 0 .����
��.�� �L_ t?� a,��
ARTICLE XIII
GENERAL PROVISIONS
13.01 Recordation. A counterpart of this Declaration shall be promptly filed in
the Tarrant Records. Counterparts of any amendments to this Declaration, after execution of
:;y: same, also shall be promptly recorded in said Tarrant Records.
�,.
:;.
��-c 13.02 No Condition Subsequent. No covenant or other provision hereof is
-,..:
- intended to be or shall be construed as a condition subsequent, a conditional limitation or as
:° creating a possibility of reverter.
�:.�
13.03 Number and Gender. Words used herein, regardless of the number or
gender specifically used, shall be deemed and construed to include any other number(singular or
�.a� plural) and any other gender(masculine, feminine or neuter) as the context may require.
:-;.
13.04 Severabilitv. If any Article, Section, subsection,paragraph, sentence,
clause or phrase of this Declaration shall be or become illegal, null or void for any reason or shall
be held by any court of competent jurisdiction to be illegal, null or void, the remaining Articles,
Sections, subsections,paragraphs, sentences, clauses and phrases,nevertheless, will continue to
remain in full force and effect.
-- 13.05 No Use Restrictions. The purpose of this Declaration is the grant and
conveyance of easements, rights and privileges set forth herein and none of the terms or
provisions of this Declaration are intended to be or shall be deemed to be covenants restricting
land to certain uses for purposes of O.C.G.A. §44-5-60, or any similar law or statute. Each
Owner, by acceptance of a deed or other instrument conveying title to any Lot shall be deemed to
have forever waived, released and discharged any right that it may have to claim or assert in any
legal or other circumstances that any of the easements or other terms or provisions of this
Declaration are in any way covered or limited by said statutory provision or any other similar law
or statute.
13.06 No Liabilitv. The Declarant, using its best efforts and all due diligence,
has prepared and recorded this Declaration so that each and every Owner shall have the right and
the power to enforce the terms and provisions of this Declaration against every other Owner,
subject to the conditions and limitations set forth herein. If in the event, however, that this
Declaration is, for any reason whatsoever, unenforceable by an Owner or by any other Person in
a court of law or otherwise, Declarant shall have no liability of any kind as a result of any such
unenforceability, and each and every Owner,by acceptance of a deed or other instrument
conveying title to a Lot, acknowledges and agrees that Declarant shall have no such liability and
waives and releases Declarant from any and all such liability.
13.07 Force Majeure. If performance by Declarant or any other Owner of any
duty ar obligation hereunder is delayed due to cause(s)beyond the control of such Person,
__. 30
�'�,�-::;;3iT �� �p �"
� ��.��
F(i'',y�.�'� � �J �
including by way of illustration only and not by way of limitation, labor disputes, civil disorders,
any moratorium imposed by any Governmental Authority, fire or other casualty or acts of God,
t� such delay shall be excused for the duration of such force majeure condition.
13.08 Effective Date. The effective date of this Declaration shall be the date of
�:;° its filing for record in the real property records in the Office of the Clerk of the Superior Court of
,
Tarrant County, Texas.
.:��
��'` 13.09 Notices.
,;:
':f
�'t.
��.�� (a) Any notice or other communication required or permitted to be given, sent,
x���� delivered or furnished to any Person pursuant to this Declaration shall be deemed to have been
r:
"��� given or served when delivered in person to the address of such Person or upon deposit of such
r.,
�.',
notice with a reputable commercial overnight carrier, delivery charges prepaid, or with United
-�;: States postal service and any successor thereto, designated as registered or certified mail, return
_:..;
.�:a; receipt requested,bearing adequate postage and addressed as hereinafter provided. Any notice
�='' deposited as aforesaid with a commercial overnight carrier or the United States postal service
�-;,
shall be effective upon such deposit. The time period within which a response to any such notice
must be given or any action must be taken with respect thereto, however, shall commence to run
from the date of receipt of such notice by the addressee thereof. Rejection or other refusal to
accept such notice or tlie inability to deliver such notice because of a changed address of which
,�_, no notice has been given in accordance with requirements of this Section shall be deemed to
constitute a receipt of the notice sent.
