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102122 Friday Staff Report „ City Manager's Office " 215 E. McKinney St., Denton, TX 76201 • (940) 349-8307 DENTON MEMORANDUM DATE: October 21, 2022 TO: The Honorable Mayor Hudspeth and Council Members FROM: Sara Hensley, City Manager SUBJECT: Staff Report Upcoming Meetings A. Public Utilities Board on Monday, October 24, 2022, at 9:00 a.m. in the City Council Work Session Room. B. Development Code Review Committee on Monday, October 24, 2022, at 10:00 a.m. at the Development Service Center. C. Internal Audit Advisory Committee on, Monday, October 24, 2022, at 5:30 p.m. in the City Hall Conference Room. D. Work Session of the City Council on Tuesday, October 25, 2022, at 2:00 p.m. in the City Council Work Session Room. E. Mobility Committee on Wednesday, October 26, 2022, at 9:00 a.m. in the City Council Work Session Room. F. Work Session of the Planning and Zoning Commission on Wednesday,October 26,2022, at 5:00 p.m. in the City Council Work Session Room followed by a Regular Meeting at 6:30 p.m. in the Council Chambers. G. Bond Oversight Committee on Friday, October 28, 2022, at 12:00 p.m. in the Development Service Center. H. Sustainability Framework Advisory Committee on Friday,October 28,2022,at 1:00 p.m. in the City Council Work Session Room. OUR CORE VALUES Inclusion • Collaboration • Quality Service • Strategic Focus • Fiscal Responsibility General Information & Status Updates A. Updated Core Values — During the Employee Forum on Wednesday, October 19, City Manager Sara Hensley announced a set of updated City Core Values: Inclusion, Inclusion Collaboration, Quality Service, Strategic Focus, Creating an environment where individuals and and Fiscal Responsibility. These new core values groups are valued,respected,and supported. LU were developed from extensive discussions with the Cit 's leadership team and support current Collaboration y p Listening,being open-minded and goals and future direction. Additionally, they forward-thinking,while working together build on our previous core values, which remain towards a collective goal. incredibly important attributes for the organization, as success is built around them. Quality Service Anticipating,recognizing,and proactively The new values are meant to provide a road map addressing the needs ofthose we serve. that guides us forward and teaches us how to FZ > accomplish our work. Strategic Focus Always thinking with the future in mind. Attached is the email that Sara sent to all employees earlier this week describing each Fiscal LLJ value and the thought behind them, the poster to Responsibility C) a LL Ensurithe right will be distributed to City facilities and therengnsibleuseofCal ityr resouity rces. • the responsible use of City resources. • departments next week, and staff released a New Core Values video that was shown during the Employee Forum and emailed to staff later that DENTON U U day. Staff contact: Stuart Birdseye, Marketing — -and Communications B. S&P Global (S&P) Bond Credit Rating_— On September 28, staff and the City's financial advisor, Hilltop Securities Inc.,participated in a conference call with an analyst from S&P to discuss the Utility's financials and post-Storm Uri actions. Staff also prepared several question-and-answer correspondences with Fitch's analyst in the first weeks of October providing budget and capital improvement forecasts. As a result, S&P affirmed the Utility's long-term rating of `A+' and revised the outlook to Stable. In addition, S&P affirmed the short-term rating of'A-I' on the Utility System commercial paper notes. S&P's outlook revision to stable reflects DME's improved risk management, culture, and oversight since Storm Uri, as well as the improved procedures,power supply planning, and hedging practices for both natural gas and purchased power with various incremental reforms made in the ERCOT market that better insulate DME from extreme weather and high market prices for power and gas. Attached is S&P's full rating report. Staff contact: Randee Klingele, Finance 2 C. New Electric Vehicle Chargers: Denton Municipal Electric (DME) added two two-port Level 2 electric vehicle chargers - to the Development Services Building (401 N. Elm St.). The chargers are available to the _ public and are paid for using the - ChargePoint app or by using the "Tap to Pay" method. The two new stations are in addition to four other locations with DME- \� owned chargers at North Lakes Park, North Branch Library, South Lakes Park, and South _ Branch Library. Staff contact: Melissa Delira, DME D. Developer Town Hall on Roadway and Water/Wastewater Impact Fees —On October 27, representatives from Capital Projects/Engineering, Water Utilities, and Finance will hold a Developer Town Hall with the consultant,Kimley Horn,to discuss Roadway Impact Fee updates and next steps along with the schedule for the Water/Wastewater Impact Fees. The Town Hall will be held at the Development Services Center(401 N. Elm St.) from 10 a.m. to 11 am. Staff contact: Rebecca Diviney, Capital Projects/Engineering E. 2022 SWANA International Road-E-O — The Solid Waste Association of North America (SWANA), hosted its 2022 International Road-E-O on October 15 in El Paso, TX. The Road-E-O showcases participants' skills and talents in operating heavy equipment and waste collection vehicles, repairing all manner of equipment while fostering a spirit of competition and goodwill, and promoting professionalism and safety among participants. Competitors in the SWANA International Road-E-O hale from both the United States and Canada have participated in and won events at their state chapter-sponsored events and represent their state chapters and employers. In addition, it affords participants the chance to network with peers across the nation. The City of Denton Solid Waste and Recycling Department had the opportunity to send two employees to participate and compete. Solid Waste and Recycling is excited to announce that Omar Rodriguez, with the Home Chemical Collections program, won third place in the 30-ton Articulating Dump Truck competition. This makes him the 3rd best operator in the nation! Congratulations to Omar on this great accomplishment and for representing the City of Denton! Staff contact: Art Garcia, Solid Waste and Recycling F. Quakertown Centennial Memorial Project—The Denton Parks and Recreation Department, in conjunction with multiple City departments and community members with relevant insight and expertise, are joining together to honor the community of Quakertown including its history, legacy, residents, and their descendants. Staff are planning several engagement opportunities to receive feedback and input from the public to determine the final content design for temporary signage honoring the 100th anniversary of Quakertown. The first of these public meetings will be an informative presentation at the October 24 Southeast Denton Neighborhood Association(SEDNA) meeting. 3 The Centennial Memorial Project also overlaps concurrent efforts that would create a permanent memorial at Quakertown Park. The permanent memorial will be developed in coordination with both the Quakertown Park master plan and the Downtown Denton Area master plan. The joint master planning involves high levels of public input and engagement to ensure the final project aligns with residents' desires and honors the history and significance of Quakertown. Staff contact: Omar Siddiqi, Parks and Recreation G. Denton Park Foundation Update — Each year during the budget process, the Parks Foundation provides an update on its activities and plan for the upcoming year. The Foundation's annual update was delayed due to structural and organizational challenges this year. The Foundation will be electing new officers on October 24 and once they are in place,an agreement, summary report,and annual plan will be submitted to the City Council for review, feedback, and consideration. The documents will be included in a future Friday Report for review, and a formal presentation and discussion will be scheduled for a future City Council meeting. Staff contact: Gary Packan, Parks and Recreation H. ASAS Soccer Championships —As part of the After School Action Site Program (ASAS) operated by the Parks and Recreation Department, kids can participate in intramural athletics and compete against other program sites. The intramural soccer season concluded on Thursday; October 13 with the ASAS Denton Cup Championship played at Vela Athletic Complex. In the third-fifth grade division,MLK triumphed over North Lakes with a score of 4-1. Coached by Mr. Bryan,this is the first time MLK has won any of the ASAS intramurals in six years. In the kindergarten-second division, Mr. Elia's Denia team prevailed over North Lakes with a score of 7-0. The next intramural opportunity in the ASAS Program is basketball. For more information about the ASAS Program visit www.dentonparks.com. Staff contact: Sara Farris, Parks and Recreation. I. Stream Clean 2022 — Stream Clean 2022 was a great success, with over 500 volunteers collecting more than 500 bags of trash and hundreds of large or heavy loose items from nine sites including 30+ tires, 4 shopping carts, multiple bike parts, pallets, sliding glass doors, and a toilet. Additionally, 30 bags of clean recyclables were collected at Camp Copass. Altogether more than a ton of waste was collected. Video highlights from Camp Copass can be seen here. Staff contact: Katherine Barnett, Environmental Services & Sustainability Responses to Council Member Requests for Information A. Smoking Restriction InquinX—On October 13, Mayor Pro Tern Beck asked how the City's Smoking Ordinance (Chapter 14 Article IV of the Code of Ordinances), which prohibits smoking within 30 feet of a bar/restaurant entrance, is enforced when the facility has a service area patio/deck surrounding the entrance. The Councilmember also asked whether the City's Smoking Ordinance applies to medical marijuana or smoking of other substances. Smoking a substance containing tobacco,weed,other plant product(marijuana is derived from a plant) or the use of an electronic cigarette or similar device is prohibited inside restaurants and bars pursuant to Section 14-86. Furthermore, a person may not smoke within 30 feet of the main entrance of the restaurant or bar. A business owner has the right to allow smoking in an open-aired outdoor patio. If the patio is located at the front of the business, and if the owner elects to allow smoking on that patio, the 30-foot prohibition does not apply. However, if the business owner prohibits smoking in the front 4 patio,the 30-foot prohibition does apply, and a person may not smoke within 30 feet of the boundaries of the patio. A violation of the Smoking Ordinance is a Class C misdemeanor subject to a fine not to exceed $2,000.00. The Denton Police Department or City Code Enforcement may issue a citation for a violation of the Ordinance,and it may be prosecuted in Municipal Court. Staff contact: Mack Reinwand, City Attorney B. Robson Ranch Decommissioning Project — On October 18, Mayor Hudspeth inquired about Wastewater's FY 2022-23 CIP project list (below) specifically the Robson Ranch decommissioning project. The Robson Ranch Wastewater Reclamation Plant (WRP) was constructed to service the Robson Ranch community and further expanded in 2011 as the Robson community grew. The WRP is currently handling flows that are close to the permitted TCEQ allowances, thus the City of Denton entered into an agreement with Robson Ranch to decommission the WRP and route flow to the City's main collection system. This project is a two-phase approach to relieve the additional flows currently treated by the existing WRP. Phase I will split the flows that are in the Robson basins. The east flows will be pumped from the existing east lift station into a newly constructed force main. This will be received by the Hickory Creek Interceptor resulting in half of the current Robson flows being treated at the Pecan Creek WRP. Robson WRP will continue to treat the west side of Robson. This redirection of flows will reduce the pressure on the Robson WRP. In the second phase of this project,the WRP will be decommissioned as a treatment plant and converted into a peak storage lift station. This will require that existing facilities remain in place, they will merely operate differently. This will ensure that Robson can continue to grow unimpeded by limitations of wastewater infrastructure and will align with the City's overall WW Master Plan and current infrastructure available. Staff contact: Randee Klingele, Finance and Stephen Gay, Water Utilities FY 22-23 DEBT FUNDED PROJECTS CIP Budget CERTIFICATES OF OBLIGATION PROJECTS(Wastewater): Supplement to Bond Election 2019 Projects 5 8,000,000 Annual Field Service Replacements 5 1,400,ODD Hickory Creek Interceptor IV 5 1,000,000 Dry Fork Sanitary Sewer 5 1,246,ODD Milam Creek Basin Wastewater Line and Lift Station 5 6,752,OOD Replace Hobson Force Main 5 150,OOD Solids Handling Improvements 5 12,1W,ODD Cooper Creek Bar Screen 5 50,OOD PCWRP Headworks Reconfiguration 5 3,900,OOD Hickory Creek Forcemain Replacement 5 4,000,ODo Robson Ranch Decommissioning Project S 550,000 SCADA Platform Development 5 1,500,ODD Hickory Creek Interceptor III $ 5W,000 Wastewater Total S 41,198,000 C. Foxcroft Circle Construction Status—On October 19,Mayor Pro Tem.Beck contacted staff inquiring about the construction status of Foxcroft Circle. The Foxcroft Circle and Archer 5 Trial segments are part of the Denton Street Rehabilitation project. The utility ditch line repair on Archer Trail is scheduled to be completed within the next two weeks, weather permitting. Foxcroft Circle is in the punch list phase of the project with only the adjustments of the manhole in the final pavement, which is set to be completed pending delivery of the ring and covers. The current schedule shows the project to be completed in two to three weeks, weather permitting. Staff contact: Dustin Draper, Capital Proj ects/Engineering D. Construction at Londonderry and Sam Bass Boulevard—On October 20, Mayor Pro Tern Beck contacted staff inquiring about the construction at Londonderry and Sam Bass Boulevard and requesting that staff evaluate options the City has available to help reduce construction impacts to residents. This construction is related to the water and sanitary sewer improvements being performed by Urban Logistics 35's private development project. Due to safety concerns, a full roadway closure was included in the project area. Mailers to the public went out on September 1, please see the attached document. The contractor is working with the apartment complex to identify options to help mitigate the traffic in the parking lot. Staff will continue to monitor this situation and ensure all residents are able to safely detour this area. Staff contact: Wesley McBride, Capital Projects/Engineering Upcoming Community Events and Meetings A. Energy Efficiency Tips and Tricks — Join us on October 22 at 10 a.m. at Emily Fowler Library to learn how to save energy and save money. RSVP online to learn the basics of energy efficiency, easy at-home upgrades, as well as city resources and programs that can help to light your way. Staff contact: Katherine Barnett, Sustainability B. Howl-O-Ween Carnival & Haunted House — On October 22, from 10 a.m. until noon, Martin Luther King Jr. Rec Center will host a free community carnival with games,goodie bags, face painting, bounce houses, and a costume contest. Concessions will be available for purchase. The Denton Animal Shelter will also be on-site for a special adoption drive! Come back from to 9 p.m. to relive classic horror movies at our haunted house; guaranteed to have you screaming with fun! Entry is $5 per person. Staff contact: Cheylon Brown, Parks and Recreation C. Denton County Homeless Veterans Stand Down—The Denton County Veterans Coalition is hosting its 7th Annual Denton County Homeless Veterans Stand Down event on Thursday, October 27 at the Denton Civic Center from 9 a.m. to 1 p.m. Veterans experiencing homelessness will have the opportunity to connect to employment services, housing programs, and other community organizations providing resources and supportive services. Staff contact: Megan Ball, Community Services D. Halloween Tennis Fun — Come out to the Goldfield Tennis Center, Friday, October 28, from 6 to 7:30 p.m. and enjoy a fun-filled event featuring a variety of games including Scoop-it-up,Monkeys and Bananas, and Tennis Stroke Spell Out.Winners will be selected for the best overall boy, girl, and family participants. This event runs from 6 to 7:30 p.m. at the Goldfield Tennis Center, 2005 W. Windsor Dr., next to the North Lakes Recreation Center. Staff contact: Kelsey Stuart, Parks and Recreation E. Movie in the Park: Hocus Pocus — Quakertown Park is hosting a screening of the original Hocus Pocus on Friday, October 28 from 6 to 9 p.m.,with preshow fun including pumpkin 6 painting, inflatables, lawn games, and a costume contest starting at 6 p.m. and the movie at 7 p.m. Staff contact: Arianna Bencid, Parks and Recreation F. Halloween Hike- On Friday, October 28 from 6 to 8 p.m., Denton Parks and Rec will host a family-friendly, free night hike at South Lakes Park Nature Trail. Staff will take groups every 30 minutes to see the mysterious side of nature on a 0.85-mile hike. Staff contact: Carin Zeman, Parks and Recreation G. Recycling 101 —Join Sustainability for National Recycling Day on November 15 to review what's accepted in curbside recycling, where the recycling goes, why certain items are not accepted, and what recycling becomes. The discussion will also include sustainable alternatives to recycling. RSVP online to join Recycling 101 at 6 p.m. at Emily Fowler Library. Staff contact: Katherine Barnett, Sustainability H. Creating in Acrylics at the Denton Senior Center — On October 11, the first Creating in Acrylics class was taught by Carmen Lax at the Denton Senior Center. Novice and experienced painters can learn and grow their painting skills as each six-week session focuses on a different technique. This session focuses on painting scenery; future sessions will include painting Still Life and Portraits. Classes are held Tuesdays from 5:30 to 7:30 p.m. and pre-registration is required. Registration is available online, in person, or over the phone at(940) 349-8720. Staff contact: Nicole Brasher, Parks and Recreation Attachments A. Core Values Email.................................................................................................................8 B. S&P Rating Report ................................................................................................................9 C. Update on Sam Bass Blvd& Londonderry Ln Traffic Impacts ..........................................17 Informal Staff Reports A. 2022-068 DME Notice to Developers .................................................................................18 B. 2022-069 Villas of Piney Creek HOA.................................................................................30 Council Information A. Council Requests for Information......................................................................................I I I B. Public Meeting Calendar....................................................................................................113 C. Draft Agenda for November 1 ...........................................................................................117 D. Future Work Session Items................................................................................................127 E. Street Construction Report.................................................................................................128 Birdseye, Stuart From: Hensley, Sara <Sara.Hensley@cityofdenton.com> Sent: Wednesday, October 19, 2022 2:53 PM Subject: Introducing our updated Core Values City of Denton Employees, One thing I have had the pleasure to experience throughout my time with the City of Denton is the ability of our employees to come together and achieve great things. As City Manager, I've begun working with the leadership and City Council to establish the direction for the coming years. These discussions naturally led to conversations regarding our core values and if they continue to best support our ongoing efforts as well as how we best serve the community Recognizing that we are in a different place now than we were five years ago, it was my pleasure to announce a new set of organizational core values at today's employee forum. These new core values developed from extensive discussions with our leadership team, better ,. supporting who we are now and where we want to point our compass for the future. Additionally, they A build on our previous core values,which remains♦��, .y♦��'-raw incredibly important attributes for our organization as ��♦+��♦++�, -, we continue to build our success around them. Our .'�� ♦N��4ic new values are meant to provide a road map that to Play th ►/K � ipff♦ , guides us forward and teaches us how to accomplish Video SA" HEMSLkY our work. City Mtw_ager r Going forward,we will: • strive to be INCLUSIVE by creating a sense of belonging for all. An environment where individuals and groups are valued, respected, and supported. From the top down and the bottom up. • pursue being COLLABORATIVE by listening, being open-minded, and forward-thinking while working together towards a collective goal. • commit to being SERVICE-ORIENTED by anticipating, recognizing, and proactively addressing the needs of those we serve. • strive to be STRATEGICALLY FOCUSED by always thinking with the future in mind. • value being FISCALLY RESPONSIBLE by ensuring financial sustainability through the responsible use of City resources. I look forward to working with you as we move our organization forward together. Thank you for the work you do, day- in and day-out,to make our community a place to live, work, learn and play. Sara Hensley 8 S&P Global Ratings Ratings0irect C ............................................................................................................. Denton, Texas; CP; Combined Utility; Retail Electric Primary Credit Analyst: Paul J Dyson,Austin+ 1 (415)371 5079;paul.dyson@spglobal.com Secondary Contact: Alexandra Rozgonyi,Centennial+ 1 (303) 721 4824;alexandra.rozgonyi@spglobal.com Table Of Contents ............................................................................................................. Credit Highlights Outlook Credit Opinion Related Research WWW.STANDARDANDPOORS.COM/RATINGSSDIRECT OCTOBER 17, 2022 1 Denton, Texas; CP; Combined Utility; Retail Electric Credit Profile Denton comb util Long Term Rating A+/Stable Outlook Revised Denton retail elec(AGM) Unenhanced Rating A+(SPUR)/Stable Outlook Revised Denton util sys rev extendable cml pap nts prog ser A due 01/12/2031 Short Term Rating A-1 Affirmed Many issues are enhanced by bond insurance. Credit Highlights • S&P Global Ratings revised the outlook to stable from negative and affirmed its'A+'long-term rating and underlying rating(SPUR) on the City of Denton, Texas'utility system debt outstanding. • At the same time,we affirmed our'A-1'short-term rating on Denton's commercial paper(CP)notes. • The outlook revision reflects our view of Denton's improved risk management, culture, and oversight since Texas' February 2021 winter storm,including improved weatherization internally at Denton and also by external state agencies that reduces outage risk for Denton's gas-fired generating facility,which is critical not only as backup generation given Denton's heavy reliance on intermittent renewable energy,but also given the plant's importance to the overall reliability of the Electric Reliability Council of Texas(ERCOT)grid. • The outlook revision further reflects Denton's improved resource adequacy,procedures,power supply planning, and hedging practices for both natural gas and purchased power, and various incremental reforms made in the ERCOT market over the past year or so that better insulate electric utilities such as Denton from extreme weather and high market prices for power and gas. Security A first lien on net revenue of Denton's combined electric,water, and wastewater systems secures the bonds,with approximately$333 million in utility revenue bonds debt outstanding as of fiscal year-end 2022 (Sept. 30). In addition, more than$614 million of general obligation bonds and other tax-secured debt was issued on behalf of the utility and is outstanding;by practice,the combined utility fully self-supports the entirety of its allocable tax-backed debt and our financial analysis and fixed-charge coverage(FCC) calculations incorporate the capacity of the combined utilities'net revenue to service both the revenue debt and the general obligation/tax-secured debt. The short-term, or CP,rating is linked to the long-term rating based on the application of our"Methodology For Linking Long-Term And Short-Term Ratings,"published April 7, 2017, on RatingsDirect. In fiscal 2021, as in prior years, compared with the contributions of the water and sewer systems to net revenue available for debt service,the net revenue of the electric system provided more than two-thirds of net revenue WWW.STANDARDANDPOORS.COM/RATINGSDIRECT 10 OCTOBER 17, 2022 2 Denton, Texas; CP; Combined Utility;Retail Electric available for debt service,making it the focus of our analysis. Credit overview As a result of the February 2021 winter storm event, Denton paid$210 million in storm-related charges to ERCOT for electric power, and$28 million in fuel and power purchase agreement expenses. Concurrent with those expenses, Denton received approximately$97 million of ERCOT payments and credits for power that it generated and then sold into the ERCOT market,for a net storm cost of$140 million.The costs were extreme when compared with the$64 million in purchased power expenses for the entirety of fiscal 2020. The cost to Denton was significant primarily because its 225-megawatt(MW)natural-gas-fired, quick-start combustion engine power plant,the Denton Energy Center(DEC),was unable to source natural gas during the storm.While idle,because of the lack of heat from burning natural gas,the plant experienced frozen pipes and could not operate for two days,which curtailed its opportunity to make market sales at the prevailing high prices. The plant's reduced capacity as a result of system freezes during the balance of the storm event led to additional expenses and forgone offsetting revenue. Such sales might have tempered or offset some of the unbudgeted expenses it incurred. In addition, Denton's demand was 30%above forecast peak load,which exacerbated the situation. Denton funded the costs through the issuance of commercial paper(CP)that has since been refinanced into long-term debt. Over the course of a year,the city contracts for renewable resources at levels commensurate with annual retail sales or higher,but the output of the renewable resources does not always align with native load customers'energy demand. Therefore,the city sells surpluses during some hours and purchases shortfalls from the market in other hours. The city will also rely on the dispatch of its DEC gas-fired units to help meet customer demand during hours when renewable resources are dormant or when doing so is otherwise economic. Peak demand during summer 2022 was 392 MW, a record, and was 6%above forecast. Firm resources to meet peak demand include the 225 MW DEC. Denton also has two power purchase agreements (PPAs)through which it receives liquidated damages in the event minimum capacity is not attained: a wind PPA of 30 MW and a solar/wind PPA of an additional 25 MW. Unit-contingent renewable energy resources provide an additional 355 MW of capacity,both wind (150 MW) and solar(205 MW)PPAs. Inclusive of intermittent resources, Denton has 635 MW of capacity to meet recent summer peak demand of 392 MW,with the DEC accounting for 35%of total resources and 57%of recent peak demand.An additional 75 MW of solar generation is pending operation but has been delayed as a result of supply chain issues, and Denton has a request for proposal out for another 250 MW of solar or wind generation,with wind generation likely to be coastal(not offshore)because such a location