��,
(b) Declarant will exercise its best reasonable efforts to transmit a copy of any
notice of default or delinquency hereunder(given by Declarant to a defaulting Owner) to the
Mortgagee of any such defaulting Owner simultaneously with giving of such notice to such
defaulting Owner; provided, however, that(i) Declarant shall only be obligated to provide such
notice to such Mortgagee from and after the date such Mortgagee advises the Declarant by
written notice of such Mortgagee's status as a Mortgagee (which notice shall include the mailing
address of such Mortgagee), and(ii)no failure by the Declarant to provide a copy of any such
notice to any Mortgagee shall compromise or affect any rights or remedies of the Declarant or of
any other nondefaulting Owner hereunder with respect to such defaulting Owner.
(c) By giving at least thirty(30) days prior written notice thereof, any Owner or
Mortgagee shall have the right from time to time and at any time during the term of this
Declaration to change his respective address and each shall have the right to specify as its
address any other address in the United States of America. Any Person who becomes an Owner
after the date on which notice is given as hereinabove provided shall be deemed to have received
such notice as is received or is deemed to have been received by such Person's predecessor in
title.
,,q:._.
�
31
�"���:�ir_�. e� � �r��-�
F��� �� �..����.
13.10 No Implied Dedication. Nothing contained in this Declaration shall be
deemed to be a gift or a dedication of any portion of the Property by Declarant to the general
public or for any public purpose whatsoever, it being the Declarant's intention that this
Declaration shall be strictly limited to and for the purposes expressed herein and shall be solely
for the benefit of Owners and their Permittees.
=;
..x.
��� 13.11 Covenant Runnin�With the Land/Parties Bound. This Declaration and all
s:,:
provisions contained herein are intended to and shall be deemed to be real covenants running
��? with and appurtenant to title to the Property and each and every part thereof, shall bind the
���s
�; Declarant, the Owners of all Lots and all other portions of the Property and all Persons having or
��!; acquiring any interest in the Property or any part thereof and their respective heirs, successor,
u'; personal representatives and assigns and shall inure to the benefit of and be enforceable by the
�Fx;; Declarant, its successors and assigns, and, subject to the limitations set forth in this Declaration,
�m:� by each Owner and his heirs, successors,personal representatives and assigns. Every Person,
" including any Mortgagee, acquiring or holding any interest or estate in any Lot or in any other
.' portion of the Property shall take and hold such interest or estate or the security title with respect
m�;
- thereto with notice of, and subject to, the terms and provisions of this Declaration and shall be
T entitled to the benefit hereof; and in accepting such interest or estate in, or security title with
respect to, any Lot or any other portion of the Property, each such Person shall be deemed to be
subject and subordinate to, and have consented to, this Declaration and all provisions hereof.
This Declaration shall be deemed to be incorporated into each deed and conveyance hereafter
�._�. made by Declarant or any other Owner of any portion of the Property, regardless of whether this
Declaration is expressly referenced therein. The foregoing to the contrary notwithstanding, upon
, the sale of any Lot, the Owner selling same shall not have any further liability for obligations
arising and accruing hereunder against the Lot after the date of such conveyance, provided,
however, that nothing herein shall be construed to relieve any such selling Owner of any Lot
from any liability for any Assessments accrued prior to such sale.
�, � 32
��� ..� 9� ��-
�����;;�siT �'�,
Fa;;� �� ��
IN WITNESS WHEREOF, the undersigned Declarant has executed this
Declaration under seal as of the day and year first above written.
Signed, sealed and delivered NORTHFIELD, L.P., a Georgia limited
�;:�;a in the presence of: partnership
_,
�;:
��?`� r";.� �,?�.=� %�x,�°'��.r. ,�.��.� � �-��- By: Seefried Industrial Properties, Inc.
Unoffici�l'Witness General�'�rtner
... jr ; ,
� _ � By. ..� .
='� Notary Public
:�;,
���� Title: �
i4'..AS
�' My Commission Expires:
:x.;;
- Notary Public,Cobb County,Georgia
�''� My Commission Expires July 9,200i Attest: —
(NOTARY SEAL) Title: ����o6..T
(CORPORATE SEAL)
�,��
..:t....:::if . �
w .. 33
�,;:.�:'�?,1'� i� -
F��� c�����
J
ACCEPTED AND APPROVED by the City of Grapevine, Texas.
CITY OF GRAPEVINE
i-4
.'.:i:: L`..
By: oger e son, ity Mana�>er=-.,
.."M1, . _ . . �
" '� THE STATE OF TEXAS
ar;,:
� COUNTY OF TARRANT
c�:
BEFORE ME Charly Berry on this day personally appeared Roger Nelson known to me
: . (or proved to me on the oath of card or other document) to be the person whose name is
subscribed to the foregoing instrument and acknowledged to me that he executed the
same for the purposes and consideration therein expressed.