better matches with Denton's load patterns. Denton is adding more resources to serve its growing load and to limit exposure to more costly market purchases. Because of the potential for a shortfall between Denton's available energy resources and load during certain hours, and because of periodic high market prices for power in ERCOT during peak demand,we believe the various tools, practices, and procedures Denton maintains to shield itself from spikes in power and natural gas prices are critical from a credit standpoint.We also focus on how Denton has remediated its owned generation assets from extreme weather events,and the extent to which external developments within ERCOT limit these exposures.We view recent developments along these lines as positive and materially reducing Denton's exposure to high power prices and natural gas disruptions. S&P Global Ratings has also conducted a stress test that assumes heightened demand, diminished resources, and exposure to the scarcity pricing cap under various scenarios. In our view,the potential WWW.STANDARDANDPOORS.COM/RATINGSDIRECT 11 OCTOBER 17, 2022 3 Denton, Texas; CP; Combined Utility;Retail Electric increase in power costs would be manageable at the rating largely as a result of the credit-supportive role and value of Denton's liquidity. The'A+'rating further reflects our view of the system's: • Deep and diverse service area just north of the Dallas-Fort Worth metroplex,with a growing,primarily residential customer base that lacks significant concentration, and exhibits income levels near the national average; • Primarily non-carbon-emitting power supply to meet retail load during many hours,which reduces longer-term regulatory risks with regard to carbon emissions; • Good FCC that has averaged 1.3x over the past three fiscal years and that, according to projections that we deem reasonable,we calculate at a solid 1.3x to 1.6x during fiscal years 2022 through 2026; and • Ample liquidity totaling about$172 million, or near 200 days' operating expenses,in fiscal 2021 that we believe partly offsets risks associated with power and natural gas price volatility. Partly offsetting the above strengths,in our view, are the system's: • Potentially short resource position during certain periods given much heavier reliance on intermittent resources than that of peers and periodic peak demand above forecast,which could increase costs significantly and reduce liquidity; • Some remaining vulnerability related to its non-firm natural gas supply, although we recognize additional remediation measures are underway or under consideration to reduce gas supply disruption risks; and • Above-average electric rates versus the state average although we view water and wastewater rates as very competitive. Peak demand figures exclude data center Core Scientific, a relatively new customer in the city with 22 MW of demand in fiscal 2022 (accelerating to 300 MW in fiscal 2023).According to the PPA between Denton and Core Scientific, Denton's other customers assume no price risk associated with this customer. Environmental, social, and governance We view environmental risks as moderately credit negative given Denton's location in a region subject to extreme weather events combined with the inherent limitations of the ERCOT market, although market conditions have improved over the past year. In our view,these risks require more sophisticated financial planning and hedging and lead to higher power costs given the need for a long position.With regard to emissions,however,the combined utility has taken significant steps in recent years to reduce its carbon footprint and meet potential greenhouse gas emission regulations,given that its power supply centers on renewables and natural-gas-fired peaking generation and has shifted away from coal. In February 2018,the city council adopted the Denton Renewable Resource Plan,which set a goal to have under contract 100%of the city's annual electricity from renewables by 2020. Management reports that 100%of net energy resources for retail load in fiscal 2021 consisted of renewable energy on an overall basis, and is backed up by the DEC,when needed. Nonetheless,the output of renewable energy resources doesn't necessarily align with consumption patterns during many hours, alternately creating surpluses and shortfalls,both of which expose the utility to volatile prices in the competitive ERCOT market. WWW.STANDARDANDPOORS.COM/RATINGSDIRECT 12 OCTOBER 17, 2022 4 Denton, Texas; CP; Combined Utility;Retail Electric Social factors are credit neutral,in our view,given rates that we believe are generally competitive and income levels that are near the national average. However,to the extent that power costs rise over time or capital needs grow considerably for the electric,water or wastewater system, social risks could increase as a result of reduced rate affordability. In addition,two other transmission/distribution utilities can serve almost half of its potential service territory,undeveloped,with one utility offering retail choice. The city has not opted into customer choice, so current customers cannot switch. Overall,we have not seen competition manifest as a material credit risk to Denton. In our view,governance risks have eased over the past year given risk management improvements internally at Denton, steps taken externally by ERCOT,the Public Utility Commission of Texas(PUCT), and the Texas Railroad Commission(TRRC)to improve resource adequacy and power supply reliability,and measures taken to reduce power supply cost volatility. Nonetheless, as with other utilities operating in ERCOT,governance risk is heightened and moderately credit negative given that the environment in which Denton operates requires stronger liquidity,proactive planning,hedging, and financial flexibility,which come at a cost,versus utilities in regions where these risks are lower. Outlook The stable outlook reflects our view that at the rating, Denton's power supply resources,refined power and natural gas hedging procedures,weatherization,and robust liquidity are sufficient to mitigate exposure to demand and power cost volatility that we view as endemic to utilities operating in ERCOT. Downside scenario We could lower the rating if Denton's portfolio of renewable resources creates surpluses and short positions attributable to mismatches among the production and dormancy hours of renewable resources, and if native customers'load requirements expose the utility to significant unbudgeted expenses. ' Upside scenario We could raise the rating over the next two years to the extent Denton's financial metrics materially exceed forecast and we believe they can be sustained at such levels. In making this evaluation,we will also take into account management's ongoing risk management activities related to its operation within ERCOT and in a region subject to extreme weather,including any additional measures taken to shield itself from power supply spikes and natural gas supply disruptions. Credit Opinion The rating reflects our view of Denton's strong enterprise risk profile,with a diverse and primarily residential customer base,slightly below-average income indicators, above-average electric rates, and mostly renewable power portfolio, although Denton's heavy reliance on intermittent power to meet peak load and recent challenges related to gas supply resiliency partly offset this. Our assessment of Denton's strong financial risk profile reflects our forward-looking view of strong FCC and liquidity, and manageable debt burden.We have applied a one-notch positive adjustment from the initial indicative rating to arrive at the final rating given the amalgam of Denton's strong financial metrics,which temper operational exposures that persist but are not as prominent as they were before the February 2021 winter WWW.STANDARDANDPOORS.COM/RATINGSDIRECT 13 OCTOBER 17, 2022 5 Denton, Texas; CP; Combined Utility;Retail Electric storm, coupled with a strategic plan to reduce the probability of gas supply disruptions and exposure to high prices for power and gas.We believe these factors to be supportive of the'A+'rating. Denton's combined utility provides electric,water,wastewater, and drainage services to the city. Median household effective buying income was 96%of the national average and weighted average electric system rates were 9%above the state average,both as of 2021. These factors somewhat limit Denton's financial flexibility, although we understand that no rate increases are planned until 2024 and water and wastewater rates are very competitive.Water and wastewater operations are stable with ample system capacity,in our view. Despite widespread drought conditions throughout Texas, Denton's water supply has been resilient. According to management's financial forecast,we calculate that FCC will range from 1.3x to 1.6x over the next five years,versus about 1.3x on average in fiscal years 2019 to 2021. In our view,the financial forecast and related assumptions are reasonable. System liquidity is robust with about$172 million in cash, or 193 days' operating expenses, as of fiscal 2021,with estimated liquidity balances for fiscal 2022 at$192 million, or 236 days'cash.We view such liquidity as a significant credit positive given the various operating risks facing Denton in the ERCOT market and given exposure to extreme weather and volatile market prices for power in the event that generation does not perform as expected(and in the event of another gas supply interruption). In our view, Denton's debt to capitalization is manageable at about 51%.The five-year capital plan for the combined utilities totals$688 million,with management anticipating funding$520 million with additional debt.We believe the size of the capital plan and borrowing needs could constrain future FCC and lead to higher rates. Some recent measures reduce but don't eliminate risk Denton's engineering consultant has provided alternative fuel and weatherization options for the DEC.The DEC is a critical asset,not only for Denton but also for the ERCOT grid as a whole,given that it backs up Denton's significant, intermittent renewable energy portfolio. In the event ERCOT's grid fails--as it almost did in February 2021--the DEC is an important asset to the grid and can start without grid support, enabling the grid to recover from a true blackout condition. One weatherization project underway involves the addition of a separate and higher concentration blend of glycol and water storage that will be seasonally adjusted with the normal and lower concentration blend. This new equipment will enable the DEC to sustain off-line operations down to negative 5 degrees Fahrenheit,improved from the prior design point of 19 degrees Fahrenheit. The project will be complete by winter 2023-24. Management is also investigating additional gas pipelines and options to add compression to lines to required usable pressure.A new standard operating procedure is in place to quickly drain fluid if natural gas pressure is lost,to prevent freeze-ups. Management also plans to manage power supply and hedge positions six to 10 days and up to one month ahead of predicted extreme temperatures,rather than one to five days in advance under its policy before the February 2021 winter storm. Regarding the use of alternative fuels at the DEC,we understand engineering and capital cost estimates have been completed and financial analysis is ongoing.The DEC is able to run on liquefied natural gas and propane,but we understand burning fuel oil would require a major change in its permit. Evolving U.S. Environmental Protection Agency rules on ozone emissions could also limit Denton's ability to burn alternative fuels. Denton is also evaluating its options to participate in ERCOT's future Firm Fuel Reliability Service,a new program focusing on grid reliability WWW.STANDARDANDPOORS.COM/RATINGSDIRECT 14 OCTOBER 17, 2022 6 Denton, Texas; CP; Combined Utility;Retail Electric under which Denton can get compensated for its generation resources that meet a higher resiliency standard,with the overall goal of maintaining resource availability in the event of a natural gas curtailment or other fuel supply disruption within ERCOT. We understand the lateral line that supplies gas (non-firm)to the DEC has passed inspection by the TRRC. Since the February 2021 winter storm,pursuant to Senate Bill 3, ERCOT and the PUCT have identified all of the critical natural gas infrastructure within ERCOT, and the TRRC has adopted weatherization rules. By Dec. 1, 2022, and each Dec. 1 thereafter, operators deemed critical must implement(and attest to the completion of)weather emergency preparation measures that promote the sustained operation of facilities.These operators must also rectify any known issues related to major weather-related forced stoppages that disrupted operations during previous weather emergencies. Inspections by the TRRC will begin this winter with possible$1 million penalties for violations.We believe these measures reduce the risk of gas supply interruptions,not only for Denton's plant but for other critical infrastructure statewide. Denton engages in natural gas hedging through a combination of term financial hedges based on expected annual and seasonal operating hours and three-month hedges optimized based on weather forecasts and overall market conditions. Denton hedges gas one quarter or one year in advance of needs, depending on market conditions. If gas prices rise, Denton will hedge a higher quantity and earlier. Denton plans to hedge 100%of gas supply needs by Nov 15 for December, January, and February(winter)months. Nonetheless, an interruptible fuel supply tempers the benefits of hedging.We also note that rising natural gas prices have resulted in higher power prices in both the spot and term markets. Denton reports that hedging natural gas in this higher price environment involves the sales of heat rates and the purchase of fixed-price power;heat rate transactions provide a highly correlated hedge to natural gas price volatility. Other ERCOT-related developments that limit Denton's exposure to peak pricing include improved ERCOT reserve margins,which means fewer hours subject to peak or"scarcity"pricing. In addition,in December 2021 the PUCT announced a reduction in the price cap for power to$5,000 per MW-hours from$9,000 per MW-hours. In addition, ancillary services are no longer uncapped.We also understand that ERCOT power plant inspections were completed in 2021 with only a few plants failing inspection. Given these various developments, and the improved risk management practices internally at Denton,we believe Denton is materially less exposed to high prices for power, disruptions in natural gas deliveries,and DEC unplanned outages. Denton also maintains ample liquidity,totaling$172 million as of fiscal 2021,which we view as a substantial but necessary buffer against operating risks. Related Research Through The ESG Lens 3.0: The Intersection Of ESG Credit Factors And U.S. Public Finance Credit Factors, March 2, 2022 WWW.STANDARDANDPOORS.COM/RATINGSDIRECT 15 OCTOBER 17, 2022 7 Copyright©2022 by Standard&Poor's Financial Services LLC.All rights reserved. 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S&P may receive compensation for its ratings and certain analyses,normally from issuers or underwriters of securities or from obligors.S&P reserves the right to disseminate its opinions and analyses.S&P's public ratings and analyses are made available on its Web sites,www.standardandpoors.com(free of charge),and www.ratingsdirect.com (subscription),and may be distributed through other means,including via S&P publications and third-party redistributors.Additional information about our ratings fees is available at www.standardandpoors.com/usratingsfees. STANDARD&POOR'S,S&P and RATINGSDIRECT are registered trademarks of Standard&Poor's Financial Services LLC. WWW.STANDARDANDPOORS.COM/RATINGSDIRECT 16 OCTOBER 17, 2022 8 ( Public Works Inspections DENTON 401 N. Elm St., Denton, TX 76201 . 940-349-8910 August 30, 2022 RE: Update on Sam Bass Blvd. and Londonderry Ln. Traffic Impacts Dear Resident or Propert\ Owner: We are contacting you regarding the road closures scheduled to take place on Sam Bass Blvd. and Londonderry Ln. This construction is related to private development and will require phased street closures to ensure public safety during construction. Weather permitting, closures will begin on the eastern most portion of Londonderry Ln. on Monday, Sept. 12.As construction progresses, closures will move north on to Sam Bass Blvd. Weather conditions and contractor scheduling may impact the plans, but the project is scheduled to be completed by Wednesday,Nov. 23. Below are the traffic impacts and construction schedule for the upcoming phase of construction. Here's what to expect during construction: • To alloNA crews to safely complete the construction work Londonderry Ln. and Sam Bass Blvd. will have a temporary lane closure in place while crews are present. Signage will be posted to alert motorists of the construction and temporary parking restrictions. • There will be no through trot l is permitted while constriction is taking place. • There will be no parking in the barricaded construction zone. • Emergency vehicles will have access to the apartment complex. • There will be two points of entrance/exit to the apartment complex. Lane closures during construction are important to ensuring that our residents,travelling public and workers present remain safe. If you have any questions or would like to discuss the project, please contact Oscar Ramos at Oscar.Ramos(aicityofdenton.com. IMPROVING DENFIC,i OUR CORE VALUES Integrity • Fiscal Responsibility• Transparency • Outstanding Customer Service ADA/FOF NDLA www.cityofdenton.com TDD(800)735-2989 17 October 21, 2022 Report No. 2022-068 INFORMAL STAFF REPORT TO MAYOR AND CITY COUNCIL SUBJECT: DME Notice to Developers due to Supply Chain Impacts to Electric System Development. BACKGROUND: Supply chain issues faced by DME for the equipment needed to connect new customers and to implement upgrades to the DME distribution system are starting to impact DME's ability to meet the demands of the development community. The equipment and devices include, but not limited to, many of the raw materials and components for transformers, PVC piping, underground cable (copper and aluminum), overhead conductor(aluminum), High Voltage connectors, and pedestal style termination cabinets. Despite the supply chain issues faced by all electric utilities, development in Denton continues at an ever-increasing pace as shown in Figure 1. Figure 1—DME Customer Growth Customer Growth 70000 60000 50000 40000 30000 20000 10000 0 2017 2018 2019 2020 2021 2022 ■Residential ■Government ■Commercial ■Industrial DME currently has 61,793 customers. Since 2017 (5 years), DME has seen a 36.692% increase in customers. Besides the need to provide the necessary materials and equipment to meet this growth, DME must assure it has sufficient material stocks to respond to daily service issues as well as its ability to respond to a more widespread event on the system. As a direct result of serving more customers, the number of pieces of electrical equipment and materials necessary to 1 18 October 21, 2022 Report No. 2022-068 maintain the system due to routine outages has increased and getting that equipment during this supply chain interruption has further exacerbated the lack of inventory available to meet developer needs. DME Engineering tracks all developments that we have the penitential to serve and all that we are obligated to serve. Table 1 provides a quantity breakdown of project classification and status of the database used. Figure 2 depicts the number of historical residential and multifamily units that have been interconnected to the DME system and forecasts the 2022/2023 units based upon the projects that have entered the development services queue. Table 1- Project Class and Status Residential Multifamily Commercial Improvement Total In Design 17 24 29 57 127 Active 10 9 7 6 32 Totals 27 33 36 63 159 Figure 2—Historical and Known Developments Residential & Multifamily 3,000 6,000 2,500 5,151 5,000 2,409 2,000 4,000 c � 1,500 3,000 v 1 72 z � 1,000 1 06 2 2,000 1,225 500 4 1,000 743 108 FY17-18 FY18-19 FY19-20 FY20-21 FY21-22 FY22-23 Residential Multifamily 2 19 October 21, 2022 Report No. 2022-068 During the COVID years DME's experience with each revenue rate classes were mixed. Residential development did not slow but increased dramatically this past fiscal year with a higher projected growth of over 2,400 new residential lots added to the system for FY 22-23. Construction of multifamily units dipped slightly between FY20-21 and FY21-22, but projections show expected growth in FY22-23 of over 5,000 new multifamily units. Additionally, commercial customer growth has been high as depicted on Figure 3. Figure 3—Commercial Rate Base Growth (square feet) Commercial 7,000,000 6,254,518 6,000,000 5,000,000 4,000,000 3,000,000 ••2,073 36 2,000,000 1,000,000 572,877 - 141,493 285,7 FY17-18 FY18-19 FY19-20 FY20-21 FY21-22 FY22-23 Commercial development within the City of Denton did not slow during COVID, and in fact, DME expects an exponential growth in new commercial square footage. The chart shows DME can expect an additional 6,254,518 square feet of commercial space in FY 22-23. Most commercial development is served through use of three-phase transformers. Critical Path Equipment and Materials DME Engineering identified four(4) material items, which are critical to the delivery of electric service, for further discussion. The comprehensive list of materials is over 75 items, but DME Engineering is highlighting these for illustrative purposes. Table 2 is a listing of these items broken down into the minimum requirements (the level DME needs to have on hand to handle daily and emergency situations), the number that has been committed to projects that are "active" (released or can be released to field operations for construction), the number of each item on-hand and currently in stock, the calculated shortfall, purchase order dates of the material along with the quantity ordered, and finally the current lead time. 3 20 October 21, 2022 Report No. 2022-068 Table 2—Warehoused Items Status Minimum Committed Total On Hand Shortfall On Order Leadtime 50 kVA(OH) 35 8 43 8 35 40:9/28/2021 60 Weeks 50:4/27/2022 60:6/7/2021 45:9/28/2021 50 kVA(UG) 25 190 215 3 212 180:4/24/2022 60 weeks 30:7/25/2022 50:8/24/2022 353:5/12/2022 Pedestals 70 545 615 121 494 200:7/20/2022 6 months 252:8/12/2022 21-9/14/2022 125:9/29/2021 St Light Pole 24 171 195 0 195 125: 12/21/2021 52 weeks 150:5/20/2022 136:3/23/2022 #2 Elbows 24 772 796 133 663 290:5/04/2022 Allocation 495:5/24/2022 For illustrative purposes Figure 4 depicts the projected timeline #2 Elbows, the item that we anticipate shortages of in the very near future. Similar graphs are provided for each item in Table 2 in the Appendix. Figure 4-#2 Elbows Supply vs Demand 1WU 8W 6W 400 nu U 6/30/2022 IV31/2022 6/30 2023 .. _ 200 4M1 Coo �Po,nrlR�wmmnnL•: �Mirunlum �Ortnr Uvpn 4 21 October 21, 2022 Report No. 2022-068 Termination of underground cable to a pad-mounted transformer is accomplished with an elbow. An elbow is composed of metal parts and fittings that slide into the receiving port of a transformer. The elbow is insulated with a rubber covering that protects its energized parts from ready access. A minimum of two elbows are needed for every transformer installed. Our current supplier, Techline, has notified us the vendor has them on an "allotment" for orders. It is the understanding this means Techline receives a limited amount of these items monthly—no matter how many Techline may have on order. Techline divvies these out to their multiple customers of which DME is one. DME may only get two (2) a month. The low supplied value for these critical items is extremely problematic and certainly can delay multiple active and projects in design if more are not received. The lead time for#2 elbows is on allocation. Currently, the CoD warehouse has one-hundred thirty-three (133) in stock compared to the seven-hundred ninety-six (796) needed as minimum and committed stock providing a six-hundred 663-unit deficit. There are 961 on order with an allocated lead time. Based on current inventory level, expected deliveries and known and active projects, DME expects that we will no be able to support development activities after January 1, 2023, and, depending on delivery schedules for this item thereafter, our ability to support development will be limited by available inventory. Mitigation Measures While DME has been working conscientiously to mitigate the impacts of these supply chain issues, we are now at a point that we believe our ability to support development activities will soon be impacted. Nevertheless, DME's project planning and logistics personnel are working closely with the City of Denton (CoD) Warehouse team members to identify any activities or methods that can be used to minimize the impacts of these externalities. These measures include:. • DME's project planning and logistics personnel work closely with the City of Denton(CoD) Warehouse to identify items. To better establish upcoming needs, DME Project Planning and Logistics staff meet on a weekly basis with CoD Warehouse leadership to review the status of materials needed for all upcoming projects. To assure the items managed by the CoD Warehouse are ordered in a timely fashion, DME Project Planning takes the lead and notifies CoD Warehouse when to order materials. • DME Project Planning provides CoD Warehouse a list of materials needed with a nine (9) month outlook. • With the increase in lead times, DME is making bulk orders to attempt to stay in front of our material requirements for maintenance and new development projects. • Space at the CoD Warehouse has been a concern to house large quantities of pedestals. However, DME is more than willing to make available space at the Spencer warehouse and 5 22 October 21, 2022 Report No. 2022-068 at the substations to house the pedestal quantities as well as any other items that space is needed for. • If the proper transformer size is not available, DME will utilize larger kVA transformers to meet service needs. This action does have an impact since the larger kVA transformer usually is at a higher cost, reduces the inventory level of a piece of equipment that could be used elsewhere, has a greater amount of electrical losses, and is an underutilization for its capacity. But this provides service to the customer. • Upon project release, DME Project Planning continually reviews actual and anticipated stock levels of materials and informs CoD Warehouse quantity of materials that will be needed for projects. • DME's Standards and Project Planning staff research and approve alternative suppliers for materials when contracted suppliers cannot supply demand. • DME's current transformer contract was approved for an amendment of 25%which has already been expended. DME is preparing a new contract for Council approval in the amount of$75M. • DME has fully expended the approved spend of an existing CoD Warehouse's LCRA contract approved by Council in May 2022. DME gained approval for a new CoD Warehouse LCRA contract in the amount of$16M. • DME's Project Planning proactively reach out to the vendors to try to get deliveries expedited. • DME is looking into ways to expedite processes to allow for a reduced purchasing process timeline. • DME is preparing a Delegation of Authority ordinance to expedite purchasing processes. • DME is looking into the possibility to purchase used or rebuilt transformers. Conclusion DME surveyed other cities to understand what approach they are taking regarding material shortages and lead times. The findings are as follows: Garland Power&Light, Garland • Experiencing shortages on transformers and load break elbows • Have notified City Council and halted all new construction within the past month CPS, San Antonio • Developers install civil work to the point where transformer pads are installed, CPS will place the project on hold at that time • Project prioritization is made on when the developer is ready and how long they have been waiting on transformers • Has notified developers, through their website portal system, of material shortages and increased lead times 6 23 October 21, 2022 Report No. 2022-068 • Sent an Email blast to all current developers about shortage issues Bryan Texas Utilities, Bryan • After civil work installed, developers are told up front it may be 6-8 weeks before equipment can be installed • Projects material needs and ordering 6-8 months in advance • Utilizing feed through cabinets where transformers are not needed immediately • Investigated use of rebuilt transformers Austin Energy • Has not formally stopped construction, but is experiencing delays for many of their construction materials • Looking for alternative suppliers DME does, and has done, many of the same tactics used by the other utilities. Supply and lead times are an issue affecting the entire electric utility industry. DME's ability to meet development demand is likely to begin to be impacted by January 1, 2023. The supply chain issues have created the current material shortage issues being experienced. In reviewing the circumstances, DME has concluded that these externalities could not be controlled by CoD Warehouse or DME staff. DME believes it is a responsible action to be proactive with the development community in Denton and provide them a proactive notice of potential service delays. The proposed language for this notice is follows: "Notice to Developers: As a result of nation-wide supply chain issues, Denton Municipal Electric (DME) is experiencing extended lead times, up to two years in some cases, on various electrical equipment. As such, DME is prioritizing it's on-hand inventory for new development on a first come,first serve basis. DME is committed to working diligently with developers to understand development timelines and will do everything that is commercially reasonable to provide electrical equipment to support those schedules. DME will endeavor to keep you informed of expected delivery dates and our ability to construct and energize your project." STAFF CONTACT: Jerry Fielder, P.E., Engineering Division Manager REOUESTOR: Staff Initiated, DME STAFF TIME TO COMPLETE REPORT: Total staff and contractor time on this project exceeds 100 hours. 