GIVEN LTNDER MY HAND AND SEAL OF OFFICE this ���day of �����
:,�, 1999. �
�
Xxxxxxxxxxzzzxxzxxxxxxxxxxxxxxxxxxixxxxxxxx�xxiza
X {�PY:ti�'e;.,, X Notary ublic in for State Texas
x fo • �- CHARLY BERRY X
X �_�.��*= NOTARY PUBLIC — TEXAS z
X -,*�a� I�^�.��;., MY COMMISSION EXPIRES x
X wqTe•'oF` JULY 17. 1999 x
XxxzxXXxXxXXxxxxxxxxxxxzxxxxxxxxxxzxxxxxxxzrxzrYx
�
34
EXHIBIT "A"
�,,-�,���, ,� �� ��:� �-
�.� �;.>i� i
LEGAL DESCRIPTIOIv �
�uC�Q t�� r.. ,_�..
`` Being a b4.447 acre tracC ot land situated in the P. D. HUDGZNS SURVEY,
Abatract No. 755, Tarrant County, Texas, and being all of that certain tract of
�,;,� land known as Northfield Distzibution Center Addition, Lot 1, Block A, an
Addition to Che City of Grapevine, Texas, according to the Plat recorded in
Volume A, Page 42.53, of the Plat Records of Tarrant County, Texas, and being
;�; more particularly described as followa:
w�.
�_::3�
�` HEGIM3ING at a 1/2" iron rod w/N1�M plastic cap set at the iaCeraecCion of the
t�'
°: North line of a tract of land Conveyed to Advanced Graphics Technologies, Inc.
-,.,;
„�;; accordi�ng to the deed recorded in Volume 9117, Page 1740 of Lhe Deed Records of
°'` Tarrant County, Texas, with the West right-of-way dedication line of MinCer's
�;..,';
�., Chapol Koed (62. 5' right-of-way at this point) according to the final Plat of
�;'� said Northfield Distribution Center Addition, said iron rod bears N 87 deg. 37
'-�; miri. 13 sec. W, 12.50 feeC from n 1/2" iron rod w/NDM cap found ac the
;�"; Northeaet corner of said Advanced Graphic Techriologies tract;
;:r
THENCE N B9 deg. 37 min. 13 sec. W, 389.42 feet with the north line of eaid
Advanced Graphics Technologies, Inc. to a 5/8" iron rod found for corner;
�" THENCE S 00 deq. 42 min. 4d sec. W, 226.20 feet with the west line of said
Advanced Graghics Technologies, Znc. tracC to et 5/8" iron rod found �or
corner;
THENCE S 89 deg. 36 m.in. 56 sec. E, 389.55 feet with the South line of said
Advanced Graphics Technologies, Inc. Tract to a 1/2' iron rod w/NDM cap set on
'""'"` the West line of said Minter's Chapel Road, from which an "X" cut found in
concrete at the Southeast corner of Advanced Graphic Technologies, Inc. tract
� bears S B9 deg. 36 min. 56 sec. E, 12.50 feeC;
THENCE S 00 deg. 18 min. 35 sec. W, 937.32 feet with the west right-of-way
line of MINTER'S CHAPEL ROAb Co a 1/2" iron rod w/NDM cap set for corner;
THENCE N 61 deg. 54 min. 32 sec. W, 483.99 feet to a 1/2" iron rod w/NDM�
plaecic cap found for corner;
THENCE N 66 deg. 13 min. 35 sec. W, 963.78 feet ro a 1/2' iron rod w/NDtd
plastic cap Eouz�d for corne=;
THENCE N 79 deg. 59 min. 44 sec. VP, 675.14 feet to a 1/2" iron rod w/NDM
Dlaetic cap found for corner;
THENCE N 41 deg. 46 miri. a9 sec. W, 611.69 feet to a 1/2" iron rod w/NDM
plastic cafl found for cosner;
THENCE N 43 deg. 54 min. 04 sec. W, 143 .65 feet to a 1/2" iron rod w/NDM
plastic cap found for corner;
THENCE N 5B deg. 23 min. 11 sec. W, 163 .37 feet to a 1/2• iron rod w/NDM
plastic cag found for cornes, eaid rod nlso beinq the southwest corner of a
tz'acC of land conveyed to ASC PACIFIC, INC. , as recorded in Volume 8212, Page
1207, Deed Records, Tarrant County, Texas;
� THENCE N 89 deg. 42 min. 03 sec. E, 284.87 £eet alorig the souCh line of eaid
ASC PACIFIC tract to a 1/2 inch iron rod found for corner, said rod also being
the southenst corner of said ASC PACIFIC tract;
EXHIBIT "A"
Pac�P 1 �f 7
--.1�,t...���� i V �.�..