7 24 October 21, 2022 Report No. 2022-068 APPENDIX Each focused item discussion includes a chart which shows that material item's quantity needs for active and projects in design for this and the future fiscal year(orange) along with the corresponding decline in quantities based on project needs assuming all of the quantities currently on purchase orders are actually in stock and available—which is not the case. The reality is even though sufficient quantities are on order, the current lead-time or quantity restrictions by the supplier or vendor will become problematic in assurance adequate supplies for a timely development service delivery. 50 KVA Transformers One of the most important items for DME are transformers, both pad-mounted(used in subdivision developments) and pole-mounted. Most 50 WA overhead transformers are used by DME contractors who are working on priority pole replacement projects. DME uses single-phase, transformers in overhead and underground configurations to provide electric service to customers. The transformers ordered and used by DME are purchased with varied electrical demands and secondary voltages as outlined in DME's Tariffs and Electric Service Standards. -- _- ,rs This image is taken of the racks used by DME to store its This image is taken of the area where 50 WA,single-phase, single-phase,pad-mounted transformers. This rack is pole-mounted transformers are stored. There are only normally full but,as can be seen,the number of seven(7)currently in stock. The space to the left of the transformers is noticeably down. transformers is normally full—now it has grass growing in it. 8 25 October 21, 2022 Report No. 2022-068 Chart 1-50 KVA Pad-Mounted Transformers 50 WA Pad Mounted Transformers 3w .a 151 5u 0 fh/30/]071 9/10/1111/ 11/3117(W 3/31/7013 6/30/2073 9/30/7011 11/11// -Projm Rrgwremcnt5 -MInImum -Otdrrusgr Lead times between ordering and receiving 1-phase, pad-mounted transformers has increased from approximately 16 weeks to, what will be in the new contract, 60 weeks for the Howard transformers which are normally purchased by DME. DME has looked at using other vendors and understand transformer delivery times for ABB is 142 weeks and for Eaton Cooper is at 4 years. This is based on information DME received from Techline—our current contracted supplier. Lead time for 50 WA, 1-phase,pad-mounted transformers is 60 weeks. Currently, DME Logistics has three (3) in stock compared to the two-hundred fifteen(215)needed as minimum and committed stock providing a two-hundred twelve (212) deficit. There are three-hundred sixty-five (365) on order with a projected sixty (60)week lead time. Commercial developments typically use 3-phase transformers. Due to the quantity currently in stock, DME is not experiencing too much of an issue with service to commercial customers. However, the lead times for 3-phase has increased from 16 weeks to 40 weeks. The one 3-phase transformer we are preliminary predicting may be an issue is the future is 750 WA, 277/480 volts. 9 26 October 21, 2022 Report No. 2022-068 Pedestals Chart 2-Pedestals Pedestals xu „b o/3Ul2022 12/31/2922 6/30IM23 3 2C 2W —Pmj—Reauirem —Minimum Order U.V Pedestals provide a connection point for secondary and service conductors to distribute electricity to a larger number of customers. These items provide for efficient utilization of pad-mounted transformer service capacity (kVA)by allowing multiple users on one transformer. Lead time for pedestals is six (6)months. Currently, the City of Denton Warehouse has one-hundred twenty-one (121)pedestals in stock compared to the six-hundred fifteen(615)needed as minimum and committed stock providing a four-hundred ninety-four(494) deficit. There are eight-hundred twenty-six(826) on order with a projected six (6)month lead time. 10 27 October 21, 2022 Report No. 2022-068 Residential Street Light Poles Chart 3-Residential Streetlight Poles Streetlight Poles ;rr, �1 I 1 CCU i rx� ;o 0 6/30/2022 12/31/2022 6/30/2023 12/31/2C -Project Requirements -Minimum -Order Usage The standard pole installation for a residential subdivision is the aggregate post top fixture. Developers can choose between this fixture or DME's wood poles with cobra head. Due to aesthetics, the residential streetlight option by far favors the post .� top. Lead times for aggregate poles has increased from 16 weeks to 52 weeks. Currently, DME has zero (0)20-foot aggregate poles in stock compared to the one- hundred ninety-five (195) needed as minimum and committed stock providing a 195-unit deficit. There are four hundred(400) on order with the projected 52-week lead time. The City of Denton requires developers to have streetlights installed and energized before providing approval to build houses. If the City is concerned with this, they may consider a temporary lifting of this requirement for developments. 11 28 October 21, 2022 Report No. 2022-068 Even though this document has focused on four(4) items, lead times for other critical materials used by DME have also seen lead time expansion. Table 3 provides lead times for several of the items used in this document and other items. With the increased supply chain issues, lead times between order and delivery of materials has changed(increased) several times for materials. Table 3—Lead Time Changes Material Original Lead Time New Lead Time 1-phase pad-mounted transformers 16 weeks 60 weeks 3-phase pad-mounted transformers 16 weeks 40 weeks 20' residential streetlight poles 16 weeks 52 weeks Electrical components(switchgears, automated equip) 14-16 weeks 20 plus weeks Poles (wood) 4-12 weeks 26-52 weeks Pull boxes (heavy& light duty) 12 weeks 12-14 weeks The United States is experiencing unprecedented levels of inflation. This certainly influences the costs seen by DME. Supply chain issues are going to have a financial impact on DME's capital budget which blends into its cost of service. A recent price request, through the LCRA warehouse contract,provided stark indication material costs are rising rapidly. Table 4 is the quote for the LCRA pricing showing the increase for many of the 1-phase,pad-mounted transformers used by DME. Table 4-Price Increase for Pad-Mounted Transformers Item Percentincrease 50 WA,240/120 V 251% 75 kVA, 240/120 V 278% 100 kVA, 240/120 V 167 WA,240/120 V 272% Items identified as electrical components has also seen a price increase in the range of 16% between 2021 and July of 2022. Increase in cost for materials will continue to increase the stress on an already stressed capital budget. 12 29 October 21, 2022 Report No. 2022-069 INFORMAL STAFF REPORT TO MAYOR AND CITY COUNCIL SUBJECT: Villas of Piney Creek HOA Infrastructure BACKGROUND: � . Full_ t �i The Villas of Piney Creek HOA, Inc, a subdivision which includes 36 single-family dwellings, one open space lot, and 5 private streets, recently held a Special Meeting to discuss the future of the Homeowner's Association (HOA). Additionally, a neighborhood representative spoke on this matter at the October 18, 2022, City Council meeting. The subdivision, shown outlined in blue above,is zoned Residential 6(R6)and located northwest of San Jacinto Boulevard,at the terminus of Piney Creek Boulevard. According to neighborhood representatives, participation in the HOA has waned, and the limited number of dwellings prevents the collection of sufficient funds to maintain the private streets. Currently, yearly dues ($900 per year) pay the utility bills and a service to mow the residential front lawns and the open space lot located on the west side of the subdivision. For these reasons, the HOA would like to dissolve and has requested that the City take over the ownership and maintenance of the private streets, privately held drainage improvements and open space lot. It is important to note that the Denton Development Code does not require the City to take over street ownership. Additionally, according to Appraisal District records the open space lot is privately owned. The City would not assume maintenance responsibility of a privately held lot outside of taking property maintenance action due to needing to abate a nuisance. 30 October 21, 2022 Report No. 2022-069 The following is information related to the history of the subdivision, the private infrastructure, and the Denton Development Code process related to HOA dissolution. It is being presented to facilitate Council's understanding of the Villas of Piney Creek's request, so that Council can give Staff direction on this matter in a future meeting. Zoning and Subdivision History • The Villas of Piney Creek,Phase 1,was developed as a Planned Development(PD-6), and the detailed plan was approved in 1995 (Ordinance 95-0133, attached). The ordinance includes a site plan and an indemnification for the private improvements, including the private streets. • The Final Plat was approved by the Planning and Zoning Commission on October 11, 1995 (Villas of Piney Creek Phase I, Staff Report-FP95-0079,and Minutes-10_1 I_1995,attached), executed by the owner on September 25, 1996, and filed of record on October 1, 1996. o The Final Plat reflects 36 residential lots, a 1.173-acre open space lot, and a privately owned and maintained street lot (Lot 2, Block D) which ranges in width from 24 feet (back of curb to back of curb)with mountable curb and gutter to 31 feet (back of curb to back of curb). These do not meet the minimum width standards (as shown in Table 1.3.1 below). TABLE 1.3.1 GEOMETRIC STREET STANDARDS Roadway No. Min Min"' Design Min Min Min Max Parking Side Class of Row B-B Speed Center Horz. Grade Grade walk Lanes (Ft) Width (MPH) Line Curve % % Width (Ft) Radius Separa- (Ft) (Ft) tion(Ft) Alley 1 25 15111 is 100 0 0.5 8 Prohibited N/A Residential Alley 1 30 20(�1 15 100 0 0.5 8 Prohibited N/A Commercial Residential 2 55 33/ 30 200 0 0.5 10 Prohibited 5 Lane'�=1 31(31 Residential 2 55 33/ 30 200 0 0.5 10 Permitted 5 31131 Collector 2`' .5 7 Permitted" 8 Collector 4 110 70/ 35 575 100 0.5 7 Prohibited 8 8001 Arterial 4 110 70/ 40 575 100 0.5 7 Prohibited"' 5 80141 Arterial 6 13S 90/ 45 750 100 0.5 7 Prohibitedj301 5 104(°( o Nested inside the private street lot and extending into the front yard of the residential lots is a variable width Public Utility, Private Access and Private Drainage Easement. This easement contains a private drainage system and public water/wastewater. o The HOA Covenants and Restrictions were approved by the Planning and Zoning Commission concurrent with the Final Plat and filed of record in 1998 (attached). • The 2002 Denton Development Code(DDC)removed Planned Developments from the zoning "toolbox," so the property was rezoned from PD-6 to Neighborhood Residential 6 (NR-6) District with the 2002 City-wide rezoning and code adoption. • With the implementation of the 2019 DDC, the zoning transitioned to R6, which remains in effect today. 31 October 21, 2022 Report No. 2022-069 DISCUSSION: Before City staff could endorse acceptance of existing private infrastructure (streets, drainage, lighting), a full Conditions Assessment must be completed. Street Dedication: If Council instructs Staff to accept the HOA's private streets, Staff will complete necessary research to identify the most appropriate process for the dedication of the existing private streets and privately held drainage improvements to the public. Dissolution of the HOA: Per DDC Section 8.3.6J.7, the HOA cannot be dissolved without the City's consent: "The Homeowners Association may not be dissolved, nor may deed restrictions and covenants providing for maintenance of common areas be deleted or amended, without the prior written consent of the Planning and Zoning Commission, by way of a plat amendment." A plat to amend or dissolve the HOA would require the signatures of all property owners within the platted subdivision boundaries. It should also be noted that the Planning and Zoning Commission could not approve a plat amendment to facilitate the HOA dissolution without the HOA first disposing of the private streets and drainage improvements as discussed in the bullet point above. Other Platting Information related to the Villas of Piney Creek During the October 18, 2022, City Council meeting, a member of the HOA highlighted a discrepancy in the date on the recorded Final Plat. Staff has reviewed the document and has determined that the Final Plat's Certificate of Approval erroneously showed 1996;however,it was corrected to 1995, and although the mistake is unfortunate, it is a scrivener's error that is not fatal to the effectiveness of the plat; therefore, the plat is valid. Other HOA's which Maintain Private Streets Further information was requested as to how many HOA's in Denton own and maintain private streets. Standards and processes related to gated residential communities and private streets were added to the City's subdivision regulations in 2007 and were carried forward in the 2019 DDC. The following subdivisions have HOA's which maintain private streets and were established by either Planned Development or the gated community subdivision regulations: • Robson Ranch • Tuscan Hills • Ellison Park • Villas of Piney Creek • Carmel Villas (under construction) • The Oaks of Township (under construction) • Vintage Townhomes (under construction) ATTACHMENTS: 1. Ordinance 95-0133 2. Villas of Piney Creek Phase I 3. Staff Report- FP95-0079 4. Minutes-10111995 32 October 21, 2022 Report No. 2022-069 5. Villas of Piney Creek HOA Declarations STAFF CONTACT: Julie Wyatt Senior Planner julie.wyatt@cityofdenton.com (940) 349-8585 REOUESTOR: Council Member Vicki Byrd STAFF TIME TO COMPLETE REPORT: Staff time to complete was approximately 5 hours. PARTICIPATING DEPARTMENTS: Development Services, Engineering, and Legal participated in the preparation of this report. 33 pineycrk.ord ORDINANCE NO. AN ORDINANCE OF THE CITY OF DENTON, TEXAS, APPROVING A DETAILED PLAN FOR PLANNED DEVELOPMENT ZONING DISTRICT SIX (PD-6) , WITH RESPECT TO 15 .413 ACRES OF LAND LOCATED THEREIN, NEAR THE NORTHWEST CORNER OF THE INTERSECTION OF COLORADO BOULEVARD AND SAN JACINTO BOULEVARD; AUTHORIZING THE CITY ATTORNEY AND CITY MANAGER OR THEIR DESIGNATES TO REVIEW AND APPROVE AS TO FORM AND COMPLIANCE RESTRIC- TIVE COVENANTS AND INDEMNIFICATION LANGUAGE CONTAINED WITHIN DEEDS AND PROPERTY ASSOCIATION BYLAWS AS PROVIDED IN EXHIBIT C; PROVIDING FOR A PENALTY IN THE MAXIMUM AMOUNT OF $2 , 000 FOR VIOLATIONS OF THIS ORDINANCE; AND PROVIDING FOR AN EFFECTIVE DATE . WHEREAS, Tipton Engineering has applied for approval of a detailed plan for 15 .413 acres of land located within Planned Development District Six (PD-6) , near the northwest corner of Colorado Boulevard and San Jacinto Boulevard; and WHEREAS, on July 12 , 1995, the Planning and Zoning Commission recommended approval of the requested zoning amendment ; and WHEREAS, the City Council finds that the change in zoning will be in compliance with the Denton Development Plan; NOW, THEREFORE, THE COUNCIL OF THE CITY OF DENTON HEREBY ORDAINS : SECTION I . That Ordinance No. 69-35 (PD-6) , providing appro- val of a planned development zoning district classification and use designation is hereby amended with respect to 15 .413 acres of land located therein, and more particularly described in Exhibit A, attached hereto and incorporated herein by reference, by adopting the detail plan, attached hereto and incorporated herein as Exhibit B for all purposes, in accordance with Division 2 of Article IV of Chapter 35 of the Code of Ordinances . SECTION II . That the City Attorney and City Manager, or their designates, are hereby authorized to review and approve as to form and compliance restrictive covenants and indemnification language contained within deeds and property association bylaws, as provided in Exhibit C. SECTION III . That the provisions of this ordinance as they apply to the 15 .413 acres described by Exhibit A govern and control over any conflicting provision of Ordinance No. 69-35 or its amendments, but all the provisions of Ordinance No. 69-35 or its amendments as they apply to that remaining portion of the PD-6 zoning district classification and use designation not herein amended, shall continue in force and effect and shall apply to the remainder of said district . 34 SECTION IV. That a copy of this ordinance shall be attached to Ordinance No. 69-35, showing the amendment herein approved. SECTION V. That any person violating any provision of this ordinance shall, upon conviction, be fined a sum not exceeding $2 , 000 . 00 . Each day that a provision of this ordinance is violated shall constitute a separate and distinct offense . SECTION VI . That this ordinance shall become effective four- teen (14) days from the date of its passage, and the City Secretary is hereby directed to cause the caption of this ordinance to be published twice in the Denton Record-Chronicle, the official news- paper of the City of Denton, Texas, within ten (10) days of the date of its passage . PASSED AND APPROVED this day of 1995 . 41 BOB CASTLEBERRY, OR ATTEST: JENNIFER WALTERS, CITY SECRETARY 7 BY: AP OVE AS TO LEGAL FORM: HERBERT L. PROUTY, CITY ATTORNEY BY 35 FIELD NOTES 4141.fld BEING Lot 56 in Block A of The Oaks of Township II, an Addition to the City of Denton, Denton County, Texas, according to the Plat thereof, recorded in Cabinet E, Page 13, Plat Records, Denton County, Texas, together with Certificate of Correction recorded in Volume 1619, Page 587, and in Volume 1652, Page 130, Real Property Records, Denton County, Texas; BEGINNING at the Northeast corner of the said Lot 56 in Block A of The Oaks of Township II, also a point on the South ROW line of Colorado Blvd., (a 70' ROW); THENCE, S 62° 40' 39" E, along said Colorado Blvd., a distance of 111.90 feet to a 1/2" iron rod found; THENCE, along a tangent curve to the right having a central angle of 22` 28' 59", a radius of 1222.79 feet, a chord bearing of S 51` 27' 00" E, and an arc distance of 479.83 feet to a 1/2" iron rod found; THENCE, S 40° Il' 40" E, a distance of 160.00 feet to a 1/2" iron rod set; THENCE, S 28" 53' 02" E, a distance of 152.97 feet to a 1/2" iron rod set; THENCE, S 49° 48' 21" W, leaving said Colorado Blvd., a distance of 365.86 feet to a 1/2" iron rod found; THENCE, along a tangent curve to the right, having a central angle of 12° 49' 01", a radius of 660.00 feet, a chord bearing of S 56' 12' 51" W, and an arc distance of 147.64 feet to a 1/2" iron rod found; THENCE, S 62° 37' 20" W, a distance of 764.87 feet to a 1/2" iron fod found; THENCE, along a tangent curve to the right, having a central angle of 25° 48' 35", a radius of 986.95 feet, a chord bearing of S 75° 31' 38" W, and an arc distance of 444.59 feet to a 1/2" iron rod set; THENCE, N O1° 34' 05" W, a distance of 130.00 feet to a 1/2" iron rod found; THENCE, N O1° 18' 07" W, a distance of 60.00 feet to a 1/2" iron rod found; THENCE, N 02' 23' 04" W, a distance of 149.70 feet to a point for corner; THENCE, East a distance of 152.66 feet to a 1/2" iron rod found; THENCE, N 76` 02' 04" E, a distance of 152.77 feet to a 1/2" iron rod found; _ a• •_ses_e__eie e_ Mitt; eee=yeeE__i THENCE, N 62` 37' 21" E, a distance of 764.32 feet to a point for corner; THENCE, N 27` 19' 21" E, a distance of 181.46 feet to a 1/2" iron rod found; THENCE, N 44` 08' 44" W, a distance of 146.11 feet to a point for corner; THENCE, N 62° 40' 39" W, a distance of 260.00 feet to a 1/2" iron rod found; THENCE, N 27" 19' 21" E, a distance of 305.00 feet to the PLACE OF BEGINNING and containing 671,390 square feet or 15.413 acres of land. Ma :a _. S2 ATTACHMENT J sGO Q >: s := S c gr E 9 ?.xs EjA OH .r. -�a�E9y�'$ 8 11 /` r 1�.�, `►Iw Y54� � 'n+ �4 . �Nm Lit 4 meLa 941 K 4 r4 '�� :,#1 r� �.. Kati �Y, --__-- _—a- --_ _-,...i -- 1'• e: �'so e�� -- �� ids ,Jd'J \ kPt //Ji f - 6 {•'.s. ' r .; cl 3Y - c 1 - 1"{. —� 1• tigia CRFf:K BLVD• 6121 s. jig ' �J! ` � s - ✓., t Ott --�w, �_ y9�is � • ifi ; �ji'-I! .I �{ a +i j!i}t}t�ir'31�' lrl.ts0 112E{ I)IN,7;q, O OIle 4, zoo, o •'•gip - i: ATTACHI+IENT13 Q °r ' • t 1 w V z � i 1 • t � t Y / 1 • r '� ` 1 e I y 41 ~I Y I ` J•`f �J 11 I • \ ---- — I ------ I r I 7 •,I { I_ / I r I 1 I Ir! ' I ! I a ! I I ! f 3� d j pup yyk J Zj4 d C t� { W r w 1 U a A � f EXHIBIT C As a condition of this planned development zoning classification and subdivision acceptance, Developer shall integrate the following indemnification language into each deed agreement as a negative reciprocal restrictive covenant running with the land, binding upon all heirs and assigns, and filed in the Deed Records of Denton County, Texas, such as to give notice to all subsequent prospective purchasers . Developer shall also integrate this language into the bylaws of the property owners association. The City Attorney, or his or her designate, shall have the opportunity to review and approve all such covenants and by-laws, and no amendments to the following indemnification language shall be permitted except upon review, approval and concurrence of the City Attorney and City Manager, or their designates . INDEMNIFICATION: THE VILLAS OF PINEY CREEK HOMEOWNERS ASSOCIATION, INC. , (ASSOCIA- TION) AGREES TO RELEASE, INDEMNIFY, DEFEND AND HOLD HARMLESS THE CITY OF DENTON, ITS OFFICERS, AGENTS, AND EMPLOYEES, AND ANY GOVERNMENTAL ENTITY OR PUBLIC UTILITY COMPANY THAT OWNS PUBLIC IMPROVEMENTS WITHIN THIS SUBDIVISION (INDEMNITEES) FROM AND AGAINST ANY AND ALL CLAIMS FOR DAMAGES TO PRIVATE STREET, RESTRICTED ACCESS GATES AND ENTRANCE, LANDSCAPING AND RELATED APPURTENANCES (PRIVATE IMPROVEMENTS) OCCASIONED BY THE INDEMNITEES' USE, REPAIR OR MAINTENANCE OF ITS EASEMENTS. THE ASSOCIATION FURTHER AGREES TO RELEASE, INDEMNIFY, DEFEND AND HOLD HARMLESS THE INDEMNITEES FROM AND AGAINST ANY AND ALL CLAIMS FOR DAMAGES TO PROPERTY AND INJURY TO PERSONS (INCLUDING DEATH) THAT ARISE OUT OF THE USE OF THE PRIVATE IMPROVEMENTS BY THE INDEMNITEES. THIS INDEMNIFICATION SHALL APPLY REGARDLESS OF WHETHER A CONTRIBUTING FACTOR TO SUCH DAMAGES OR INJURIES WAS THE NEGLIGENT ACTS OR OMISSIONS OF THE INDEMNITEES OR THEIR RESPECTIVE OFFICERS, EMPLOYEES AND AGENTS . THE ASSOCIATION AND EACH LOT OWNER AGREE TO RELEASE, INDEMNIFY AND DEFEND THE INDEMNITEES FROM CLAIMS FOR DAMAGES TO PROPERTY AND INJURY TO PERSONS (INCLUDING DEATH) THAT ARISE OUT OF ANY DEFECTIVE CONDITION OF THE PRIVATE IMPROVEMENTS, OR THEIR USE BY ANY OTHER PERSON. THE PROPERTY OWNERS ASSOCIATION AND EACH LOT OWNER SHALL INDEMNIFY THE CITY OF DENTON FROM ANY CLAIMS FOR DAMAGES TO PROPERTY AND INJURY TO PERSONS (INCLUDING DEATH) THAT ARISE OUT OF A DELAY OF EMERGENCY VEHICLES CAUSED BY THE RESTRICTED ACCESS. EXHIBIT C/PAGE 1 40 The following ide of L., mMlmum setbocks apply from the Bock of Curb enotes Zero J Adjacent to cul-de-socs/Streets D s -> ' 0 20 feet to garage door r O 15 feet to remainder of structure F .5 S� f It Setback MOO fsOAwa MAr xta _ 32 GRAPHIC SCALE THE OAKS OF TOWNSHIP 11 CAR. E PAGE 13 E rg 27 8 T _v r��gsmt. 16.lice a os' I1lj�r��0,83•�^ J�.�1 y DENTON 88 J.V. '�ir„e 14 \ f•612 16 a den✓•b0' _ 6 aor fy.,t. o 23. 7Y{ Lot 57.O Township aks of 11 A'8937• N62-37.21 , 670 paM•ep, a 22, Iq T�1 COMMON GREENBELT AREA A,BLANKET Jgj�J?'Lr 15 \ w 1 21� UTILITY k DRAINAGE EASEMENT J "Z`= 71•.e \ N:YYY� _ = 17:o0'^ 24 3 J L\ --- t5J.09'F•-i o:r�l %��a+� 'S \tQ j;� 11 1 114 0' •sYYo'w 'r°A:'ri3 9'1 6 N c 0 .$\ '�. 6asz- easr , 17. •nlso o.' 1 t 1 $y0' 10 �b �• ry�0. -t 562 , by ${r A� � •E 'gPo� � �•e0'iY 1 1 J Y � N6Y3Y10 61.90 �1 N6Y'3Y10 Il8 Iti 11J` ! g w , '( 61.96 V b,20 p P �' 9 I Y 1 11 IIV. 1 N6Y � 56Y•SYYO� ��7} , ti N b.� a $C . e� 6+.a' �'t(� ,+1 y////��13�q'1$$ •37'zo ° J sl 2'SYYO E N61 SYY E ; yl 2 $ Y v 9b N'6p 37'. E �Y BY6Y' P� �f1 ,, 2Jr $ 1 1 es.m' ssm' a° I�gpS $1 Yztf 01 9 $q w i -, rrt .SYYof ` Y3 cT 1 'Ig 1 19'� N6z•3 $0• wz°• d ��rl L L•e�2.19 Iq 1 b e.3.00 '3Y2 q 2 8.$ 8 1$ a• 19: 1 54z gr..: �( A�14 g 8 3 S 9 m2.3Ym 6 1 1 lAl. 'vl 3 h Nersrzo'f Nsr37'Yf 1 1 'v 8 1- dw NeT3rzo c U '. 8� rt S OPEN SPACE gs m' 1 $ .421 r f ° a, e°' � 18 18 1 N6YSYYo DENTON 68 J.V. ^a 3 6s.00 w 1 �11 1 $ s7'zo"'"' / ,0 2 LOT 1 BLOCK D 1 Hp0• � $ �1 i � ssoo $ aze3ad 1 n ;wl 1� $8•�1736zsrm,1 p� es GREENBELT AREA 2° 1 3 ® 7 1$ w 1 1 m 8 o Pi h 1.173 AC s' 1 ua,.uWeyf•ml.Y. ST N M 4 $ 1� _'�'$ �YYo'f 3 �' 8 •a 1 Ib 27 8 TOWNSHIP H PHASE 2 ,?$ - `; 1 n'• roe.Asansm.e Na9�ero{f 1 �, 1 g ;^ 7 $ v 1 N6z' g" 1$ 1 �• VOL Il PG to P.R. 2w ��_'�`-ti= $ -0 1 ermoo _.� w 1 NaY� � 8 �z.3Y:o•w 1 �'K ��/� $ 1710h r4 s' ram.. rb1 Iv 16 6s.m' �, ^81 L14 V 8$ 0'f�`a '• YS. t row u) 1 Ijk 1$ v 7C t1 ad ♦ Y ph IY 1 l Y 0 01 p 1; O �,F 8 Ih'! 'v 0 8 ^ Re/e6r h Jx S `d, $'6 g• R 6 1 37.td 37.`o, 4 $ 5 y S ti .,r:•-- 6yo7 7t 9n�m' -�2-3 o w e 1 's 1Ye3o'?s.3°•a -_ s-c�°--o�_- ant �n 550.76 ° x ClerTn jG 'p 1 s6.6o' w '•,°r s0.tt='S!5 _ l'^^ DE - � C? 76.1i 7apY 539°+�°.1 1 geY,YYo" _ �y Private c.y`� y ^v°c•1J1 andteltri T GOLDEN TRIANGLE JOINT VENTURE ✓ c♦ -- e , J �t6'ex(�'i f 62'Public pr(wte 'r nccmo a E-W"ant(tR* VOL 886 PAGE 937 ,� ra rs• - -• -- So' po 9 doe Z TRAMMEL CROW CO. 191 1 Of BeBIn 2i g l'c1m TOWNSHIP 11 E P. INSTA 220LLMENT A.2547'16' ^ R.986.95' < Y)M 140 LEGEND T.225.93' e` l I".IRON ROD ROD S L.444.21' C y /� !RS/CAP.fRON ROD SET N/CAP CD.440.47 8(1^ g Vl� A J�p,n,�.,,� U.E. UTILITY BASEMENT F. D. 1. C. CD Bite.$75.45'23'W l'Tl ,✓f et 'Uµ�bl1// V ��G V1.�I�WA,V�.1T D.E. DRAINAGE EASEEMENT Lot 6A, Block A tTl �`I/ (1 to G/ _�a k{•(�,.�j`YJ 9c "'f 8.L BUILDING LINE TOWNSHIP ll PHASE 11 77 1F.rl l wJIO OFiled for Record tn- C U R V E D A T A CAB. D PAGE 301 �n1 Itt0EDR DLE TIMr NDDOES/CO Y ow"Co-+ nato' r40Yor N,g, 4e.6r' br6' us�rYO•N �r 5�5 l Cos On oct 61 1996 o-r raam' J,t a• st94• s}1roru w At 3,Npa PJ r0am' 1�1;1.T• IafO' J}a; JS a' NTSg6'1,�•rf c-6 o. Mae• zs.7e' Sl t3 S7As' JeeZ9Ye•e os n�tp retrsr +azr 3ats' 3aos' s723x'n•w FINAL PLAT 0-e .%°p0p'', el'rt'N' Sarr o 6C 'r7•w DocRr e i %-RBB46N y7 Y°.p00yyy nror:n• �a�a Y wa OF ng: 46.80 C G Im0a.0a' ne'67 fiJr'� iRM' A06; SEN; Y) I1�Y DB/"s Doc/Mgat r 6.80 a-,e ere.e�,s' o3z.x ratr tau er t61r9,,rn, VILLAS OF PINEY CREEK PHASE I Receippt N: 38778 an m qw YYn¢m' rwa' t�ey,�6 x7s Deputy CRSSY 1 e9' eee»o^ SO.Oi9' j1.sY ML' trTJTYD•w za w oo' Jr,sY raze: NJSSYM'W Being A Replat of A Part of Lot 56, The Oaks of Township It Cab. B. Pg. 13 Plat Records a+i6i �1�apap00pp0•'• y6pa�a,� r�raaa� �4iyr mM' i�TJ��r J P17 Saab' 90t1�• M 2916°ye' MSY SMe'373f ' I a,s Aaod zai .au• rM.r• srs., Nrss.Ti`s R.H. Hopkins Survey, Abstract No. 1694 + o-+e moo• ssro7a +war aasT +.a Nsess ih1 ke-KERN SURVEYING INC. aaa ; is P CITY OF DENTON, DENTON COUNTY, TEXAS rear 17a• uss•rs.3.'f P.O. BOX 507 av +on s.roTroo• s.3a' .z a.7a• sss-�; o-. x• a4a• n. eaa' N6s OWNER -- KRUA4, TEXAS 76249 o s ri 4s• 61.a' sea• Taa' w715r331 VILLAS OF PINEY CREEK / JOINT VENTURE (817) 482-6723 1517 8oyberry Court-Dmtm,Tezas 76205 .9•s„06 PAGE I of 2 41 Gay, �� 3cS _♦_ _. DEDICATION SURVEYOR'S CERTIFICATE STATE OF TEXAS KNOW ALL ME BY THESE PRESENTS COUNTY OF DENTON THAT I MICHAEL J.KERN,Registered Professional Land Surveyor.do hereby certify than this WHEREAS.Vales Of Piney CreeWJoinl Venture is the owner of ea that certain Iraq plat was prepared from an actual and accurate survey made on the ground of the land and that of land me monuments shown hereon were found or placed under my direction and supervision in situated in the R.M.Hopkins Survey Abstract Number 1694 in the City of Dent".Dent"County, accordance with the Ordinances the Cdy of Denton.Texas. Texas and tieing a part of Lot 56.The Oaks of Township 11.an addition to the City of Demon, according to the plat thereon recom"d in Cabinet E Page 13 of the Plat Records of Denton _ County.Texas,together with the Certificate of Correction recorded inVolume 1652 Page 130 of i"a¢I J.Kenn R.P.L.S.No.4158 al-� the Real Property Records of Dent"County,Texas as recognized and occupied on the ground: the subject trap being more particularly described as follows; BEGINNING for the Southwest Comer Or The trap being described herein at a upped son rod CERTIFICATE OF APPROVAL set for the Noah 01 Comer of said Lot 56; Approved this--,/ day or � t9g6 Dy the Planning and Zoning Commission THENCE NOM 01 Degrees 37 Minutes d of far West wan the said Wet line of said Lot a for the City of Demon distance o1130.04 ICCI to a CappcO Iron rod set/or an apple point in said West line, THENCE North Ot Degrees 12 Minutes 54 Seconds West continuing with said West fine a pp distance of 60,04 feet to a Capped Iron rod set for the Southeast Comer of Lot 57 said Oaks of yam,pit„„.E4mn•DP Township 11. Chairman THENCE North 02 Degrees 49 Minutes 16 Seconds West continuing with said West line and the East tine of said Lot 57 a distance of 147.71 real to a capped iron rod found for the Northwest Comer of said Lot 56 and the Southwest Comer of Lot 14 said Oaks of Township 11; I Seaels THENCE in a general Easterly direction with the North line of said Lot 56 and the South fine of Lots 14,15,18,26.27 and 32 of said Oaks of Township II,the following 3 courses and distances L)South 89 Degrees 57 Minutes 12 Seconds East a distance of 152,78 feet to a V2-iron rod found for the Southeast Comer of said Lof 14 and the Southwest Comer of said Lot 15; THENCE North 75 Degrees 41 Minutes 40 Seconds East a distance of 153,09 feet to a 12'iron rod found: THENCE N"0 62 Degrees 37 Minutes 21 Seconds East a distance of 550.63 feel to a capped iron rod set tar the Northeast Comer of the herein described tract in the South tine of said Lot 32. THENCE South 27 Degrees 22 Minutes 40 Seconds East severing said Lot 56 a distance of 30OA45 feel to a capped Iron rod set for the Southeast Comer of the herein described tract inthe South line of Said Lot 56, THENCE South 62 Degrees 37 Minutes 20 Seconds Wag with the South line of said Lot 56 a distance of 550.76 feel to a 1rr iron rod round on the West line Or Piney Creek B"lavard in a curve to the right,having a radius of 086,95 feet: THENCE along the arc of said curve and the South line of said Lot 56 an arc distance of 444.21 feel(Mora bearing of South 75 Degrees 45 Minutes 23 Seconds West a dislanCe of 440.47 feet) to the PLACE OF BEGINNING and enclosing 6,545 acres or land. NOW THEREFORE.KNOW ALL MEN BY THESE PRESENTS: That Villas of Piney Creek/Joint Ventura.does hereby adopt this plat designating the herein descnbad property as Villas of Piney Creek Phase 1,in the City and County of Denton,Texas and do hereby dedicate to the public use forever,the public easements shown hereon. Villas of in yCreeWJant Venlum Sy: STATE OF TEXAS BEFORE ME.the undCrsignetl Notary PuDOc in and fig the Stale of Texas,"this day pansonaay appeared 74e iyrS.v y-� ,known to me to be The person,whose name is subscribed to the foregoing iMtnument and acknowledge to me that he/she executed the same Ion the purpose and consideration therein expressed,And in the capacity therein staled, GIVEN UNDER MY NANO AND /SEAL OF THE OFFICE THIS_L,DAY OF$N]p'T- 1996. Notary Puehc in the Slate of Texa$ MY Commission expires Z.?-,a"9� p.+^ MELISSA A.ORTIZ * NOTARY PUBLIC 3 State W Texas Q Dom .Ew.120698 Filedfor Record in: DENTfRTOU 1 COUNTY, T% HONORABLE T1K HDDBES/CO wry CLERK On Dct 01 19% At 3:00pa Doc/Nora 196-R0069295 FINAL PLAT Doe/Type OF Necordzng: 46.80 pLR Doc/N9at : 6.06 VILLAS OF PINEY CREEK PHASE I Heeei py»:CRSSY 30776 Deputt Being A Replat of A Part of Lot 56, The Oaks of Township q Cab. F. Pg. 13 Plat Records 1 oa 69\ R.H. Hopkins Survey, Abstract No. 1694 CITY OF DENTON, DENTON COUNTY, TEXAS =`=4150 " "'�'i 4)��.;.e KERN SURVEYING INC. _ _ 9ya 1x1; �� P.O. BOX 507 OWNERVILLAS OF PINEY CREEK / JOINT VENTURE C su9r �i-4 KRUN, TEXAS 76249 1517 Bayberry Court-Dot".Texas 76205 (817) 482-6723 PAGE 2 of 2 42 STAFF REPORT To: Planning, and'Zoning-Commission .From: Walter Reeves, Urban Planner Subject: final plat of the Villas-of Piney Creek, Phase I. Date: October 11, 1995. Recommendation DRC recommends approval. Motion I move we approve the final plat of the Villas of Piney Creek, Phase I. .Summary The subject property is .6 5411 acres of a 15.413,acre site located northwest of San Jacinto 'Boulevard, .southwest of Colorado. Boulevard. There are no public improvements associated With this plat as all the. streets are private, there are no.sidewalks required, and utilities will be extended by the applicant. The property is part of PD-6 and is the site of a proposed 104 lot development. Background The subject property is part of PD-6, for which the Planning and Zoning Commission recommended approval of a detailed plan on July 12, 1995. The City Council,approved ,the;proposed detail plan on August 1, 1995. The final plat is the last part ofrthb platting process before recording and issuing permits. Attachments 1. Location map: 2. Plat. /43 CU�. NORTH Z N t U SHADY QAK$ OR z - o � SHADY OAKS DH, ti t,' 'SMITE FE 11LOEAK �Q ar �s ^ > L -ER TRAIL aPUMR�PLJIwT [T7 / rATER TRLATWtir To 1V i 44ip p SITE \ 4C 5` j SE■00p �\ Location bap 44 - k5.-,-r X, __ ti, iL'_� w S a O < R i • N 1 o S .0 c ill-7 t' his .:`5 - '�- �..��I:. j `},; f _ I� ice-. •i � Kam._ is `'••- !- �c =' ��y_, cY� � - Y r ,{ Via'p`-' � ►►II«11T 'J• 1•� il,,n•�6 c • 4 °tt'` »+ PINEY CpECK Oyu � t - rr-., t *•:1 i 3 .__ � �'!'.--'�~1�I. -�A `t.. �`.®, ten.__ � l x �_.— • 'IIE ee oi, q } 45 Ib STAFF REPORT To: Planning and Zoning'Commission 'From: Walter Reeves, Urban Planner s,Subject: Homeowners Association Agreement & Restrictive Covenants for the final plat of the Villas of Piney Creek, Phase I. Date: October 11, 1995. Recommendation Staff recommerids ,approval. Motion I move we approve the homeowners association agreement and restrictive covenants for the°final plat of the Villas of Piney Creek, Phase I. Summary Both the Commission's planning and legal staff have reviewed the proposed document and are satisfied that it adequately addresses the indemnity concerns of:the' City'of Denton regarding the private facilities in the subdivision. Background The Planning and Zoning-Commission must review'°and approve these agreements for subdivisions which are gated, have private streets, or both. Even 'though these ,types of'documenIts are not enforced by the City (as they are a, private agreement between the owners of property in the subdivision), in the:case of private:facilities (streets), the City wishes`to make sure it has no liability associated with said private street. For example, an ambulance cannot gain access to the latter reaches of the subdivision because the road is impassable. The party dies, and the=City would most likely,be sued. By reviewing these agreements, the City is atternpting10 .assure it won't be sued for anything occurring with .the private facilities, and.that maintenance of the common private)facilities will be assured and not be a taxpayer cost later. Attachments 1. Homeowners Agreements and Restrictive Covenants. /466 W T DECLARATION OF COVENANTS AND RESTRICTIONS FOR VILLAS OF PINEY CREEK THIS DECLARATION (this"Declaration"), made this day of July, 1995, by VILLAS OF PINEY CREEK=JOINT VENTURE (VPCJV) a joint venture comprised of TW PROPERTIES CUSTOM HOMES, INC. ("TWP"), a Texas Corporation, and MABRY AND PARTNERS DEVELOPMENT, LC ("MPD"), a Texas limited partnership (VPCJV being sometimes called "Declarants"); WITNESSETH: Introducto1y Statement A. VPCJV is the owner of a certain tract of land situated in the City of Denton, Denton County; Texas, as more particularly described on Exhibit '!A", attached hereto and made a part hereof(such tract of land being-called the "Property"). B. Declarants desire to provide for the maintenance of front.yards of residences constructed within the Property and for the maintenance and preservation,ofcertain other areas, as hereinafter provided. C. Declarant has further deemed it advisable, for the efficient preservation of the values and amenities within the Property, to impose covenants upon the Property and to create a non-profit corporation to which would be,delegated and assigned.the powers of performing the maintenance herein provided, and collecting and disbursing the assessments and charges, as hereinafter provided D. Declarant has caused or will cause to be incorporated under the Non-Profit Corporation Act of the State of Texas (the "Act") a non-profit corporation, Villas of Piney Creek Homeowners Association, Inc. (the "Association"). NOW, THEREFORE, Declarant declares that the Property shall be held, transferred, sold, conveyed and occupied subject to the covenants, restrictions, easements, charges and liens (sometimes,referred to as "Covenants") hereinafter set forth. Page I AUG 2 8 1995 EA. /47 F Declaration { ARTICLE I DEFITIITIONS The following;words when,used in,this Declaration (unless=;the context shall prohibit) shall have the following meanings: "ACC" means the Architectural'Control Committee appointed by the Board in accordance with the provisions of Article VIII hereof. "Assessments" shall mean:and�refer to the regular annual.assessments, the special assessments and the default:assessments provided in Section 3.1 hereof. "Association" shall.mean.and,.refer to the Villas of Piney.;Creek.Homeowners Association, Inc., a Texas non profit corporation. "Board" shall mean theiBoard of Directors of the Association: "Common Maintenance" shall mean and refer to normal and routine maintenance of Common Maintenance Areas as deternuned'from time to time by the Board,°including but not limited to (i) repair and maintenance of private streets, (u) mowing,arid edging,Cornmon,Maintenance Areas, (iii)trimming Common Maintenance Areas with weed eaters;:and.(iv) fertilizing, trimming shrubbery, turning flower beds;and applying insect control chemicals to Common Maintenance Areas, (v) maintaining.and operating irrigation systems, includiiag,paying utility charges.related thereto, and (vi),replacing`shrubbery and trees darnage&from tune to time,but only to the extent the replacement thereof is approved by the Board Common Maintenance shall not, in any event, include the trimming of.trees, planting shrubbery, grass, trees or other landscaping(except as per &ted:above); installing irrigation systems, or any other maintenance or service determined by the Board to be notwithiri normal and routine maintenance of Common Maintenance Areas. "Common;Mainteriance Areas" shall mean and refer to (i) the front yards of the Lots, (ii) the entrance to Villas of Piney Creek, (iii) landscaping on Piney Creek Blvd and Clermont Ln. (iv) all private streets; perimeter fencing; (v) the club house and associated recreational Page 2 48 / facilities (i.e. tennis courts,jogging trails,etc.), which are to-.be constructed between Phase II and Phase 11I, and (vi) those other areas within the Property asahe-Board may elect to include within "Common Maintenance Areas" from time to time for maintenance by the Association. "Declarants" shall mean and refer to VPCJV, and their respective successors.and assigns and any.assignee, other than an Owner, who shall receive by assignment from VPCJV, all or a portion of its rights hereunder as such Declarant, by an instrument expressly assigning such rights as Declarant to such assignee. "Dwellin Units" shall mean and refer to any building.or portion of a building situated upon the Property which is designed and intended for use and occupancy as a residence by a single person, a couple, a family or &permitted family size group of persons "Eligible Insurers" is defined in Article VI below. "Eligible Mort ag gees" is defined in Article VI below. "Front Yard shall mean and refer to: (i) as to interior Lots, the front yard area of the residence between the street(on the one hand) and the dwelling exterior and fence (on the other hand) and (ii):as to corner Lots, the front yard area of the residence between the street (on the one hand).and the dwelling exterior and fence (on the other hand), and that portion of the side yard area exposed to the street,:between the street (on,the.one hand) and the dwelling exterior and fence (on the other hand), but excluding patios, courtyards,and fenced areas, unless otherwise defined by the Board. "Lot" shall mean and'referto any plot,or tract of land shown upon any recorded subdivision map of the Property which'is�shown as a lot thereon.and which is or is to be improved with a residential dwelling. "Maintenance Fund" shall have the meaning given to'it in Section 3.1 hereof. 'Member" shall mean and refer to each Owner as provided herein in Article II. "Owner",shall mean and refer to the record owner,whether one or more persons or entities, of the fee sifi ple titie'fo,any Lot but, notwithstanding any applicable theory of mortgages or other security devices, shall-not mean or refer to any mortgagee or trustee under a mortgage or deed of Page 3 49 trust unless and until such-mortgagee or trustee has.acquired title pursuant to foreclosure or any conveyance in lieu of,foreclosure. "Pro e " shall have the meaning given it in Paragraph A of the Introductory Statement above, together with additions-thereto as may be made subject to the terms of the Declaration by a Supplemental Declarationmof Covenants executed and filed byeither Declarant in the Deed Records of Denton County, Texas, from time to time. "Re i ent" shall mean and refer to each person (not otherwise.an-Owner or Member) authorized by an Owner to reside within such Owner's Dwelling Unit. "Subdivision shall mean and refer to the residential community arising out of the development and improvement of the Property with Dwelling Units and the use and occupancy of the Property as a residential subdivision. ARTICLE II MEMBERSHIP AND VOTING RIGHTS IN THE ASSOCIATION: 2.1 Membership. Every Owner of a Lot shall automatically be'a member of the Association. 2.2 Classes of Membership. The Association shall have two classes of voting membership: CLASS A. Class A Members shall be all members with the exception of Declarant. Class A Members shall be entitled,to one vote for each Lot in which.they hold the interest required for membership. When more than one person holds such interest.or interests in any Lot, all such persons shall be Members; and the vote for such Lot shall be exercised as they, among themselves, determine, but in,no event shall more than one vote be cast with respect to any such Lot. CLASS B_ Class B"Member(s) shall be the Declarant. Until the first to occur of(i) December 31, 1999, or (ii) such time as all Lots held by the Class B Member(s) have been sold and conveyed, all votes of the Association shall-be cast solely by the Class B Members, to the exclusion of the;.Class A Members. On the first to occur of December 31, 1999 or when all Lots held by Class B'Members;have been sold and conveyed, then the Class B membership of the Association shall terminate and all votes shall thereafter be cast by Class A Members. Page 4 50 Q �Q ;� • ARTICLE III COVENANT FOR MAINTENANCE ASSESSMENTS 3.1 Creation of the Lien and Personal Obligation for Assessments. Each Owner of a Lot (by acceptance of a deed therefor, whether or not it shall be so expressed in any such deed or other conveyance), for each Lot owned by such Owner, hereby covenants and agrees and shall be deemed to covenant and agree to:pay to the Association (or to a mortgage company or other collection agency designated by the Association): (a)annual assessments or charges, to be paid in installments as the Board of Directors of the Association may elect, (b) special assessments for unexpected capital expenditures (such as maintenance equipment) and/or unanticipated expenses, such assessments to be fixed', established and collected from time to time as hereinafter provided, and (c) default assessments which may be assessed against an Owner's Lot by the Association at any time and from time to time to reimburse the Association for costs and expenses incurred on behalf of such owner by the Association in accordance with this Declaration. The Monthly Payment.Dates with respect to-each Lot shall commence upon-ihe-date of which title to such Lot has been conveyed'to a purchaser of a completed Dwelling Unit. The regular annual assessments collected by the Association shall constitute the "Maintenance Fund" of the Association. The regular annual, special and default assessments, together with such interest thereon and costs of collection thereof as hereinafter provided (collectively "Assessments") , shall be a charge on the land and shall be a continuiiig.lien-upon each Lot against which each such Assessment is made. Each such Assessment, together with such interest thereon and costs of collection thereof, as hereinafter provided, shall also.be the continuing personal obligation of the person who was the Owner of such Lot at,the time when the Assessment became,due.. Notwithstanding the foregoing, however, in no event shall either Declarant or any Lot or other portion of the Property owned by either Declarant at any be subject to or liable for any Assessment, claim, lien or other obligation due to or of the Association; provided, that at such time as each Lot owned by either Declarant has been improved with a single family residence.with respect to which the City of Denton, Texas has issued a Certificate of Occupancy, then such Lot shall and after that time be subject to Assessments in accordance with the provisions hereof. 3.2 Purpose of Assessments. The Assessments levied by the Association shall be used exclusively for the.purpose of promoting the recreation, health, safety and welfare of the residents of the Property, and in particular for the payment of all costs and expenses related to Common Maintenance, including without limitation services, equipment and facilities devoted to this purpose, including, but-not limited to, the payment of all costs and expenses incurred for carrying Page S 6 �. out the duties of the Board as set forth in Article IV hereafter and for carrying out the purposes of the Association as stated in its Articles of Incorporation. 3.3 Maintenance!of the Common Areas by Declarant. (a) Until such timeas'Declarant has sold and conveyed all of the Lots to third party purchasers, Declarant-shall have the right (but not the obligation), at its election and in its sole discretion, to assume the exclusive responsibility from time to time of maintaining the Common Maintenance Areas, including, but'not limited to, paying the costs of labor, equipment (including the expense of leasing any equipment) and materials required for the maintenance of the Common Maintenance Areas. in this regard, and during such period, all Assessments, both regular and special, collected by the Association shall be forthwith paid by the Association to the Declarant, to the extent that such Assessments are required by Declarant,to maintain the Common Maintenance Areas as set forth in this paragraph. The Association shall rely upon a certificate executed and delivered by.Declarant with respect to the amount required by Declarant to maintain the Common Maintenance Areas and conduct Common Maintenance hereunder. (b) Ail Common Maintenance Areas situated within the Property shall be maintained by the Association with sums provided by Assessments, and such maintenances shall include and be limited to the items included;within the defined term Common Maintenance herein. Each Owner shall be obligated to immediately advise the Board from time wtime in writing of any adverse condition or problem affecting or relating to the Common Maintenance conducted for such Owner as a condition precedent to any obligation of the Association to correct such adverse condition or problem. in the event that the Board,shall at any time determine, in its sole discretion, that the correction of any adverse condition or problem relating to any Common Maintenance Area involves maintenance that is not includable within the defined term Common Maintenance, then the costs of such maintenance and correction, if requested by such Owner and carried out by the Board,,.sh".be charged to such Owner by the.Board and shall be paid by such Owner within fifteen (15) days of receipt of request therefor from the Board_ Under no circumstance shall any member of the Board or any officer or agent of the Association be liable to any Owner for any action or inaction of the Board with respect to any Common Maintenance, and each Owner hereby releases and relinquishes forever any claims, demands or actions which such.Owner may at any time have or be deemed to have,.against.the Board, any member of the Board or the Association with regard to Common Maintenance, whether arising out of the alleged negligence, misfeasance, malfeasance (but not gross negligence or willful misconduct) of any agent of the Association,.any officer of the Association or any member of the Board. Page 6 52 �O , j (c) Notwithstanding any contrary statement contained in these Covenants, the Association shall'have the exclusive; unconditioned, and non-delegable duty to maintain all private streets, alleys and sidewalks, and shall assume responsibility for any-and all.11abilities or claimed liabilities arising out of any failure or claimed failure to maintain the private roadways. This provision may not'subsequently be amended or extinguished without the express consent of the City of Denton, Texas. 3.4 Basis and Amount of Assessment. (a) Until the year beginning January 1, 1997, the annual Assessment shall not exceed Five Hundred Forty and no/100 Dollars ($540.00) per Lot. (b) Commencing with,the year beginning January 1, 1997, and each year thereafter, the Board of Directors, at its annual meeting next preceding such January 1, 1997, and each January thereafter, shall set the amount of the annual Assessment for the.following year for each Lot, taking into consideration,the current maintenance costs and the future needs of the Association, provided, that from and after January 1, 1998, in no event,shall the annual Assessment for each Lot which is subject to,being assessed for any year exceed the annual Assessment levied by the Board for the immediately preceding year by more than ten,(10%) percent except onlyin the case of unusual or extraordinary costs�and expenses to be paid by the Association as determined from time to time by the"Board: 3.5 Special Assessments for Capital Items. In addition to the annual Assessments authorized by Section 3.4 above, the Association may levy in any Assessment year a special Assessment, applicable to that;year only, for the purpose of defraying, in whole or in part, any unanticipated cost or expense related to the Common Maintenance or'for the cost of acquiring or replacing any capital item including the necessary,maintenance equipment and personal property related to the Common Maintenance; PROVIDED THAT any such Assessment for capital improvements shall havelthe assent of the Members entitled to cast two-thirds (2/3) of the votes of the members of the Association entitled to vote who either (1) are voting in person or by proxy at a.meeting duly called for this purpose, as provided in Section 2.2, or (ii)execute a written consent in lieu of a meeting for such purpose. 3.6 Uniform Rate:of Assessment. Both regular and special Assessments shall be fixed at a uniform rate for-all Lots; provided, that no Lot shall be subject to any Assessment until the date upon which such Lot has;been conveyed by either Declarant,to a third-party purchaser. Page 7 53 3.7 Date of Commencement of Assessments: Due Date. (a) The initial Assessment provided for in Section°3.4 above shall commence on the date fixed by the Board"to be the date of commencement, and shall'be paid in advance, on the first day of each period designated`by the.Board thereafter; provided, however, that if the date of commencement falls on other than the first day of a quarter, theAssessment for such quarter shall be prorated by the number,of.days femaining iri the quarter. (b) The due date or-dates, if it is to be paid in installments;"of any special Assessment under Section 3.5 above shall.be'fixed in the resolution authorizing such Assessments. 3.8. Duties of the Board with Respect to Assessments. (a) The Board.shall fix'.the date of commencement and the amount of the Assessment against each Lot for each Assessment period at.least thirty(30),days in advance of such date or period and shah,.at that time; prepare a roster of the Lots and Assessments applicable thereto which shall be kept in the office of the Association and shall be open to inspection by any Owner. (b) Written notice of the Assessment shall thereupon be delivered or mailed to every Owner subject thereto. (c) The Boardshall upon derriand at any time furnish to any Owner liable for each Assessment a certificate in writing signed by an officer of the Association, setting forth whether such Assessment has been;paid.. Each such certificate shall be conclusive evidence of payment of any Assessment therein stated to have been paid_ A reasonable charge may be made by the Board for the issuance of such certificate. 