.,. �� ��rr�
F ia�3 t?a a...._.r.,_..
THENCE N 00 deg. 06 min. 50 sec. W, 415.05 feet along the east line of said
4 ASC PACIFIC tz'act to a 1/2" iron rod w/NT7M nla8tic cap found for corner, said
rod being che northeast corner of ASC PACIFIC tract, and also being a point on
the south line of DALLAS FtOAD (Variable right-of-way width) as dedicated by
� deed recorded in Volume 9722, Page 291, Deed Records of Tarrant Cot�nty, Texa�;
THENCE S 79 deg. 48 min. 36 sec. E, 180.90 Eeet along the south line of eai.d
��, DALLAS ROAD to a 1/2" iron found for cornar;
.....a.
=b.
`=� THENCE S 79 dag. 3d M�n. 56 sac. E, 10.62 feet along Che eouch line of aaid
':a' DALLAS ROAD to a 1/2 inch iron rod found for corner at the beginninq of a
s_;� curve to the lef t;
�
°�'� THENCE along said curve to the left with the south line of sai� DALLAS ROAD an
_�'� arch length of 206.68 feet to a 1/2' iron rod found for corner, said curve
��...;�
G;.y� having a central t�ngle o� 10 deg. 04 min. 36 sec. , a radius of 1175.12 feet, a
r'�' tangent lengch of 103 .61 feet, a chord bearing of S 8d deQ. 37 mirs. 15 sec. E,
��s
�""� and a chord length of 206.41 feet;
F.:,:
`:.�' THENCE S 89 deg. 39 min. 2G eeC. E, 1892.34 feeL with the south line of eaid
�'' DALLAS ROAD to a 1/2" iron rod W/NDM plastic cap found for corner at che
��' beginning of a curve to the riqht;
THENCE along said curve to the right and with the west right-of-way line of
eaid DALLAS ROAD, an arc length of 59.05 feet to a 1/2" iron rod with NDM
plastic cap found for corner, said curve having a central angle of 75 deg, 11
„ , min. 22 sec. , a radius o€ 45.00 feet, a tangent length of 34.65 feet, a chord
bearinq of S 52 deg. 03 min. 53 eec. E and a chord length of 54.91 feet;
""�' "" THENCE S 14 deq. 28 min. 1Z aec. E, 75.92 feet with Che weet line of Dallae -
Road to a 1/2' iron" rod w/N17M c�tp aet on the aforementioned West line of
Minter's Chapel Road;
THENCE S 00 deg. 35 min. 23 sec. W, 460.15 feet With the west line oE
aforementioned Minter's Chapel.Road to the POYNT OF SEGINNING, and Containing
64.4G7 acre oz 2, 807,331 square feet of land, more or less.
�
EXHII3IT "A"
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_�� D199053420
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--�' CITY OF GRAPEVINE—PLANNING
`'°�' P O BOX 95104
���y GRAPEVINE, TX 76099
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'�=±:tW A R N I N G—THIS IS PART OF THE OFFICIAL RECORD--D O N O T D E S T R O Y
,...;�
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a=;: I N D E X E D -- T A R R A N T C O U N T Y T E X A S
S U Z A N N E H E N D E R S O N -- COUNTY CLERK
0 F F I C I A L R E C E I P T
T O: CITY OF GRAPEVINE—PLANNING
RECEIPT NO REGISTER RECD—BY PRINTED DATE TIME
^;��� 199168492 DR98 T021863 03/04/99 11 :42
INSTRUMENT FEECD INDEXED TIME
1 D199053420 WD 990304 11:42 CG
T O T A L : DOCUMENTS: O1 F E E S: 197 . 00
B Y:
ANY PROVISION WHICH RESTRICTS THE SALE RENTAL OR USE
OF THE DESCRIBED REAL PROPERTY BECAUSE OF COLOR OR RACE
��� IS INVALID AND UNENFORCEABLE UNDER FEDERAL LAW.