3.9 Effect.of Non-Payment,of Assessment: The Personal Obligation of the Owner_ the Lien, Remedies of Association. (a) If any Assessment_orany part thereof is not paid on the date(s) when due (being the dates specified by'the Board pursuant to Section 3.7 above), then the unpaid amount of such Assessment shall:become delinquent and shall, together with such interest thereon and the costs of collection'thereof as hereinafter provided, thereupon become a continuing hen on the Lot of the non-paying Owner-'which shall bind such Lot in the hands of the then Owner, his heirs, executors, devisees; personal'representatives and assigns. The Personal obligation of the then Owner to pay Page 8 54 } such Assessment,.however, shall remain his personal obligation.and shall not pass to his successors in title unless expressly assumed by them. The lien.for unpaid Assessments shall be unaffected by any sale or assignment of a Lot and shall.continue in--full force and effect. No Owner may waive or otherwise-escape liability for the Assessments provided herein by non-use of the.Common Maintenance Areas or abandonment of his Lot. (b) In furtherance of the-Lien provided in Section 3.9(a) above, and to secure the full and timely payment of4ll Assessments'and other amounts payable by each Owner hereunder, each Owner does hereby grant and convey unto Deciarant, in trust as Trustee (the "Trustee"), the Lot owned by-such Owner, subject to alteasements and.other encumbrances affecting such Lot; provided, that each such grant shall be subordinated to the-hen.of any mortgage or deed of trust only to the extent provided in Section 3.10 below; and for these purposes the provisions of this paragraph shall be deemed to.have created a deed of trust (the "Deed of Trust:) covering all of the Lots with a power of sale granted to the Trustee in accordance with the provisions of Chapter 51 of the Texas Property.Code (the "Code") and as it may-be amended from time to time. The Deed of Trust created hereby shall be upon the same.terms and conditions, and shall provide to the Association all of the rights, benefits and privileges, of the Deed of Trust promulgated by the State Bar of Texas,for use by lawyers designated as Form No. 2402, and all amendments, modifications and substitutions thereof, which form is hereby incorporated by reference for all purposes hereof. The Association, acting through its president, shall have the right in its sole discretion at any time, and.from time to time, to appoint in writing a substitute or successor trustee who shall succeed'to all rights and responsibilities of'the then acting Trustee. (c) Without limitation of the remedies available to the Association and to the other owners upon the occurrence of a default by an Owner in the payment of any Assessment or other amount due and payable hereunder, the Association may, at its election and by and through the Trustee, sell or offer for sale.the tot owned by the defaulting Owner to the highest bidder for cash at public auction in accordance with the provisions of the Code: The Association may, at it option, accomplish such foreclosure sale in,such manner as permitted-,or required by the Code or by any other present or subsequent laws:relating to the same. After the'sale of any Lot in accordance with the provisions of this paragraph, the Owner of such Lot shall be divested of any and all interests and clam sAhereto, and the proceeds of any such sale shall be applied in the following order of priority: (i) to the payment of the costs and expenses of taking possession of the Lot, to the,payment of reasonable Trustee's fees, (iii) to the payment of costs of advertisement And sale, (iv) to the'payment of all unpaid Assessments and other amounts payable by such Owner to the Association hereunder; and (v) to the defaulting Owner or to any other party entitled thereto. The Association shall have the right to become the Purchaser at the sale of any Page 9 55 7j, Lot hereunder and shall have the right to be credited on the amount of its bid therefor ail of the Assessments due and owing by the defaulting Owner to the Association as of the date of such sale. (d) If-any Assessment,or-part thereof is not paid withinthirty (30) days after the delinquency date, the unpaid amount of such;Assessment shall bear interest from the date of delinquency at the maximum legal rate:of inierest,Tand;the Association may, at-its election, bring an action at law against the Owner-personally obligated to pay the same in order to enforce payment and/or to foreclose the Gen against the�property subject thereto, and there shall be added to the amount of such Assessment the costs of preparing and filing the complaint (including reasonable attorneys' fees) in such action, and in the event a'judgment is obtained such judgment shall include interest on the Assessment as above,provided and a reasonable attorneys' fee to be fixed by the court, together with the costs of.the action. In addition to interest on delinquent amounts as set forth above, each Delinquent Owner shall be obligated to pay a late charge with respect to any Assessment which is not,paid within thirty (30) days after the date due as determined from time to time by the Board. 3.10 Subordination-of the Lien to Mortgages. The Lien.securing the payment of the Assessments and other obligations provided for herein shall.be superior to any and all other charges, liens or eiicumbrarices which may hereafter in any-manner arise or be imposed upon any Lot whether arising from or imposed by judgment or decree or by any agreement, contract, mortgage or other instrument, except for: (a) bona fide first mortgage or deed of trust hens for purchase money and/or home improvement purposes placed upon a Lot, including without limitation Institutional Mortgages and Eligible Mortgages, in which event the Association's lien shall automatically become subordinate and inferior to.such first lien, (b) liens;for taxes or other public charges as are by applicable law made superior to the Association's lien; and '(c) such other Gens about which the Board may, in the exercise of its reasonable discretion, elect to`voluntarily`subordinate the Association's lien-, provided however, such subordination shall apply only to (i) the Assessments which have been due and payable prior to the foreclosure sale (whether public or private) of such Lot-pursuant to the,terms and conditions of any such first mortgage or deed.of trust or tax lien; and (ii) the permitted lien on theLot alone. Such sale shall not relieve such Lot from,liability for the amount Page 10 56 of any Assessment thereafter becoming due nor from the lien of any such subsequent Assessment. Such subordination:shall not apply where the first mortgage or deed of trust or tax lien is used as a device, scheme or,artifice to evade the obligation to pay Assessments and/or to hinder the Association in performing its functions hereunder. 3.11 Exempt Prgp . The following property subject to this Declaration shall be exempted from the Assessments, charge and lien created herein. (a) All properties dedicated and accepted by a local authority and devoted to public use. (b) All Lots owned;by either Declarant, provided thavat such times as each such Lot is improved with a completed residence and a Certificate of Occupancy has been issued for such residence by the City'of Denton, Texas, then such Lot shall thereafter be subject to'the Assessments, charge and lien created herein. ARTICLE IV GENERAL POWERS AND DUTIES OF BOARD OF DIRECTORS OF THE ASSOCIATION 4.1 Powers and Duties. (a) The Board, for the`.-benefit of the Property and the Owners, shall provide, and shall pay for out of the Maintenance Fund provided for in Section 3.1 above, the following-- (i) Care, preservation and maintenance of the Common Maintenance Areas, including without [imitation Common Maintenance and the purchase and upkeep of any desired personal ,property used in connection with the maintenance of the Common Maintenance Areas. (ii) The services of.a person or firm to manage the Association or any separate portion thereof, to the extent deemed advisable by the Board, and the services of such other personnel as the.Board shall determine to be necessary or proper for the operation of the Association, whether such personnel are,employed directly by the Board or by the manager. (iii) Legal andaccounting services. Page 11 57 �� - � • • (iv) If deemed appropriate by the Board, a policy or policies of insurance insuring the Association against any'liability to the public or to the Owners (and/or invitees or tenants), incident to the operation of the Association, in an amount not,l'ess,that $100,000 to indemnify against the claim of one person, $300,000 against the claims of two or more persons in any one occurrence, and property damage insurance in an amount not.,less than $100,000 per occurrence; -which policy or policies shall contain an endorsement providing°that the rights of the named insureds shall not be prejudiced`with-respect to actions againsvother named insureds. (v) Workmen's compensation insurance to the extent necessary to comply with any applicable laws. (vi) Such fidelity bonds as the Board may determine�to be advisable. (vii) Any other materials, supplies, insurance, furniture, labor,.services, maintenance, repairs, taxes or Assessments (including taxes or Assessments assessed against an individual Owner) which the Board-isXe.quired to obtain or pay for pursuant to<the terms of this Declaration ; or by law or which in its opinion.shall be necessary or proper for the operation or protection of the Association or for the enforcement of this Declaration. (b) The Board shalf have the following additional rights,,powers and duties- (i) To borrow funds to pay costs of operation, secured by lassignment or pledge of rights against delinquent Owners, if the Board sees fit. (ii) To enter into contracts, maintain one or more bank-accounts (granting authority as the Board shall desire to one or more persons to sign checks), and, generally, to have all the powers necessary or incidental to the operation and management of the Association. (iii) To provide adequate reserve for maintenance and repairs. (iv) To make reasonable rules and regulations for the maintenance and protection of the Common Maintenance, and to amend them from time to time, provided that any rule or regulation may be,amended or repealed by an instrument in writing signed by a majority of the Members. (v) To make available to each Owner upon written request within sixty days after the end of each year an annual report and, upon the written request of one-tenth of the members, to have Page 12 58 / �6 such report audited.by-:an`independent certified public accountant; which audited report shall be made available to each Member within thirty days after completion. (vi) To adjust..the.amount, collect, and use any insurance proceed's to;repair damage or replace lost property, and if proceeds are insufficient-to repaif:damage�or replace lost property, to assess the Members in proportionate amounts to cover the deficiency. (vii) To-enforce°the,provisions of the-Declaration and any.,rules made hereunder and to enjoin,and'.seek damages-ftom any.Owner for violation of.such provisions or rules. 3 t 4.2 Board Powers; Exclusive. The Board shall have the�exclusive.right to contract for all goods, services, and insurance; payment for which is to be-made from`the Maintenance Fund and i the exclusive fight and obligationfo perform the functions of the;Board, except as otherwise f provided herein. 4.3 Municipal Indemnification.; THE VILLAS OF PINEY CREEK HOMEOWNERS ASSOCIATION, INC., (ASSOCIATION) AGREES TO RELEASE, INDEMNIFY, DEFEND,AND.HOLWHARMLESS THE CITY OF DENTON,,ITS OFFICERS, AGENTS .AND,EMPLOYEES, AND ANY GOVENRMENTAL ENTITY ORYUBLIC UTILITY COMPANY'THAT'OWNS;PUBLICP"ROVEMENTS`WITHIN THIS.SUBDIVISION (INDEMNTTIEES) FROM AND AGAINST ANY AND,ALLCLAIMS FOR DAMAGES . TO PRIVATE ;STREET.S;.RESTRICTED ACCESS GATES AND ENTRANCE, LANDSCAPING AND RELATED APPURTENANCES (PRIVATETMPROVEMENTS) OCCASSIONEWBYTHE INDEMNITEES USE, REPAIR OR MAINTENANCE OF ITS EASEMENTS: THE ASSOCIATION.FURTHER AGREES TO RELEASE, INDEMNIFY, DEFEND AND HOLD I ARMLESS`THE.INDEMNITEES FROM AND AGAINST ANY AND ALL CLAIMS FOR DAMAGES TO PROPERTY AND-INJURYTO PERSONS(INCLUDING -DEATH) THAT ARISE OUT OF THE USE OF THE,PRIVATE IMPROVEMENTS BY THE`INDEMNITEES THIS INDEMNIFICATION SHALL APPLY REGARDLESS OF WHETHER A CONTRIBUTING FACTOR TO-SUCH-DAMAGES OR INJURIES WAS THE NEGLIGENT'ACTS-OR OMISSIONS OF THE INDEMNITEES OR THEIR RESPECTTVE�OFFICERS;'EMPLOYEES AND AGENTS. NEITHER'THIS,SECTION:NOR ANY OF ITS.COMPONENT PARTS MAYBE AMENDEROR,EXTINGUISHED WITHOUT THE EXPRESS CONSENT OF THE CITY OF`DENTON, TEXAS. Page 13 59 �I ,. 4.4"Utility Infrastructure: Ownership. Maintenance&-Repair: 'The-water distribution, sanitary sewer.collection; storm,drain and electrical systems will be public;this is, they will be owned; operated and maintained by the City of Denton. Some�other'utilities will also be public-, the gas distribution system,will be owned, operated and, maintained by Lone Siar`Gas Co.; the telephone system wiil'.be owned, operated and maintained,by General Telephone&.Electric; and the cable television system will be owned, operated and"Miaintained by.Sammons Communications ('or its successors)'. All public�utilities will be maintained and'.'repaired by their respective owners. ARTICLE V i EASEMENTS r 5.1 Easement Reserved for the Association. Full rights of ingress and egress shall be had by the Association at all times over and upon each Lot and the Property.for the carrying out by the Association of its;.-rights, functions, duties and obligations,hereunder; provided, that any such entry by the Associatiom upon any Lot shall be made with as-minimum inconvenience to the Owner-as practical, and-any'dardage,caused thereby shall be-repaired.by the Association at the expense of theMaintenance;Fund. -5.2 Easementsand Rihts Reserved by Each Declarant. Each-Declarant hereby reserves for itself; its:successors and assigns, the rightto: (i) dedicate.streets, walks and alleys throughout the Subdivision, and(ii) reserve or,grant easements of ingress and egress and for the,installation, construction, maintenance, repair.andreplacement of utilities and relAte&facilities, which shall include, but riot be;limited''to, sewer (sanitary and storm), gas; electric, telephone and water lines, upon, over, under, and across,the'Property; as it in its sole discretion deems,proper or appropriate. Further, each.Declarant hereby reservestemporaryconstruction easements for the construction, repair, removal,;rnaintenance and reconstruction of improvements within the Property, including,the right to remove,,on a temporary�basis,I fences, driveways, sprinkler systemsjandscaping and other mprovements as shall be reasonably-necessary to enable such Declarant<to conipl' te:the�diavelopment and improvement,of the-Property; provided, that any such improvements removed by:any Declarant shall be replaced and/or restored, upon completion of the construciion:activities, to substantially their former condition. All claims for damages, if any arising-out of any.such construction or other activities by either Declarant are hereby waived by each Owner and the Association" Page 14 60 7? 5:3 Rights Reserved:to Municipal Authorities and Utility Companies: Full rights of ingress and egress shall;he ha&byDeclarant, any municipal.auttiority having'jurisdiction over the Property, and'any:utility`company which provides utilities to.Jhe Property, at-all times over any dedicated easement.for the-installation, operation, maintenance,.-repair or removal of any utility, -together with.the:right°to remove any obstruction that may be placed in such easement that would coristitute,interference with,the use of such easement, or with,.ihe use, maintenance, operation or installation ofsuch,utiGty. All claims for damages,'if any,arising,out of the construction, f maintenance an_d:repair°of utilities or on accourit.of temporary or=other�inconvemence caused thereby against,the!Declarant; or any utility company:or municipality, or.any.of its agents or servants,are hereby waived;byekh Owner and the Association.;Declarant further.reserves the right to-alter, redesign or discontinue any street,.avenue,or way shown,on the.subdivision-plat not I necessary,for ingress i or,egress`to and from an Owners Lot,:subject to the approval of the City of Denton, if required. S 5A Status of Indemnificabon'and Covenants Upon Dedication.and Acceptance of Improvements. Should the D'eclarahts Aheir successors,,or-assigns, pursuant,to paragraph 5.2, ' herein, or.the Association, pursuant'to any other residual right, choose,to dedicate any or all of the streets, sidewalks; alleys,;or other-portions of the Propei-ty,for the public benefit and use, all covenants.,and,indemnifications,'relating to any such dedicated-,property shall.immediately�and j automatically, be'extingtiished upon'acceptance.of any such';dedication. .This section may not subsequently be:amended.or;extinguished without the express,consent of the City of Denton, Texas. ARTICLE VI RIGHTS OF CERTAIN:MORTGAGEES 'MORTGAGE INSURERS The provisions within this,Article, are for the primary benefit of: (a) the owners and holders of Institutional Mortgageswhich are required to satisfy the r applicable;requirements.of FHA VA, FNMA, FMLMC and other_similar governmental, quasi-governrrientg,and nationally recognized'public and/or private sources of end financing (such mortgagees sometimes collectivelyreferredto herein as "Eligible Mortgagees",and their mortgages;referred to as "Eli 'b e"Mort a es"); and (b) the-insurers, guarantors, participants and subsidizers of the,Eligible Mortgages, sometimes collectively referred herein as the"Eligiblelnsurffs". U Page 15 61 �/ To the extent,applicable, necessary or proper, the provisions of this Article Vl apply not only to this Declaration but also to the,Articles of Incorporation;and By-Laws of the Association. This l Article is supplementalAo, and not in substitution of,,any other provisions of this Declaration, the Articles of Incorporation and By-Laws, but-in the event of ambiguity or conflict, this Article shall ` control. 6.1 Notices of Action: An�Eligible Mortgagee.or-Eligible Insurer who provides written request to the,Association (such request to--state the name_arid address of such holder, insurer or guarantor and a reasonable description of the Dwelling Univcovered_-by,the Eligible-Mortgage) will be entit led.to.receive,timely written notice of: (a) any proposed termination of the Association; (b) any condemnation loss or any casualty loss which,"affects a material portion of the Property or which materially affects any Dwelling Unit on which there:is an Eligible Mortgage held, insured or guaranteed by such Eligible Mortgagee:or>Eligible Insurer, as applicable; (c) any delinquency in.the'payment of Assessments or charges owed by an Owner of a Dwelling Unit-subject to`,the Eligible Mortgage of such Eligible'Mortgagee or Eligible Insurer, where such-delinquency has continued for a period of sixty(60) days; (d) any lapse, cancellation or-material modification of any insurance policy or fidelity bond maintained.by the Association; or (e) any.proposed action which would require the consent of the Eligible Mortgagees as required hereinbelow. 6.2 Joinder o'Do ument . (a)Eligible Mortgagees who have requested the Association to notify them concerning any proposed action that requires the consent of a specified percentage of Eligible Mortgagees°also have the right to join in the decision making about certain amendments to this Declaration. Amendments of a material nature(as;defined',below) shall by agreed to by: (i) at least sixty-seven percent(67%) of the Dwelling Unit Owners; and (ii) the Declarant or the Board of Directors of the Association, and.(iii) Eligible Mortgagees representing at least fifty-one percent (51%0) of the Dwelling Units that are subject to Eligible Mortgages. A substantive change to any,of the following shall be considered as material: * voting rights;. * Assessments, Assessment liens, or subordination of Assessment liens; Page 16 62 * reserves for:maintenance, repair, and replacement of Common.Properties; * responsibilityfor maintenance and repairs; * boundaries of any Lot covered by an Eligible Mortgage; * convertibility of Dwelling Units into Common Properties or vice versa; * insurance or fidelity bonds; * imposition of-any restrictions on a Dwelling Unit Owner's right to sell or transfer his or her Dwelling Unit; * any action to terminate the legal status of the Property after substantial destruction or condemnation occurs, or * any provision that,expressly benefit Eligible Mortgagees or Eligible Insurers. Additions or amendments such as the correction of a technical error or the clarification of a statement shall not be considered.or construed as being "material." (b) If and when the Dwelling Unit Owners are considering termination of the coverage of this Declaration over the'Property for reasons other than substantial destruction or condemnation, the Eligible Mortgagees representing at least sixty-seven percent (67%) of the mortgages Dwelling.Units,in the Property shall agree. 6.3 Special FHLMC Provision. (a) So long as required by the Federal Home Loan Mortgage Corporation, the,following provisions apply in addition to and not in lieu of the other Sections of this Article. Unless two-thirds(2/3) of the Eligible Mortgagees or Owners give their consent, and subject to the�condition that any proposed action of the Association purportedly covered by the following requirements shall be material and adverse, the Association shall not: (i) by act or omission seek to abandon, partition, subdivide, encumber, sell or transfer the common properties which the Association owns, directly or indirectly (but the granting of easements,for public utilities or for other public purposes consistent with the intended use of the development shall not'be deemed a transfer); Page 17 63 p/ (ii) change the method of determining the obligations,.Assessments, dues or other charges which may be-levied against an Owner; (iii) by act or omission change, waive or abandon any scheme of regulations or enforcement thereof pertaining to the exterior appearance and maintenance of Dwelling Units and of any common properties owned by the Association; (iv) assign any.ffiture4ricome of the Association, including its right to receive Assessments, (v) f iil to maintain fire and extended coverage insurance on assets owned by the Association, if required by this Declaration, or (vi) use hazard insurance proceeds for any common properties losses for other than the repair, replacement or reconstruction of such properties. The provisions of the Section 6.3 shall not be construed to reduce the percentage vote that shall be obtained for any of the actions-described in this Section. (b) Eligible Mortgagees may,jointly or singularly, pay'taxes or other charges which are in default and which may or have become a charge against the Common Areas (if any) and may pay overdue premiums on casualty-.insurance policies, or secure new casualty insurance coverage upon the lapse of a policy, for any common properties owned by the Association, and Eligible Mortgagees making such payments shall be entitled to immediate reimbursement from the Association. 6.4 Approval of Amendments. The failure of an Eligible Mortgagee or Eligible Insurer to respond within thirty (30) days_to any written request of the.Association for approval of an addition or amendment-shall constitute an implied written approval of the addition or amendment. 6.5 Inspection of Books. The Association shall have current copies of the Declaration, Articles of Incorporation, Bylaws, rules and regulations, books, records and financial statements available for inspection by Dwelling Unit Owners and,by Eligible Mortgagees and Eligible Insurers during normal business hours or under other reasonable circumstances. 6.6 Financial "statements: The Association shall provide any Eligible Mortgagee or Eligible Insurer which submits a.v ritten request with a copy of an annual financial statement Page 18 64 � within ninety (90) days�fbhowing the end of each fiscal year of the Association. Such financial statement shall be.audited by an independent certified public accountant, at the expense of the Association, if any,Eligible Mortgagee or Eligible Insurer submits a written request for it. 6.7 Enforcement. The provisions of this Article are for the benefit of Eligible Mortgagees and Eligible Insurers and their,successors and may be enforced by any of them by any available means, at law, or in equity. 6.8 A nd ce t Meetin s. Any authorized representative(s)of an Eligible Mortgagee or Eligible Insurer may attend-and address any meeting of the Association which an Owner may attend. Page 19 65 1�� ARTICLE VII PROTECTIVE COVENANTS 7.1 Residential Purpose Ord . Each Lot and Dwelling'Unit shall be used exclusively for single family residential;purposes only. No building or structure intended for or adapted to business purposes, and,no apartment house, double house; lodging house, rooming house, hospital, sanatorium or,doctor's office, or other multiple-family dwelling shall be erected, placed, permitted or maintained on,any Lot, or on any part thereof .No improvement or structure whatever, other than a first-class private Dwelling Unit, patio walls, swimming pool, and customary outbuddings;.garage, servants' quarters or guest house may be erected, placed, or maintained on any.Lot. All parking spaces shall be used exclusively for the parking of passenger automobiles or pickup trucks. 7.2. Building Material. The total exterior wall area of the.first floor of each residential dwelling,unit shall be not,less,than seventy-five percent (75%) brick, brick veneer, stone, stone veneer, masonry or other material approved by the Committee (exclusive of doors, windows; porches, patios, and gables). (a) Roofing shall be of a substance acceptable to the City and the Committee and shall have a minimum.8"to 12" roof pitch, except where the City's sight/distance setback requirements discourage'this minimum. Roofing material;shall consist of a composition type material and be of earth tones and generally meet the standards of existing improvements on neighboring lots on the Property. (b) Siding material to be.masonite or wood type material or other material approved by-the Committee. (c) All sidewalks and driveways shall be surfaced in concrete or similar substance that is approved by the Committee. (d) Mailboxe&shall be standardized;and shall be constructed of a material and design approved by the Committee,(unless gangboxes are required by the U.S. Postal Service). (e) Window&and skylights shall be composed of anodized aluminum or wood. Street front elevations shall be baked-on painted aluminum or wood divided light windows. Roof vents to be bronze in a color matching the roofing material. 66 �� ! 0 7.2. Minimum Floor Area. The total air-conditioned living.area of the main residential structure,-as measured to the outside of exterior walls but,exclusive of open porches, garages, patios and detached accessory buildings, shall be not less than one thousand two hundred (1,200) square feet. 7.3 Garages Required- Each residence shall have garage suitable for parking two (2) .standard size automobiles, which,garage shall conform in.d.esign and materials with the main structure; unless otherwise approved in writing by the Committee. No carports shall be permitted on any lot within the Property. 7.4. Building Height: The maximum allowable height of any residential structure shall not exceed two and one half.(2 172) stories_ For purposes hereof, any one-half(1/2) story of a house must be contained within;th&,peaked roof line of a one or two story home, as the case may be. 7.5. Uses Specifically Prohibited. (a) Parking on streets and cul-de-sacs. No parking of automobiles, pickup truck, campers, commercial vans, commercial pickup trucks, boats; boat trailers, recreational vehicles or other types of non-;passenger vehicles, equipment, implements or accessories will be allowed on any cul-de-sac streets within the Property. Parking will be�allowedin designated area only of Clermont Lane and in parking areas provided on Piney Creek Blvd. No parking of pick-up trucks larger than 3/4 ton, campers, commercial vans, commercial`pickup trucks, boats, boat trailers, recreational vehicles and other,types of non passenger vehicles;equipment, implements or accessories may be parked in any designated parking area. (b) Temporga,Dwelfings. No temporary dwelling, shop, trailer, or mobile home of any kind or any improvement of a temporary character(except doghouses, greenhouses, gazebos and buildings,for storage of lawn maintenance equipment, which may be placed on a lot only in places which are not.visible from any street on which the lot fronts) shall be permitted on any lot except that the builder or contractor may have temporary improvements (such as a sales office and/or construction trailer.) on a given lot during construction of the residence on that lot. (c) Cam ers 'Trucks Boats and Recreational Vehicles. No campers, commercial vans, commercial pickup trucks, boats,'boat trailers, recreational vehicles and other types of non- passenger vehicles, equipment, implements or accessories may be kept on any Lot unless the same are fully enclosed within the garage located on such Lot and/or said vehicles and accessories are screened from view by a screening structure or fencing approved by the ACC (as provided in Article VII'lereof), and such vehicles"and accessories are in an operable condition. The ACC, as designated in this Deciaration, sha" have the Absolute'authority to determine from time to time whether a=vehicle,and/or accessory is operable and adequately screened.from public view. Upon an adverse determinationby'said ACC, the vehicle and/or accessory shall be removed and/or 2 67 S otherwise brought into compliance with this paragraph. (d) Structures of a TemporgU Character. No structure of a temporary character, such as a trailer, tent, shack, barn or other out-building-shall be used on the Property at any time as a dwelling house; provided, however, that any builder may maintain and occupy model houses, sales offices and construction trailers during the construction.period. (e) Animals. No animals, livestock, or poultry shall be raised, bred or kept in any portion of the Property except that-dogs, cats or other household;pets may be kept, but not for any commercial purposes, provided that they do not create a,nuisance. No more than four (4) pets will be permitted on each;lot. Pets must be restrained or confined on the homeowner's back lot inside a fenced area or within the house. It is the pet owner's responsibility to keep the lot clean and free of pet debris. (f) Rubbish,<Etc. No Lot shall be used in whole or in part for the storage of rubbish of any character whatsoever, nor for the storage of any property or thing that will cause such Lot to appear in an unclean;or untidy condition or that will be obnoxious to the eye; nor shall any substance, thing or material be kept upon any Lot that will emit foul or obnoxious odors, or that will cause any noise that-will or might disturb the peace, quiet, comfort or serenity of the occupants of the rsurrounding.property. No weeds, underbrush or other unsightly objects shall be allowed to be placed or suffered to remain anywhere thereon. (g) Antennae. Satellite Dishes and Solar Collectors. No Owner may erect or maintain,a television or radio receiving or transmitting antenna, satellite dish or similar implement or apparatus, or solar collector panels or equipment upon any Lot,unless such apparatus is erected and maintained in such,a-waythat.it,is screened from public view at a point in the center of the public street right-of-way directly in front of the house erected on such Lot; and no such apparatus shall be erected without the prior written consent of the ACC. (h) Comr-ndcial on Institutional Use. No Lot, and.no building erected or maintained on any Lot, sha}fbe used for manufacturing, industrial, business, commercial, institutional or other non-residential purposes. Nothing in this subparagraph shall prohibit an owner's use of a residence for quiet, inoffensive activities such'as tutoring or giving an lessons so long as such,activities,aredri compliance with all applicable governmental and zoning requirements and do not materially increase the number of cars parked on the street or interfere with adjoining homeowners' use and enjoyment of their residences and yards. (i) Fences, Wall or Shrub Planting.. No fence, wall, hedge'or shrub planting which obstructs sight,lines at elevations�between three (3) and six (6) feet above the roadway shall be place&or permitted to remain on any corner lot within the triangular area formed by the street right-of-way lines'and aline connecting them at points ten (10) feet from the intersection of the 3 68 p r street right-of-way lines, or, in the case of a rounded property corner, from the interesection of the street right-of-way,lines as extended. The same sight-line lirnitations shall apply on any lot within ten (10) feet from the intersection of a street right-of-way line with the edge of a private driveway or alley pavement. No tree shall be permitted'to remain within such distance of such intersections unless'the'foliage Line is maintained at sufficient height to prevent obstruction of such sight Lines. 0) Development Activity. Notwithstanding any other provision herein, Declarant and its successors and assigns shall be entitled to conduct on the Property all activities normally associated with and convenient to the development of the Property and the construction and sale of Dwelling Units on the'Property. (k) Sims and'Picketing. No sign or emblem of any kind may be kept or placed upon any Lot or mounted, painted, or attached to any Unit, fence or other improvement upon such Lot so as to be visible from public view except the following: (1) For-Sale Sims, An Owner may erect one (1) sign on his Lot, not exceeding 2' x Tin area, fastened only to a stake in the ground and extending not more than three (3) feet above the surface of such Lot advertising the property for sale provided that they meet all regulatory standards of any governmental body with jurisdiction over same.. (2) Declarant's Signs. Signs or billboards may be erected by Declarant, provided that they meet regulatory standards of any governmental body with jurisdiction over same. (3) Political Signs. Political signs may be erected upon a Lot by the Owner of such lot advocating the election of one or more political candidates or the sponsorship of a political party, issue or proposal, provided that such.signs shall not be erected more than ninety (90) days in advance of the election to which they pertain and shall be removed within fifteen (15) days after such election. (1) Fences. No fence, wall or hedge shall be erected or maintained on any Lot nearer to the street than,the building setback lines for the front yard and side yards without prior consent of the ACC. The foregoing restriction shall not be applicable to the construction or erection of any fence, wall or hedge on any Lot by Declarant. (m).Budding Standards. No building shall be erected or maintained on any Lot unless it complies with all applicable governmental requirements, including any applicable building codes and ordinances. (n) Detached.Buildings. No detached accessory building, including, but not 4 69 D O limited to, detached,°garages°and storage buildings, shall be erected, placed or constructed upon any Lot without the prior consent of the ACC. (o) GChhimnas. All fireplace flues, smoke"stacks and spark arrestors shall be completely enclosed and`•concealed,from public view in finished chimneys of materials architecturally compatible wit h:the principal finish material of the exterior walls of the dwelling or otherwise approved by the ACC. (p) Clothes Hanging H4gging D vices. Exterior clothes hanging devices shall not be permitted. (q) Window Treatment. No aluminum foil, reflective film, signs or similar treatment shall be placed on windows or glass doors. No air-conditioning apparatus shall be installed on the ground in front of a residence or attached to-any'front wall or window of the residence. (r) Lot Size. No residential structure shall be erected or placed on any Lot which has a minimum lot width and size greater than that shown on the recorded plat, provided, however, that either Declarant;may revise the width and size,of any Lot or Lots which it owns, and the restriction set forth in`the preceding sentence shall'thereupon not apply to any such revised lot(s). Any such`revision by Declarant shall be set forth.upon a supplement plat filed of record in accordance with the then-applicable city ordinances and zoning regulations of the City of Denton, Texas. 5 70 ARTICLE VIII ARCHITECTURAL CONTROL Anything containedin the foregoing Article VII of this Declaration to the contrary notwithstanding, no erection.of buildings or exterior additions',oralterations to any building situated upon the Property, nor erection of or changes to or additions in fences, hedges, walls and other structures, nor construction of any swimming pools or other improvements, shall be commenced, erected and maintained until (1) a preliminary sketch.showing basic plan and general specifications of same shall.have been submitted and approved by an Architectural Control Committee (herein called the,"ACC") appointed by the Board, and (2) the final plans and specifications showing the nature, kind, shape, height, materials, and location of the same shall have been submitted to and approved in writing as to harmony of external design, appearance, and location in relation to surrounding structures and topography by the ACC or by the Board; provided, however, that the provisions of this Article VIII shall not apply to buildings, structures, additions and alterations commenced, erected, or maintained by Declarant. A copy of the approved plans and drawings shall be-furnished by each Owner.to the ACC and retained by the ACC.. In the event the ACC�or'the;'Boartd fails to approve or disapprove such design and location within thirty (30) days.after the said plans and specifications.have been submitted to it, or, in the event, if no suit to enjoin.the addition, alteration or changes has been.commenced prior to the completion thereof, approval.will not be required and this Article'wih be deemed to have been My complied with. Neither the members of the ACC nor the Board shall be entitled to compensation for, or Gable for damages, claims or causes of.actions arising out of, services performed pursuant to this Article. The provisions of this Article VIH shall not be applicable to Declarant or to the,construction or erection of any improvement, additions, alterations, buildings, or other structures by Declarant upon any Lot. ARTICLE IX GENERAL PROVISIONS 8.1 Power of Attorney. Each and every Owner and Member hereby makes, constitutes and appoints each Declarant(without the necessity of the joinder of the other Declarant) as his/her true and:lawfW attorney-in-fact, coupled with an interest and irrevocable, for him/her and in his/her name, place and stead and for his/her use and benefit, to do the following: 6 71 (a) to exercise, do or perform any act, right_, power,'duty or obligation whatsoever in connection with,.arising out of, or relating to any matter whatsoever involving this Declaration and the Property; (b) to sign, execute, acknowledge, deliver and record any and all instruments which,modify, amend, change, enlarge, contract or abandon the terms within this Declaration, or any part hereof, with.such.clause(s), recital(s), covenant(s), ageement(s) and restriction(s) as Declarant shall deem necessary, proper and expedient under the circumstances and conditions as may be then existing; and (c) to sign, execute; acknowledge, deliver and record any and all instruments which modify, amend, change,.enlarge, contract or abandon the subdivision plat(s) of the Property, or any part thereof, with any easements and rights-of-Ways to be therein contained as the Declarant shall deem necessary, proper or expedient under the conditions as may then be existing. The rights, powers and authority of said attorney-in-fact to exercise any and all of the rights and powers herein granted shall commence and be in full force upon recordation of this Declaration in the Denton County Clerk's Office and shall remain in full force and effect thereafter until all Lots owned b_V Declarant have been sold and conveyed'by Declarant to Class A Members. 8.2. Duration. This Declaration shall run with.and bind the land subject to this `Declaration, and,;shall inure to the benefit of and be enforceable by the Assocation and/or the Owner of any land subject to this Declaration, their respective legal representatives, heirs, successors and assigns; for an original fifty(50) year term expiring on the fiftieth (50th) anniversary of the date of recordation of this Declaration, after which time this Declaration shall be automatically extended for successive periods of ten (10) years unless an Instrument is signed by the Owners of at least fifty-one percent (51%) of all Lots within the Property and recorded in the Deed Records of Denton County, Texas, which contains and sets forth an agreement to abolish this Declaration; provided, however, no such agreement`(where approved by less than seventy-five percent (75%).of the Owners of all Lots within the Property)to abolish shall be effective unless made and recorded one (1) year in advance of the effective date of such abolishment. 8.3 Amendments. This Declaration is expressly subject to change, modification and/or deletion by means of amendment at any time and from time to time as provided herein. This Declaration may be'�amended and/or changed in part as follows (except that the express consent of the City of Denton, Texas shall be;required to amend any and all provisions where so indicated. The preceding sentence may not subvsequently be.amended or extinguished without the express consent of the City of Denton, Texas): (a) In.response to any governmental or quasi-governmental suggestion, guideline, checklist, requisite or requirement, particularly with respect to those entities or agencies directly or indirectly involved in, or having an impact on, mortgage financing, mortgage insurance and/or reinsurance, Declarants shall have the complete and unrestricted,right and privilege to amend, change; revise, modify or,-delete portions of this Declaration, and each and every Owner and Member specifically and affirmatively authorizes and-empowers.Declarant, utilizing the attorney- in-fact status set forth in'Section 8.1 above, to undertake, complete and consummate any and all such amendments, changes,-revisions, modifications or deletions as Declarants(in their sole and absolute discretion) shall deem reasonable and appropriate. (b) Declarants may otherwise,amend or change these-Covenants by exercising their powers under Section 8.1 hereinabove or with the direct consent of at'least fifty-one percent (51%) of the Owners of Lots-within the Property. (c) At such.time as Declarants no longer own any Lot.within the Property this Declaration may be amended either by (1) the written consent of,at:least fifty-one percent (5.1%) of the Owners of Lots within the Property, or(ii) the affirmative vote of the Members entitled to cast fifty-one percent (51%) of the votes of the Members of the Association entitled to vote who are present at a meeting,duly called for such purpose. Any and all amendments sha11 be recorded in the Office of the County Clerk of Denton County, Texas. 8.4 Enforcement., Each Owner of each Lot shall be.deemed, and held responsible and Uable,for the acts, conduct and omission of each and every Resident, Member, guest and invitee affiliated with such Lot; and.such liability and responsibility of each Owner shall be joint and several with their Resident(s), member(s), guests and invitees. The lien created hereby on each Lot shall extend to, cover,and secure the proper payment,and performance.by each and every Resident, Member, guest.and invitee affiliated with each Owner. Unless otherwise prohibited or modified by law, all parents shall-be fiable for any and all personal;injuries and property damage proximately caused by the conduct of their children (under the age of 18 years) within the Property. Enforcement of this Declaration may be initiated by any proceeding at law or in equity against any person or persons violating or attempting to violatethem, whether the relief sought is an injunction or recovery of damages, or both, or enforcement of any lien created by this Declaration, but failure by the Association or any Owner to enforce any Covemant herein contained shall in no event be deemed a waiver of the right to do so thereafter. The Association and the City of Denton; Texas are each specifically authorized (but not obligated) to enforce this Declaration_ With respect to.any`litigation hereunder, the prevailing party shall be entitled to recover all costs and:expenses, including reasonable attomeys' fees, from'the non-prevailing party. Notwithstanding any statement to the contrary, in no event shall the City of Denton, Texas be liable to pay,any damages, costs or attorney's fees-pursuant to any provisions of these 8 73�/ •I t 1 i • • Declarations or any subsequent amendments . The preceding sentence may not subsequently be amended or extinguished without the express consent of the City of Denton, Texas. 8.5. Validity: Violation of or failure to comply with this.Declaration shall not affect the validity of any mortgage, bona fide lien or other similar security instrument which may then be existing on any Lot. Invalidation of any one or more of the provisions of this Declaration, or any portions thereof, by a judgment or court order shall not afect any.of the other provisions or covenants herein contained, which.shall remain in full force and effect. In the event any portion of this Declaration conflicts'-with mandatory provisions of any ordinance or regulation promulgated by the City of Denton (including, without limitation, the zoning Ordinance), then such municipal requirement shall control. 8.6. Headings. The:headings contained in this Declaration are for reference purposes only and shall not in°any way affectthe meaning or interpretation of this Declaration. Words of any gender used herein shall be held and construed to include,any'other gender, and words in the singular shall be held to include the plural and vice versa, unless the context requires otherwise. Examples, illustrations, scenarios and hypothetical situations mentioned herein shall not constitute an exclusive, exhaustive or limited 11st of what can or cannot be done. 8.7. Registration.with the Association. Each and every Owner, Member and Resident shall have an affirmative-,duty and obligation to originally provide, and thereafter revise and update, within fifteen(15) days after a material change has occured, various items of information to the Association such,as: (a) the full name and address of each Owner, Member and Resident, (b) the full name of each individual family member who,resides withini the residential dwelling of the Lot Owner, (c)the business address, occupation and telephone numbers of each Resident; (d) the description and Gcense.plate number of each automobile owned or used by a Resident and brought within the-Property; (e) the name, address and telephone numbers of other local individuals who can.be.contacted,(in the event the Resident cannot be located) in case of an emergency; and (f). such other information as may be reasonably requested from time to time by the Association. In the event any Owner, Member or Resident fails, neglects or refuses to so provide, revise and update such information, then the Association may, but is not required to, use whatever means it deems reasonable and appropriate to�obtain such information and the offending Owner, Member and Resident,shall become automatically jointly and severally liable to promptly reimburse the Association for all.reasonable costs and expenses incurred in so doing. 8.8. Notices to Resident/Member/Owner. Any notice required to be given to any Resident, Member or Owner under the provisions of this Declaration shall be deemed to have been properly delivered when (i) deposited with the United States Mail, postage prepaid, addressed to the last known address of the person who appears as the Resident, Member or Owner on"the records of the Association at the time of such mailing, or when (ii) delivered by hand or by messenger to.the last known address of such person. within the Property; or when (iii) posted on the Association's bulletin board for at least thirty (30) consecutive calendar days. 9 74 '�;a. 8.9 Notices to Mortgagees. The holder(s) of a mortgage may be furnished with written notification from the Association of,any default by the respective mortgagor/Member/Owner in the performance of such'mortgagor's/Member's/Owner's obligation(s) as established by this Declaration, provided that.the Association has been theretofore-furnished, in writing, with the correct name and.address of such mortgage holder(s)and a request to receive such notification and a reasonable-supply ofseff addressed, stamped envelopes. 8.10 Dispute . Matters of dispute or disagreement between Owners, Residents or Members with respect to interpretation or application of the provisions of this Declaration or the Association Bylaws, shall be determined by the Board.- ;These determinations(absent arbitrary and capricious conduct or gross negligence) shall be final:and:binding upon all Owners, Residents and Members. Witness the hand of an authorized repressentative of Declarant on the Acknowledgment date noted below. DECLARANTS: VILLAS OF PINEY CREEK JOINT VENTURE TW PROPERTIES CUSTOM HOMES, INC. BY. MABREY AND PARTNERS DEVELOPMENT, LC BY: THE STATE OF TEXAS } COUNTY OF DENTON ) This instrument was acknowledge before me on the day of , 1995, by Jim Mabrey of Mabrey and Partners Development, LC,.&Texas corporation, on behalf of such corporation. Notary Public in and for the State of Texas My Commission Expires: Printed Name to 75 93. THE STATE OF TEXAS ) COUNTY OF DENTON ) This instrument was acknowledged before me on the day of m 1995, by Patsy D. Townsend, President of TW Properties Custom Homes, inc., a Texas corporation, on behalf of such corporation. Notary Public in and for the State of Texas My Commission Expires- Printed Name 11 76Q EXHIBIT A The following Lots are located in the City of Denton;;Denton County, State of Texas, and are more particularly described as the VILLAS OF PINEY CREEK by final plat designating Lots,and Blocks, said plat being recorded in Volume , Page Map Records, Denton County, Texas as follows: 12 77 P&Z Minutes October 11, 1995 Page 14 Mr. Cochran: I move approval of the preliminary plat of the Cundall Addition. Ms. Schertz: I'll second. Ms. Russell: Any discussion? All in favor please raise your right hand. Opposed same sign. Approved. (6-0) VI. Villas of Piney Creek. a. Consider the final plat of the Villas of Piney Creek, Phase I. The subject property is located northwest of San Jacinto Boulevard and southwest of Colorado Boulevard in PD-6. Mr. Reeves: This is the final plat. The Commission has previously approved the detail plan. The final plat does not correspond with the detail plan. The applicant will be submitting a revised detail plan that will correspond to this final plat. This will be a minor amendment that Mr. Robbins can approve and then bring to you. DRC recommends approval. Ms. Russell: Are there any questions? Ms. Schertz: I move that we approve the final plat for the Villas of Piney Creek, Phase I. Ms. Flemming: I'll second. Ms. Russell: Any discussion? All in favor of the motion please raise your right hand. Opposed same sign. Approved. (6-0) b. Consider the Homeowners Association Agreement and Restrictive Covenants for the Villas of Piney Creek. Mr. Reeves: You have a copy of the Homeowners Association Agreement and Restrictive Covenants. They wrote everything that Jerry told them to write. DRC recommends approval. Mr. Drake: Whenever we have private streets we look at them to make sure that the city does not have any liability. Mr. Reeves: We also want to make sure that there is some sort of means to maintain the 78 P&Z Minutes- October 11, 1995 Page 15 streets and that the city won't be asked to do repairs on them at a later date. Mr. Ed Bright: My name is Ed Bright. This is my first time to do a development with private streets. The concept is to build these streets to city standards. Mr. Powell: Will these streets be the same width as if they were public streets? Mr. Reeves: There is a difference in width. Mr. Salmon: They are proposing to build their private streets twenty-four feet wide and city streets are thirty-one feet wide. Their streets will be the same thickness as what the city requires. Mr. Powell: I move that we approve the homeowners association agreement and restrictive covenants for the final plat of the Villas of Piney Creek, Phase I. Ms. Schertz: I'll second. Russell: Any discussion? All in favor please raise your right hand. Opposed same sign. Approved. (6-0) VII. Batey Addition. 6.003 acres located immediately north of Blagg Road and east of Mayhill. a. Consider the General Development Plan of about 68 acres owned by G. Wilborn adjacent to the proposed Batey plat. b. Consider a variance to Section 34-114(5) concerning perimeter paving standards. c. Consider a variance to Section 34-114(17) concerning sidewalk standards. d. Consider the preliminary and final plats of Lots 1 and 2, Block A. Mr. Yost: A large part of the Batey addition was purchased from Gene Wilborn. I talked to the applicant late this afternoon and the applicant has requested that we postpone this item until October 25th. Ms, Russell: Do we need to have a motion to postpone this? Mr. Yost: The Batey's are involved in all four items so we would like to postpone all of 79 4042 0 131 1 DECLARATION OF COVENANTS AND RESTRICTIONS FOR VILLAS OF PINEY CREEK THIS DECLARATION(this"Declaration`),made this 4 day of t QfV ,,K. 1998, by THE VILLAS OF PINEY CREEK (VPCJV) a joint venture compnserl of MAAREY AND PARTNERS DEVELOPMENT, LC (MPD) a Texas limited partnership, MILLENNIUM LAND DEVELOPMENT, LLC(MLD), a Limited Liability Company Bad LEE MEADOWS HOMES, INC. (LMH) (VPCJV being sometimes called "Declanints"). W'ITN ESSETH: Introductory Statement A. VPCJV is the owner of a certain tract of land situated in the City of Denlon, Denton County,Texas,as nrore particulwiy described on px t ' " attached hereto and made a part hereof(such tract of land being called the-property". H- Pec'arants desire to provide for the maintenance of front yards of rcxidenees comtructrcl within the Property and for the maintenance and preservation of certain other areas,as hereinafter provided. C. Declarant has further dernwil it advisable, for the efficient preservation of the values and amenities within the Property,to impose covenants upon the Property and to create a non-profit corporation to which would he delegated and assigned the powers of perfarming the maintrnancr herein provided, and orrllecting and disbursing the assessrr.crts and charges,w%herenafter provided. D. Declarant has caused or will cause to he incorporated under the Non-Profit Corporation Act of the State of Texas(the"Act').a non-profit corporation,Villas of Piney Creek Homeowners Association,Inc.(the"Association") NOW, THEREFORE, Declarant declares that the Property shall be held, transferred, sold, conveyed and occupied subject to the covenants, restrictions. cascincats, charges and liens(sometimes referred to as"Covenants")hereinafter set forth. Qsda don ARTICLE I DEFINrrION PW 1 of 3D 80 4042 01712 The following womb when used in this Declaration (unless the context shall prohih:Q shall have the following meanings: "ACC" means the Architectural Control Committee appointed by the Heard in accordance with the provisions of Article V I i I hereof. !& es..ments" shall mean and refer to the regular anrual assessments, the special assessments,and the default assessments provided in Section 3.1 hereof. "Association" shall mean and refer to the Villas of Piney Creek IlomeowncM Association,Inc.,a Texas non-profit corporation. "Board"shall mean the gourd of Directors of the Association. "Common Moinismce" 31mll invert and refer to normal and routine maintenance of Common Maintenance Areas as determined from time to time by the Board, including but not limited to(a)repair and maintenance of private streets,(b)mowing aril edging Common Maintenance Areas, (c) trimming Common Maintenance Areas with weed caters and (d) fertilizing, trimming shrubbery, turning flower beds and applying insect control chemicals to Common Maintenance Areas, (e) maintaining and operating common irrigation systems,including paying utility charges(excluding front yard water) related thereto,and(f)replacing shrubbery and trees damaged from time to time,but only to the extent the replacement thereof is approved by the Roared. Common Mainecnaticr shall riot, in any event,include the trimming of trees,planting of shrubbery,grass, trees or other landscaping(except as permitted above), inmalling irrigation systems, or any other maintenance or service determined by the Board to be not within rwmial and routine maintenance of Common Maintenance Areas. "Common M intcnance An-as"shall mean raid refer to(a)the front yards of the Lots,(b) the entrance to Villas of Piney Creels (c) landscaping on Piney Creck Blvd and Clermont Lane(d) all private streets perimeter fencing, (e) Pod and clubhouse area, that may or may not be constructed, at the sole discretion of the Declarants, at the completion of Phases'Two and Three, (f)those other areas within the Property as the Board tn4y elect to include within"Cominon Maintenance Areas"from time to time for maintenance by the Assoe7ation. "Declarants"shall mean and refer to VPCIV,and their respective successors and assigns and any assignee,other than an Owner,who shall receive by assignment from VPCJV,all or a portion of its rights hem under as Doclarant, by an instrument expressly assigning such rights as Declarrtnt to such assignee. "Dwellintt Units'shall mean and refer to any building or portion of a building situated upon the Property which is designed and intended for use and occupancy as a residence by a single person,a couple,a family or a permitted family sin group of persons. "Eli —is defined in Article VI below. Page 2 of 30 81 4042 0 17 13 "Filimble MoWsm".is defined in Article V1 below. nF-"At_Yard"shall mean and refer to:(a)as to interior Lots, the front yard area of the residence between the street(on the one hand)and the dwelling exterior and fence(on the other hand and (b) as to corner Lou, the front yard area of the resdence between the street(on the one hand)and the dwelling exterior and fence(on the other band);and that portion of the side yard area exposed to the street,between the tared(on the one hand) and the dwelling exterior and fence(oo the other hand),but excluding patios,courtyards and fenmd areas,unless otherwise defined by the Board. " 04" shall mean and refer to any plot or tract of land shown upon any recorded subdivision map of 8tc Property which is shown as a lot thereof and which is or is to be improved with a residential dwelling. "Maintenance Fund"shall have the meaning given to it in Section 3.1 hereof -Mmber"shall mean and refer to each Owner as provided herein in Article 11. " wneh"shalt mean and refer to the record owner,whether one or more penons or entities,of the fee simple title to any Lot tat,notwithstanding any applicable theory of mortSagcs or other security devices,shall not mean or refer to any mortgagee or trustee under a mortgage or deed of trust unless and until such mortgagee or trustee has acquired title pursuant to foreclosure or any conveyance in lieu of foreclosure. ARTICLE 11 MEMBERSHIP ASSOC'IA"LION 2A Manl hW, Evey Owncr of a Lot shall automatically be a rnernber of the Association, 22 Classes of Memjbcrship The Association shall have two classes of voting membership: CLASS A. Class A Members sh,11 be all members with the exception of Dedarant. Clas>A Mernbers-shall be entitled to one vote for each Lot in which they hold the interest trjuirod for membership. When mum than one person holds such interest or interests in any Lot,all such persons shall be Mernbers,and vote for such Lot shall be exercised as they,among thcrrtselves,determine,but in no event shut more'bar one vote be cast with respect to any such Lot. CLASS H, Claw B Member(s)shall be the Declarant. Until such time as all Lots hold by the Class A Mcmbcr(s) have been so:d and conveyed, all votes of the Association shall be cast solely by Use Class B Matdw(s),to the exclusion of the Class A Members. When all Lots held by Class B Members have been sold and Pax 3 of 30 82 4042 01114 conveyed,then the Class 13 membership of Cie Association shall terminate wid all votes shall thereafter he east by class A Mwnbcra ARTICLE tll COVENANT FOR MAINTENANCE ASSESSMEN7� 3.1 Creiatioq of the Lien and Pgrsqu UbIiWion for Assossrnatts. Each Owner of a Lot(by acoaptance of a deed therefor,whether or not it shall be to expressed in any such dead of other conveyance),for each Lot owned by such Owner, hereby covenants and agrees and shall be deemed to covenant and agm a to pay to the Association(or to a mortgage company or other collection agency designated by the Association): (a)annual as59,aymcnq or charges,to be paid in installments as the Board of Directors of the Association may elect, (b)special assessments for unexpected capital expenditures (such as nraintettance equipment) and/or unanticipated expenses such assessments to be fixed, established and collected from time to time as hereinafter provided,and(c)default ass essr tents which may be assessed against an Owner's Lot by the Association at any time and from time to time to reimburw the Association fix costs and expense%incurred on behalf of such owner by the Association in accordance with this Dodaration. Tbc Monthly Paynient Dates with respect to cw h Lot ahnll conmierim upon the dax4 of which title to such Lot has been convcyod to a purclisser of a complatA Dwelling Unit- The rtplar annual aasecsn eats collected by the Association shall constitute the "Maint Fxtnd"of the Association. The regular annual,special and default asses+4nents, together with such interest thereon and costs of collection thereof as hereinafter provided(collectively"Assessmenis'l,shall be a charge on the land and shall he a continuing lien upon each Lot against which each such Assessment is made. Each such Assessment,together with such interest Lhemm and coats of wllec:tion thereof, as hereinafter provided, shall also be the continuing personal obligation of the person who was the Owner of such Lot at the time when the Assm.mem became due. Notwithstanding the foregoing. however, in no evert shall either Declarant or any Lot or other portion of the Property owned by either Declarant at any time be subject to or liable for any Assessment, claim, lien or other obligation due to or of the Association, provided,that at such time as each Lot owned by either Declarant has been impruvc d with a single family rsatdence with respell to which the City of Denton, Texas, has issued a Certificate of Occupancy,then such Lot shall and after that time be subject to Assessments is :ccordunce with the provisions hercof. 3.2 Fume of Assessments. The Assc%wmcnis levied by the Association shall be used exclusively for the purpose of promoting the recreation, health, safety and welfare of the residents of the Property,and in particular for the payttirnt of all ousts and expenses related to Common Maintenance, including without hmitaticn services, equipment and facilities devoted to this purpose, including, but not Page 4 of Al 83 4042 01715 limitation services,equipment and facilities devoted to this purpose, including but not limited to,the payment of all cnvty and expenses incurred for carrying out the duties of the Board as set forth in Article IV hereafter and for carrying out the purposes of the Association as stated in its Articles of Incorporation. 33 Mainicince of the Common Areas by Declaran(, (a) Until such time as Doclarim!has sold and conveyed all of the Lots to third party purchasers,Declarant shall have the right(but not the obligation),at its election and in its sold discretion, to assume the exclusive responsibility from time to time of maintaining the Common Maintenance Areas, including,but not limited to,paying the ctntx of labor, equipnicat (including tie;expeftm of leasing any equipment)and materials required for the maintenance of the Common Maintenarim Areas. In this regard, and during such period, all Assessments, both mgular and special, collected by the Assmiathon shall be forthwith paid by the Association to the Declarant, u> the extent that stash Assessments are required by Declarant to maintain the Common Maintenance Areas as set forth in this paragraph. The Association shall rely upon a certificate executed and delivered by Declarant with respect to the amount required by Declarant to rnaintuin the Common Maintenance Areas and conduct Cmmmon Afaintcaancc hereunder. (bl All Common Maintenarim Areas situated within the Property shall he maintained by the Associatior with sums provided by Assc-isments,and wch maintenances shall include and be limited to the items included within the defined term Common Maintenance herein_ Each Owner shall be obligated to immediately advise the Board from time to time in writing of arty adverse condition er problems affecting or relating to the Common Maintmancc conducted for such Owner as a condition precedent ki any ohligat►on of the Asauciatein to wrrect such adverse condition or proUciii. In the event that the Board shall at any time determine, in its sole discretion,that the correction of any advme condition or problem relating to any Common Maintenance Arco involves maintenance that is not includable within the defined term Common Maintenance Area,then the Costs of such maintenance aril c xrection,if rcquested by such Owner and carried out by the Board,shall be chwWW to such Owner by the Board and shall he paid by such Owner within fifteen(15)days of receipt of request therefor from the Board. Under no such circumstance shall any member of the Board ur any officer or agent of the Asyocciation be liable to any Owner f6r any action or inaction of the Board with respect to any Common Maintenance,and each Owner hereby rel am and relinquishes forever any cWm%. demands or actions which such Owner may at any time have or be doernead to have against the Hoard, any member of the Page 5 of 30 84 Bond or the Assa:latittrl wltlt togard !n Cvcnmr.tn lvlaintcu,ur". A, he arising out of the alleges)negligcnoq tnisfeauriv malfcrraancr tout not grows negligmcc or willful misconduct)of any apcit of the Amocia:ion,w any tri mber of the Board. (e) Notwithstanding any Contrary statement tanlained to tht�e Coveurants,the Association aha11 have the exclusrvc, Mc nditiontA and M1_dcicgalrle duty to maintain all private st"Wrt,alleh;wid%ideewalks,and shall ataume res(utneibility tut nqy and ell dabilitiex or claimed Sabilities artAing out of any failure or daittted raiders to maintain the private roadwo"r Mix pcvyislotr may rot subscqucmly be arnmded tx cdinguished without the express cunacnt of the City ofDrnton 3 4 BatUr Ld AB1 L411t Of Axe<M, nt (a) Lmtti the year begiraring Januuy I.2Ut1+1, the annul,k%caamcal tbdl nol cxc:eed Five Hundred Forty and no/100 Dollarn(SNO.00)per Lot, (h) Cmtunencing with the year beginning January 1, 2000. asr1 such yeas there llrr, 1!1c [beret of Dircavr% ut ki anniw! smtitirtg nett proDwing such January 1,2ouu, and each January I lhorca fie r shall eat the atnotnt of tbs annual Amea'tmcttt far the following yew for each Lot, taking into mntdtlbration the current maintenance costa urd the fidury nude t>f the A Mistitx". provided, that from mw after Jtwwry 1, 2000, in no event IWI the annual Ayx samcnt for t icb La which is being nssexsr4 for arty year mccvd the annual Azcsvment levied by the l3 Cod for the imir edietcly prt othug year by more than ica percgnt(i()%) except only in the cure of unusual of e.1treendinary mall trtd expcnaea ur he paid by the Asanciatiost os determined from time to tiara by the&rand. 3.5 for Jtal Items In adtr:tiort to the annual Aaw,rnents authon,eW by 5eclinn !.I above, the Association may lt:vy in amy Aucaimml Your a %Poctal AsvaswKnt. applicebte to that year only, for the purpose of defraying, in whole w in part, any unanticipatd cost of expcnsc rrlmed to the Common Mair:tnnuinev or for the coat of sequinng or re lacing any capital item, un ludirg the accessary ntarrtcnaIce equipment and Kwunial property related to the Comm<yn Mainlenwco. PROVIDHU THAT any suds Amemn ent Lx capital tmpmveatcnf$ sltalt have the svicent of Urc klembers entOccl to cast twe-thirds (V31 of the VMOR of the mettbers of the Amweldt:on entitled to vote*two Lit (e) are voting in pertain Of by proxy at it mooring duly wi'.cd for this purpose aw provided in Section Z,' ur(b)clecute a written eonmrit in iieu of a meeting for 66ch prapasu Pug 6 at 9G 85 4Q`IGyL 0 ITIT / 3.6 Unifurni Ratc of As se.smertl Both regular and special Asseixmenits shall be fixed at a unif<xm rate for all lots, provided, that no Lot shall be subject to any Assessments until the date upon which such Lot has boon conveyed by either Declarant to a third-party Purchaser. 3.7 Datc of Commencement of Assessments;Due Date. (a) The initial Assessment provided for in Section 3.4 above-hall commence on the date fixed by the Board to be the date of ou�mmencement, and shall be paid in advance, on the first day of each period designated by the Board thereafter, provided, however,that if the date of commencement falls on other than the first day of a quarter,the Assessment for such quarter shall be prorated by the number of days remaining in the quarter. 1 i (b) The due date or dates,if it is to be paid in imta llments,of any special Assessment under Section 3.5 above shall be fixed in the resolution authorizing such Assessments. 3.9 Dufics of the Board with Rooeet to Attaesamemts, (a) The Board shall fix the date of comtneacement and the amount of the Asse"matl against each Lot for each Assessment period at least thirty(30)days is advance of such date or period and shall, at that time, prepare a matter of the Iota and Assessments applicable thereto which shall be kept in the office of the Association and Wall he open to inspection by any Owner. (b) Written notice of the Assessment shall thereupon be delivered or mailed to cwxy Owner subject thereto. (c) The Board shall upon demand at any time furnish to any(honer !fable for each Assessment a certificate in writing signed by an officer of the Association,setting forth whether such Assessment has bocn paid. Each such certificate shdil be conclusive evidence of paymem of arty Assessment therein scat& to have been paid. A reasonable charge may be nude by the Board for the issuance of such certificate. 3.9 Etied of Non-Payment of Assessmcnt_1hc Pcraonal Obligation of tha t>�er,the Lien,RcmWies o[Association. (a) If any Assessment or any part thereof is not paid on the date(s)when due(being the dates specified by the Nu rd ptmuant to Section 3.7 above). then the unpaid amount of such Assessment-hall become delinquent and shall,together with such Parr 7 of 30 86 4042 0 17 18 interest thereon and the costs of collection thereof as hereinafter provided. thereupon become a continuing lien on the Lot of the non-paying Owner which shall bind such Lot in the hands of the then Owner,his heirs,executors,,devisees persorW representatives and assigns. I-be Personal obligation of the Owner to pay such Assessment,however,shall remain his personal obligation and shall not pass to his successor in title unless expressly assumed by them. The lien for unpaid Assessments shall be unaffected by any sale or a.wgnmcnt of a Lot and "I continue in full force and effect. No Owner may waive or otherwise escape liability for the Assessment, provided heroin by nos-usc of the Commcm Maintenance Areas or abandonment of his Lot. (b) In furtherance of the Lien provided in Section 3.9(a)above,and to wcune the ford and timely payment of all Assessments and other amounts payable by each Owner hereunder,each Owner does hereby grant aid convey unto Declarant, in tnxg as Tnrctcc (the "-rnuehx"), the Lot owned by such Owner,subject to all eosements and other encumbrances affecting such Lot,provided,that each such grant shall be subordinutod to*c lien of any mortgage or deed of trust only to the extent provided in Section 3.10 below; and for these purposes the provisions of this paragraph shall be deemed to have created a deed of trust(the"Deed of Trust";) covering all of the Lots with a power of We granted to the trustee in accordance with the provisions of Chapter 51 of the Texas Property Code(the"Code")acid as it may be amended from time to time. The Deed of Trust created hereby shall be upon the saute teens and conditions, and shall provide to the Association all of the right.,Benefits anti privileges,of the Dcod of Trust promulgated by the State Bar of Texas for use by lawyers designated as Form No. 2402, and all amendments, modifications and substitutions thereof, which form is hereby incorporated by reference for all purposes hercuf The Association, acting through its president,shall have the right in its sole discretion at any tinxi,and from time to time to appoint in writing a substitute or successor trustee who shall sumood to all rights and reaponsibilitias of the then acting Trustee. (c) Wilhewt limitatwn of the rernedics available to the Association and to the other owners upon the o=nvncv of a default by un Owner in the payment of any Assessiment or other amount due and payable hereunder,the Association may, at its election and by and through the Trustee, sell or offer for sale the Lot owned by the defaulting Owner to the highest bidder for cash at public auction in accordance with the provisions of the Code. The Association may, at its option, accomplish such foreclosure sale in such manner as permitted or required by the Code or by any other present or avbbequent laws rdating to the same. After the sale of any Lot in acerdancc with the provisions of this paragraph,the Owner of such Lot shall be divested of any and all interests and claims thereof, and tin proomb of any such sell shall be appliod in the following order of priority:(1)to the payment of the costs and expenses of taking ixxsevsion of the Lot, (2)to the payment of re amnable 'trustee's fees (3)the payment of costs of advertisement Page B of 10 87 4042 01719 and sale,(4)to the paymenll of at,unpaid Awvosme nts and nthar amount payubk by such Owner to d►e Association hercundcr,and(5)to the defaulting Owner or to ary other party entidod thereto. The Asatiriation shall ha%V the ngM to beswme the Purchase at the sale of my Len harasser and shut)have the right to be cred iced on the ant-iurt of its hid therefor a 11 of the Asxswnents duo and owing by the defaulting Owner to the Amoclatiat as of the time pt such We— (d) If any A►uwasrnen,or part of therroof is not paid within thirty(30)days afks the derlinquency dote,the unpaid amourt of such avacysmort'shall bear intav" from the date of delinquency at the maximum legal rate of intcrc-t,and the Association may,at its election,bring an adirat at law ag&t nsi the Uvoncr personally ubliptod to pay the same in ureter to enfintx payment and/or to forrclow Pw lien against the property subject thcreto, and then ;hall he added to the amount of such Assev%rem tht costr of preparing and filing the complaial(including reasooRhlc attorneys' fecal in such action, and in rhr eveent u judgment is obtained such ludgnumt shall include interest on the AnccrsmoM as above provided and rrasunuble attuntrys' fees to be fixed by the rowt,logelhtr with the ants ot'thc aeticm In addition to inlees st rat delinquent dine)larts as xet forth above, ranch Delinquent Owner strall be obligated to pay a late charge with respect W any Ariminenl which to not paid within thirty (30) days after the date due as determined fmn time to t,.me by die Bored. 3.10 bubi dinalion of the l.icn_tg_h��t V-g The Lein wevriag the payment of the As%mirrats and other obligations pr ividal fur herdn shall lie tsupenar to any and all other L+urgex,bens or oncumbrunotis whtcb may hererafle in any inarincr ansc or be irnpoacd upon any Lot whether anaing f eirn ur hapc scid by judgncnt or duvet or by any agreencilt.contract.mortgage or other instMae9t,excgh for: (a) bona fide first mortgage or dcd of tn►at bens for purchase money and/ur borne improvernont purpuaas placed erpun a Lot, inducting without limitstian Institotitmal Mottg c% and Eligible Mtortgaga.in which event the Aaaoaatian's lien ei►,dl wrtornatwally become RubDrdmatc mad infw1kx to woh first lira. (b) liens for Uxex or other public char ex as arse by applicabit Iaw made hupetior a the Associatron's hen;and 1 c) such other Itans arn►ut which ilk Board may, in the exerdlse of its tememable discretion. cleat to volunutnly subor6nate the Association's :ieott; provided however,such suhordination shall apply only to(a)the Awessrocnts which have been due and payab;c prior to the fureclosure sale(whether Public or private) of Ouch W pumwnt to the terms raid conditions of ituy such first monItage or deod of man or rax lieer anal(h)the pcirimod heat in the:Lot stone Such safe ssatl nxd rdleve such Lot from liability for the ntnoant of any Asse s maeat thereaficr PWC 9 err 10 88 4042 01720 bcurming duc nor fmm the lien of any such suhsequent Asxctisment. Sudl subordination shall not apply where the first mortgage or deed of trust or tax limos is used as a dcriac, scheme or artifice to evade the obligation to pay assessment;: and/or to hinder the Association in performing its functions herurnde:. 3.11 K3taptht Pnlxq The following property subject to this DeLlaratian shall be exempted from the Assessments,charge and lien created herein. (u) All p-operties dedicated and acxpted by a local authority and devoted to public use. (b) All Lots owned by either Declarant,provided that at such times as each such Lot is improved with a completed residence and C'enificate of Occupancy has ban issued for such residence by the City of Denton. Texas, then such Lot %hall thereafter be subject to the Assessments,charge and lien created herein. ARTICLE IV gj N,Fl s,ALpQWERS AND DUTIES OF BOARD OPD M Ok,THE ASSQClAT10M 4.1 Powers and Duties. (a) 'ihe Board, for the bonefit of the Pruperty and the Ownm,shall provide,and shall pay for out of the Maintenance Fund provided for in Section 3.1 above, the following (1) Care,preservation and maintenance of the Common Mairlcnattce Arras, including without lirni:ation Common Maintenance and the purchase and upkeep of any de irW ;►ersural property used in connection with the rmuntmancc of the Common Maintenance Anew. (2) 'The services of a person or firm to manage the Asmiciation or any separate portion thereof, to the extent deemed advisable by the Beard, and the services of much other pmoanel as the Board shall determine to be necessary or proper for the operetion of the Association, whether such personnel are employod directly by the Board or by the manager. (+) Legal and accounting services. Page III of 10 89 4042 01 72 1 (4► if dtnmal appropriate by the Bard, a policy or puliam of insurance inRuriing the Association aagaimit any liability to the public or to t1:c Owners (andfer invite-= or ionntib). incident to the operation of the Asaodaiion,in in arnount not Ica than f 100,000 to indemnify against the claim of one peace SV*.01N1 against the claim of two ur nwre pirmns in arty One occurmact.aid plopeny damage insurance in an utnount not Im then SlnO,tlW rer occumncv; which policy or policies shall contain an endorsement pravirhng that the rights of the maned insureds shall wx be prejadiaxd with respect to actions against usher numed insure. (5) Workmen's crrrnperiwtio►► assurance to the extent neccasery to Wmply with any applicehle laws. (6) Such fidelity bnnd9 as the Board may detcm»no ki be adv-:able. (7) Any other maternal,-, supphcs, iri unuiec, ilintilstre, labor. wn,ioes, tnei"Icnance, repaitrs, hest; or Assevments (including tatca or Asgcvsricntes aseswrl against an individual Owtim) which the hu&M A recluesrai to obtain of pay fox purswnt to d1r tram%of fhra 1)erclira140n or by Law or which in its opinion Mull be necessary or proper for the operntion or protection of the AwitA Lion of for the rnforeemamt of this Dedantion 11w board shall liuvc the(allowing additional rights,powers iwd dunces: (1) To burrow funds to pay coots of operation, i'cctued by arsiCtinrtstt ut pledgte of ril;Ms against dclirquent Owncrls,if the Board Sws 111. (21 To vuler into contracts, tnaiatax ore or shore bank accomtq (grariting utillmrity w the Board shall tlesire to ime:or more iwrsons worn checks), and, generally, to have all the powers ricccaaaty or incidental to the operation end management of the Asaiicaapon. (3) Iv irovide adequate reserve for maintenance ac>,l tep&ws (4) Ttl make n.asotwbk tulea and re;ulrltors !ix the mairdcrwiwe and protection of the Cwrmnn Maintcnarw: and to amend them fivm tithe to time.prmded that any rule or rialgWastion may be anvnded or repealed by an inst"ne nt in wrning sigoW by a as W.ly or the Members. t•e#C l i or 30 90 4042 01722 (S) To make available to each owner upon written request within sixty days after she end of each your an urmual report and,upon the written request of one-tenth of the members,to have such report audited by ar independent certified public accountant, which audited report shall be made available to each Member within thirty day,.after completion. (6) To adjust the amount, Collect, and use any insurance proceeds to repair damage or replace lost property,and if proceeds err insufficient to repair damage or replace lost property, to assess tic Members in proporionatc amounts to cover deficiency. (7) TO enforce the provision%of'thc Declaration and any rules made hereunder and to enjoin and seek damages from any Owner for violation of such provisions or rules. 4.2 Board Pcryqn.Exqjjgiy The Board shall have the exclusive right to contract for all goods, services, and insurance, payment for which is to be made from the Maintrnance Fund and the exclusive right and obligation to perform the functions of the Board,exoept as otlierwisc pnividcd herein. 4.3 Municipal lndemnification. THE VILLAS OF PINEY CREEK HOMEOWNERS ASSOCIATION, INC., (ASSOCIATION) AGREES TO RELEASE, INDEMNIFY, DEFEND AND HOLD HARMLESS THE CITY OF DENTON, ITS OFFICERS,AGENTS AND EMPLOYEES, AND ANY GOVERNMENTAL ENTITY OR PUBI.IC UTILITY LVMPA14Y THAT OWNS PUBLIC IMPROVEMENTS WITHIN THIS SUBDIVISION (INDEMNITIEES) FROM AND AGAINST ANY AND ALL CLAIMS FOR DAMAGES TO PRIVATE STREETS, RESTRICTED ACCESS GATES AND ENTRANCE, LANDSCAPING AND RELATED APPURTENANCES (PRIVATE IMPROVEMENTS)OCCASSIONED BY THE 1NDEMNITRES USE,REPAIR OR MAINTENANCE OF ITS EASEMENM THE ASSOCIAITON FURTHER AGREES 7'0 RELEASE, INDEMNIFY, DEFEND AND HOLD HARMLESS THB INDEMINITIEF.S FROM AND AGAINST ANY AND ALL CLAIMS FOR DAMAGES TO PROPERTY AND INJURY TO PERSONS (INCLUDING DEATH)THAT ARISE OUT OF THE USE OF THE PRIVATE IMPROVEMENTS BY THE INDEMNITIEES. THIS INDEMNIFICATION SHALL APPLY REGARDLESS OF WHETHER A CONTRIBUTING FACTOR TO SUCH DAMAGES OR INJURIES WAS THE NEGLIGENT ACTS OR OMISSIONS OF THE INDEMNTTEES OR THEIR RESPECTIVE OFFICERS,EMPI.OVEFS AND AGENTS. Page 12 of 30 91 4042 01723 WITHER THiS SECTION WOO ANY OF i" COMPONENT PARTS NAY 89 AMFTIDED OR BXTINGt118Nll:D wrmOIIT THL+ EXPRESS WINSENT OF THE CITY OF DENTOK TEXAS. AA Utility;nfMMicture Ownerclnp�M3iatenoaoec late water distribution. sanitary scwrr collection,xwm drain and dectrKal systems will In,public;thla is 11my will be ow nod,operstad and menintmned by the City of Denton. Some other uhlitw*wall also be public;the ass divnilution rystew will he owned,opsarated and, nwritaioed by Lone Star Gas Co., the telephone s"larn will be owned. opctrsted and maintained by General Telephone &. Electric; and the able lelcminon rystcav will be owned,opemcd and maintained by Mucus Cable(or it+ suceesson), All public utilities will be maintained mid verpsinxl by their nxpt%-4ive Owners. t] UE-I&Y ElISEIMA S_1 FAp? 1l Icnacd for the Aswrcindnn Fun right%ref ingress and egress% shall be had by the Association at all tunes cover aiid upm match Lot and the Pnyverfy for tiie cArrymg out by d►e Atwociahur, of ita rilhei,fiactions,duties and obligations heretri(IM pruvided,that nny suede wiry by the Assoclatwn upon any Lot%hall be made with as minimum irnxmvemence to the Owns:as practical,and any damage• atuaal tbcreby shall he repaired by the Awwoistion W dw expense of the Maitileaunce Fund 5.2 FarutrigM_andli tbly Real by E&-h Declarant. Fneh Pm-larau hcchy resmea for itwit its niocemrs and auigns, the right le', (I I dudicalc %trots, walks and trltoys throughout the Sodivi%ion, stid (.) reserve or gran cuorw us of ingresx and egress and for the irmaliatzri. coristruciion, maintenanx, repair and roplummertt of utilities:and rdmcd fn&itirn,which~hall include, but nut tie limited to, sewrr (sanitary and storm), g" elccbw, uclephune oriel water Brest. upon,over. LEWCt dnd &miss the Property,as in its sole discretion deems proper tar appropriate Further, cwb Dtclanuu baeby rcxrven iertiporary acsnctrucu-nn easements fen the construmam, repair, narrmval,nwnienanec and mwnstructim nt improvements within the Property. including the right to rmovc; cm a lernporwy basis, Imam driveusya, quintile; syacrna, lapAvi:aping and other imponventtrits us shsl; be reasonably necmary to enable sucls L*c:arsrtt to complete the development and iWmve neat of the Property; pe►rvidod,thiat any oven irnpnrvernants removal by any Declarant slsn;l be Mlsood andlor rcttonxl, upon completion of the ttim+clnx titre activities. to substantially thclr homer condition. All slants for demagu%, if any,arising cut of any such Dinvtruction or other activities by other Declarant are hemby waived by rash owner and the Aasodistion. Ibr s%i.r If 92 4042 01724 53 Rielits Reserved to MT&Ip4LAt,cl�Rnt;�a l l!�ity (:ot[m�jgg Full tights u( inpcsti aM cgrinits shall he had by Declarant, any rminicipal authority having )unuiiction,.wer the Property,ar:d any utility s.nnnpuny which provides utilities to the Property, at all times aver my dadicatod easement for the insialletian, opemnon.nutinicnanec. rgvir or ranoval of any utility,tegethcr with the right to rcrrwvc any obstrud►on that may bo plaood in suvh oaxfflvnt that would mmaitula irderference with die use of such ewtctrtent, nr with the u;e, maintenance, operation or installation of such utility. All daims for darrmgcs.if any,raising our of the construction.maintenance wrl repair of utilities ur un uccowa of tempotAry or other inctmventence cvuced there by the Declarant, or any utility company or municipality, nr any of its egcn?s or servanrt err hereby waived by each fhvner and the Association. Declarant fuither reaervcs the right to alter, redesign or do=nunw any strrcl,avenues or wary,shown era the subdivision plat nol nem-sury for higicm or cgrcm to mtd from end Owner's Lot,sctlilect to the approval of the City of Damn,if requirod. 5.4 Status of Indesaniftsitirm etad Covenants L!Mq Dallier xrw and AcpW i = of Is_Wg%yrn tiL Should the Declarants, thew riicrosorii,or assigned,pun i"to puragnph 5.2. heroin, err the Association,purnu>.nt lip any other residual tight, choose to dcdicste any or all of the areas,eidcwatks, alleys,or uAha portions of the Pn,party fix the pubht hmnetlt xnd use, al: olvenant> and indemnilicutions rclanrig to any auch dodics:ud prvperty shall iniroodtawly mad autowabcally, be cxdnguicked upon aoceptimer of any each dediention, Thin swim mny not suh%eque#%Uy he i►mendod or extingwahed without the earpre+u consent of the City of Denion,Texas. ARTCLF Vi RIGHTS OF CERTAiN MORTGAGEES ANU MgaLGAOh f. S The provisions within this Article arc for the prihrary bmefrt A (a) the owne-e and holders of!nstbutiorwl MortlIager which ero required to ssvafy the applicable mquirrwents of FHA, VA, FNMA, FNIL.MC wui other similar govenimeni al quasi-govcxnmirntal aid nationally ro wgiiii"public and/or privale w uneex of end financing (such mriorgagees sometimes colledivCy referred to huun as "Llilpble Atortuasec c ' and dic--r nwrtgages referred to as 'Uj e Mar;�cs"l; atNi (h) 'Pit iniurers, guaranion, particirwts and whsidirim of the Eligible Mortgages, scinetiares collectiveiy referred hernia wi the"£ligle Co the extent appliwbtc,neceaaary or proper,the provisions of this Article VI apply not only to Wit. Dodarution but altar In the Article of tnwrpioraturn Ord By-t.nwt ur the At octation. This Article is supplemental to, and to in substitution of, any other Page 14 rill M 93 4042 01725 provisions of this Declaration,the Articles of Incorporation and By-laws,but in 9 event of ambiguity or conflict,this Article shall oontrol. 6.1 Notice,, of Action. An Eligible Morigagee or Eligible Insurer who provides written request to the Association(such request to state the name and address of such holder, insurer or guarantor and a reasonable des,..-iption of the Dwelling Unit Covered by the Eligible Mortgage)will he entitled to receive timely written notice of.- (a) any proposed termination of the Association; (b) any condenmation loss or any casualty lass which effects a material portion of the Property or which materially affects any dwelling unit on which there is an Eligible Mortgage held,insured or guaranteed by such Eligible Mortgagee or Eligible Insurer,as applicable; (e) any delinquency in the payment of Asscssnunts or charges oww by or. Owner of a Dwelling Unit subject to the Eligible Mortgage of such Eligible Mortgagee or Eligible Insurer, where such delinquency has continued for a period of sixty(60)days; (d) any lapse, cancellation or material modification of any insurnnrc policy or fidelity bond maintained by the Association;cw (e) Any proposed action which would require the consent of the Eligible Mortgagees as required hercinbelow. 6.2 oinder to Uocume134% (a) Eligible Mortgagees who have requested the Association to notify them concerning any proposed action that requires the constant of a specified percentage of Eligible Mortgagees also have the right to join the decision making about certain amendments to this Declaration. Amendments of a material nature(air defined below)shall be agrccd to by: (1) at Ieast sixty seven percent (670%) of the dwelling Unit Owrers; and (2) the Dcclarmt or the Board of Directors of the Association and (3) Eligible Mortgagees representing At least fifty one percent(51%)of the Dwelling Units are sub*'t to Eligible Mortgages. A substantive change to any of the following shall he considered us material: • voting nghts; • Assessments,Assessment liens,or subordination of Assesamcnt liens; • Reserves for maintenance,repair,and replacement of Common Properties, • Responsibility for maintenance and repairs • Boundaries of any Lut covered by an Eligible Mortgage • Convertibility of Dwelluig Units into Common Properties or vice versa; a Insurance of fidelity bonds; Page 15 of 30 94 4042 01726 • Imposition of any restrictions on a Dwelling Unit Owner's right to sell or transfer his or her Dwelling Unit; • Any Action to terminate the legal status of the Property after substantial destruction or condemnation occurs,or • Any provision that expressly benefit Eligible Mortgagees or Eligible Inswers. Additions or amendments such as the correction of technical error or the clarification of a statement shall not be considered or construed as being"material." (c) if and when the Dwelling Unit Owners are comidaing termination of the coverage of this Declaration over the Pnpert-v for reasons other than substantial destruction or condemnation, the Eligible Mortgagees representing at least sixty- 4cvmn percent(67%)of the mortgages Dwelling Units in the Pmpcity Shall agree 6.3 Smia) FHLMC Provision (a) so long as required by the Federal Home Loan Mortpgc Corporation,the following provisions apply in addition to and not in lieu of the other Suctions of this Article. Un"two-thirds(2/3) of the Eligible Mortgagees or Owners give their consent, and rabject to the condition that any proposal action of the Association purportedly cowered by the folkswing requirf-ments shall be material and adverst,the Association shall no- (1) by act or omission seek to ahandon, partition,subdivide,encumber,sell or transfer the common properties which the Association owns, directly or indirectly (but the granting of easements for public utilities or fox other public purposrry consistent with the intended use of the development shall not he deemed a transfer); (2) change the method of determining the obligations, Assessments, dues or other charges which may he Ievird against an Owner; (3) by act or omission change,waive or abmsclon any scheme of regulations or enforcement dbcmf pertaining to the exterior appearance and maintenance of Dwelling Units and of any common properties owned by the Association, (4) assign any future income of the AsMuiation,including its right to receive Assessments, (5) tail to maintain fire and extended coverage insurance on assets owned by the Association,it'required by this Declaration;or (6) use hazard usstaance procceds for any contrrron properties losses for other than the repair,replacement or reconstruction of such properties_ The provisions of the Section 6.3 shall not he construod to reduce the percentage vote that shall be obtained for any of the actions deacribcd in this Section. (c) Eligible Mortgagees may.jointly or singularly,pay taxes or other charges which are in default and%thic:h may or have become a charge against the Conunon Anna (if any)and may pay overdue premiums on casuWty insurance policies,or secure Payr 16 C(30 95 4042 01727 new casualty insurance cA)vcrage upon the lapse of a policy, for any common properties owned by the Association-, and Eligible Mortgage making such payments shall be entitled to immediate reimbursement from the Association- 6A ApMval of Amendments. The failure of Eligible Mortgagee or Eligible Insurer to respond within thirty(30) days to any written request of the Association for approval of an addition or amendment shall constitute an implied written approval of the addition or amendment. 6.5 Insaection of Books. The Association shall have current copies of the Declaration,Articles of Incorporation,Bylaws, rules,regulations,books, records and financial statements available for inspection by Dwelling Unit Owner and by Eligible Mortgagees and Eligible Insurers during norma:business hours or under other reasonable circumstances. 6.6 Financial Statements. The Association shall provide any Eligible Mortgagee or Eligible insurer, which submits a written request with a copy of an annual financial statement within ninety(90)days following the end of each fiscal year of the Association. Such financial statement shall be audited by an independent certified public accountant, at the expense of the Aswdation, if any Eligible Mortgagee or Eligible Insurer submits a written request for it. 67 Hiforcement. the provisions of this Anicic art for the benefit of Eligible Mortgagees and Eligible Insurers and tkeir successors and may be enforcod b any of them by any available mcans,at law,or in eluity. 6.9 Attencta��n,�stMg4i_ nus. Any auchormed reprewntative(s) of an Eligible Mongagec or Exigible Insurer may attend and address any meeting of the Association,which an owner may attend. ARTICLE VIi E&QjF9MVE COVENANTS 7.1 Residential Purpose only. Each Lot and Dwelling Unit chill be used exclusively for single family residential puMu.%m amly. No building or structure intended for or adapted to business purposes, and no apartment house, double house, lodging house,rooming house,hospital,sanatorium or doctor's office, or other multiple- family dwelling shall be erected,placed patnitted or maintained on any Lot,or on any pan theronf. No improvements or structure whatever,other than a first•clas private Dwelling Unit. Patio walls,swimming pool, and customary outbuildings, garage,servants'quartets or guest house may be erected,placed or maintained on any Lot. All parking spaces%hal I he used exclusively for the parking of passenger automohilm or pickup tricks. Palle 17 of 30 96 4042 01728 12 Building Mac -ql 7Ue total exterior wull area of the f M flout of each residertial dwelling unit ehall he not leas than seventy-five percent (75%)buck. brick veneer, Stone, xtrine veneer, masonry or other trsateriil approval by the Committee(exclusive of doors,windows,porehea,patios,and baby). (a) Roofing shall be of a r shAance acv"AMe to the City and(lie curtaniller and shall have a nutuinum of 8-to 12"roof piiJi,o>titxW while the City'► aight/distance rwtbadr rasyunrenicrit5 discourage this minimum. Roofing material shell consort of a composition type material and bu of rsarth lane and generally rratcl the►tarniards of Woling imprvvonants an neighbnrieg lots on the Property. (b) Siding material to be masonde or wood type material or other maternal approved by:he Committer. (c) All wdevvalks and driveways :hell be vurfaced in cnwrnete or sitrcile wbstance that iv approval by the Conuitittcc Id) Mailboxes stall be standardized and shall he constructed of a material and design approved by the Committee(unioas grwgboxc_%are required by the U.S.Poston Servinc). lo) Windows aawl skylights shall he cornpusod of anodized aslaminurn or wood. Stud front elevations shall be bakal-on pointed aluminum or wood divided light windows, Roof vent• to he bmnrr rx in a color matching the roofing materaal. 7.3 >4lltllrntsns F)cwrr Arta. The total aAr cone itioned living aria of the maim residential ,tr ucture ae measured to the .Maude of exterior walls but exclusive of opirm porebca.garagm,patios, imd detailed amcwory buildings,shall not ba kra: thus one thousand two hundred(1.200)sclume fact. 7.4 Garam- Rouuirod. Each rcssdencc shall have garage suitable fer pelting two (2)itarsdard sire automobile.,,whwh garage aha:l aatfortn in demrrn nod marerials with the main structure,wricsv otherwise approved in writing by the Co"Iminee. No carpurti shall he permitted on any lot wrtlim the Property. 7.5 E_3ur_kd�n t lteiYhj The maximum allowoblc height of any rcaidentlai,.truoure ftil nor.exceed two the one half(2 t-,)stories. For pteposas hetwf.any one hulf (112)story of a house must be cotstalned within the peaked rootline of a onaretnry home,as do case may bss. 7.6 Uses 9pecrcitically Prohibited (,►) twi111Y M stroare and cal-de_seta. No parking of autoan►biles, pickup truck.campers,L-Amomerciai vans.wr tm=ial pickup tntcka. boots. boat trsilarx. r►xmeatisxlal vehi4ee or other typer+ of non-lswoonger v«shidev. egAtinscrst. inipletri asts or laxeasnnes will he allowed on any cul-de-sac strects within the Prr►Irerty Parkinr will he allowed in disig"Ied area--mly of Clctmcrnt Lathe and In parking areas provided at Pinney Creek Blvd. No parking nF pick-up mvka Pape I a of 30 97 4042 01729 larger than % ton, campers. commercial vans, conmercial pickup trucks,boats, boat trulers, recreational vehicles and other types of non-passenger vehicles, equipment, implements or accessories may be parked in any ciesigtated parking area. (b) Temporary Dwellings, No temporary dweling, shop, trailer, or mobile home of any kind or any improNvnicrlt of a lemparwy character (except dog houses,greenhouses,gazebos and buildings for storage or lawn maintenance equipment, which may be placed on a lot only in places which are not visible from any street on which the lot fronts)shall be permitted on any Io:except that the builder or contractor may have temporary improvements (such as a sales office and/or construction trailer.) on a given lot during constructton of the residence on that lot. (c) Campers.Trucks,Boats rind Rwreational Vehicles. No campers, commercial vans, commercial pickup trucks, boats, boat trailers, recreational vehicles and other types of non-passenger vehicles, equipment, implements or accessories may be kept on any Lot unless the some are fully enclosed within the garage locatkxf on such Lot and/or said vehicles and said accessories arc screened from view by a screening structure or fencing approved by the ACC(as provided in Article VII hereof), and such vehicles and accessories are in an operable condition The ACC, as designated in this lkclaratton, shall Have the absolutr authority to determine from time to time whether a vehicle and/or accessory is operable and adequately screened from public vies. Upon an adverse determination by said ACC,the vehicle and!or uc4mwary shall be removed and/or brought into compliance with this paragraph. (d) Struytures of a Tanporary Character. No structure of a temporary character,such as a trailer,tent,shack,barn o.other out-building shall be used on the Property at any time as a dwelling house,provided,however, tha:any builder may maintain atui occupy model hocses, sales offices and construction trailers during the constmccon pcnnd. (a) Animals. No animals, live%tocic or poultry shall be raised, brod or kept in any portion of the Property except that of dogs, cats or other household Pets may be kept,but not for any cmmercal purpos",provided that they do not create a nuisance, No more than four(4)pets will be permitted on each lot. Pets must be restrained or confined on the horneowner's back lot inside a fenced area or within the house, it is the pet owner's responsibility to keep the lot clean and free of pet debris. (f) Rubbish,dc. No Lot shall be used in whole or in part for the storage of rubbish of any character whatsoever,not for the storage of any property or thing that will cause such Lot to appear in an unclean or untidy condition or that will be obnoxious to the eye, rww%hall any substance,thing or matenal be kept upon any Lot that will einit foul or obnoxious odors,or that will cause any noise that will or Page 19 of 30 98 4042 01730 might disturb the peace, quiet, wmfort or serenity of the occupants of the sunrouading property. No weeds, unlerbnnh or other unsightly objects Shall be allowed to be placed or suffered to remain anywhere tbc=n. (g) Antennae.Satellite sho Ftd Solsr Collectors1Vo Owner may cm:t or maintain a television or radio receiving or transmitting angina,satellite dish or similar implement or apparatus,or velar collector panels or equipment upon any Lot unless such apparatus is erected arnd maintained in such a way that it is screened from public view at a point in the center of the public street right-of-way directly in front of the house erected on such Lot;avid no such apparatus shall be erected without the priur written consent of the ACC. (h) C'ommercialQKJttatitutional Use. No Lot, and no building erected or maintained on any Lot, shall be used for manufacturing, industrial business, commercial institutional or other non-residential purposes. Nothing in this subparagraph shall prohibit an owner's use of a residence for quiet, inoffensive activities such as tutoring or giving art leasons so long as such activities are in compliance with all applicable governmental and mining requirements and do not materially increase the number of cars parked on the street or interfere with adjoining hommwners' use aril enjoyment of thtir residences and yards. (i) F&msn es.Wall or Shrub Planting. No fence, wall, hedge or shruh planting which obstructs sight lines at elevations between three(3)and six(6)feet above the roadway shall be placed or permitted to remain on any corner lot within the triangular area formed by the street right-of-way lines and a line connecting them at points ten(10)feet frorn the intersection of the street right-of-way lines, or in the case of a rounded properly comer, from the ineersection of the street right-of-way lines as extended The same sight-line limitations shall apply on any lot within ten(10)feet from the intmcctnon of a street right-of-way line with the edge of a private driveway or alley parcmcnt. No tree shall be permitted to remain within such distance of such intersections unless the foliage line is maintained at sufficient height to prevent obstruction of such sight lines. (j) Devc meat Ac ivitty. Notwithstanding any other provision hcrotn. Declarant and its successors and assigns shall be entitled to conduct on the Property all activities normally associated with and convenient to the development of the?ropefty and the construction and save of Dwelling Units on the Property. (k) Signs and Picketing, No sign or emblem of any kind may be kept or placed upon any Lot or mounted,painted,or attached to any Unit,fence or other improvement upon such Lots so as to be visible from public view except the following: (1) Por Sole Si¢ns_. An Owner may elect one 1;1)sign on his Let, not exceeding 2'x3'in area,fastened only to a stake in the ground and extending Page 20 of 30 99 4042 01731 not more than three(3)feet above the surface of such Lot advertising the property for sale provided that Gycy meet all regulatory standards of any governmental body with jurisdiction over same (2) Ig[a 's Si , Signs or billboards may be crewed by Ihclarant. provided that they meet regulatory standards of any governmental body with jurisdiction over same. (3) POiiGl�d Siens. Political signs may be erwi d upon a Lot by the Owner of such lot advocating the election of one or more pofitirml candidates or the sponsorship of a political party,issue or pmposal,provided that such signs shall not be erected mare than ninety (90) days in advance of the election to which they pertain and shall be rcniovcd wrthm fifteen (15) days after such election. (1) Fence No fence,wall or ledge shall be meted or mainW rod on any Lot ncarw to The street than the builcing wtback lines for the front yard and side yards without prior consent of the ACC Tbc foregoing restriction shall not be applicable to the construction or erection of any fence, wall or hedge on any Lot by Declarant. (m) $uildinte_Star►dards. No building shall be erected or maintained on any lot unless it complies with all applicable govemmgrlal requirements, including any applicable building codes and ordinances (n) DetKhqd 84il4ins. No detached wxxxsory building,including, but not limitod to detached garages and storage buildings,shall he erected,pluccd or constructed upon any Lot without(hc prior cxmsertt of the ACC- (0) Sh mncys. All fireplace flues, smoke stwks and spans :vrestots shall be omVietely eacloaed and concealed fro n public view in finished chimneys of material architecturally compatible with the principal finish material of the cxtcior walls of the dwelling or otherwise approved by the ACC. (P) Clutha Hangine Devices. Exterior clothes hanging devicaa shall not be permitted (4) W__itidow Treatment No aluminum foil, reflective film, egos,or similar trestinew shall be placed on windows or glass doors. No air-conditioning apparatus ehall be imialied on the ground in front of a residence or attached to any front wall or window of the residence_ (r) LA Skim No residential str=urc shall be erected or p':aced on any Lot which has a minimum lot width and size greater than that shown on the recorded plat;provided,however,that wither Declatu t tray revise the t"ayc 21 of 30 100 4642 31' 732 width and size of any Lot or lots which it owns, and the restriction sct forth in the preceding sentence shall thereupon not apply to any such revised lot(s). Any such revision by Declarant shall be set forth upon a supplement plat filed of record in aueordance with the then-applicable city ordinances,and zoning regulations of the City of Denton,Texas. ARTICLE VIII AQCHITECTU)lsat CONTROL Anything contained in the foregoing Article VD of this Declaration to the contrary notwithstanding, no erection of buildings or exterior additions or alterations to any building situated upon the Property,nor erection of or changes to or odditiorn in fences, hedges, walls and Wier strictures, not construction of aay swimming pools or other improvements, shall he commenced, erceted and maintained until (1) a preliminary sketch showing basic plan and general specifications of same shall have been submitted and approved by an Architectural Control Committee (herein called the "ACC') appointed by the Board, enact (2) the final plans and .specifications showing the nature, kind,shape,height,materials,and location of the same shall have been submiltwl to and Approved is writing as to harmony of external design,appearance,and location in relation to surrounding structures; and topography by die ACC or by the Board; provided, however,that the provisions of this Article Vill shall not apply to buildings,structures, additions and alterations commenced,crected,or maintained by Declarant. A copy of the approved plans and drawings shall be famished by each Owner to the ACC and retained by the ACC. In the event the ACC or the Board fails to approve or disapprove such design and location within thirty (30) days after the said plans and specifications have been submitted to it,or in the event,if no suit to enjoin the addition,alteration or changes has been conuntricod prior to the completion thereof,approval will not be required and this Article will be decmed to have been fully complies!with.Neither the members of the ACC nor the Board shall be entitled to Compensation for,nor liable for damages,claims or causes of actions arising out of, services performed pursuant to this Article. The Provision of this Article Vlll shall not be applicable to Declarant or to the construction or erection of any imptovennents, additions, alterations, buildings, or other structures by Declarant upon any Lot. ARTICLE IX St4'�14 AL pRQV1HM 8.1 Power o'Attorney. Eadn and every Owner and Member hereby makes, constitutes and appoints each Declarant(without the neocasity of the joined of the other [Declarant)as hiAer true and lawful attorney-in-fad,coupled with an intetcat and irrevocable,for him%cr and in hiAcr name,place and stead and for hialher use and benefit,to do tine following- Page 22 of 70 101 4042 01733 (a) to exercise,do or preform any act,right,power duty or ebligatiorn, whatsoever in eonncction with,arising out of,or relating to any matter whatsoever involving this Doclaration and to the Property. (b) To sign,execute,acknowledge,deliver and record any and all instruments which modify,amend,change,enlarge,contract or abandon the terms within this Dedaratk)n,or any part hereof,with such clause(s),reettad(s), covenant(s)agreement(s)and restriction(s)as Declarant shall deem necessary,proper and expediem under the circumstances and conditions as may be then existing;and (c) To sign execute,acknowledge,deliver and record any and al I instruments which modify,amend,change,crilarge,contract or abandon the subdivision plat(s)of the Property,or any put thereof,with any easements and rights-of-ways to be therein contained as the Declarant shall deem necessary,proper or expedient under the conditions as may then he existing. The rights,powers and authority of said attorney-in-fact to exercise any and all of the rithts and powers herein granted shall commence and be in full force upon recordation of this Declaration in the Denton County Cleric's Mice and shall remain in full force and effect thereafter until all Lots owned by Declarant have been sold and conveyed by Declarant to Class A Members, 8.2 Duration. This Declaration shall run with and bind the land subject to this Declaration,and shall inure to the benefit of and be enforceable by the Association and/or the owner of any land subject to this lkclaration,their respective legal representatives,hens,successors wxi assigns,for an original fifty (50)year term expiring on the fiftieth(50a)anniversary of the date of recordation of this Ihclaration,after which time this Declaration shall be automatically extended for successive periods often(10)years unless an Instrument is signori by the Owners of at(cast fifty-one percent(51%)ofall Lots within the Propcny and recorded in the Dead Records of Denton County,Texas,which contains and sets forth an agreement to abolish this Decarston,;provided,however,no such agreement(where approved by lass than seventy-five percent(75"1o)of the Owners of all Lots within the Property)to abolish shall be effective unless made and recorded one(1)year in advance of the effective date of such abolishment. 8.3 .4tgendments. This Declaration is expressly subject to change,modification, and/or deletion by means of amendment st any time and from time to time as provided herein. This Deciaration may be amended and/or changed in part as follows(except that the exprcu consent of the City of Denton,Texas,shall be required to amend any and all provisions where so indicated. The preceding sentence may not subsequently be amended or extinguished without the exprm consent of the City of Denton,Texas.): Yogc 23 of 30 102 4042 01734 (a) As Ainv ats Declarant owns at least one Lot,Declarants shall have the complete and unrestricted nght and privilege to amend,change,revise, modify,or delete portions of this Declaration,and each and every Owner and Member specifically and affirmativcly authorizes and empowers Declarant,utilizing the attorney-in-fact status set forth in Section S.I above,to undertake,complete and consummate any and all such amendments,changes,revisions,modifications or deletions us Declarants (in their sole and absolute discretion)shall deem reasemablc and appropriate. (b) At such time as Declarants no longer own any Lot within the Property this Declaration may be amended either by(1)the written consent of at least fifty otec percent(51%)of the Owners of hots within the Property,or(2) the affirmative vote of the:Members entitled to cast fifty-onc percew (51%)of the votes of the Members of the Association craitlod to vote whn arc present at a snceting duly called for such pxpftt:_ My and all amcrATnents shad)be rmirdexd in the Office of the County Clerk of Der-ton County,Texas 8.4 Ekiteemeni. Each Owner of each Lot shall be deemed,and held responsible for the acts, conduct and omission of each and every Resident, rnerrber, guest and invitee affiliated with such Lot, and such hahility and responsibility of each Owner shall be joint and several with their Rcsidcnt(s), member(s), guests and invitees. The lists created hereby on each Lot adtall extend to, cover and secure the property payment and performance by each and every Resident, racmber, guest and invitee affiliated with each Owner. Unless otherwise prohibited or modified by law, all parents shill be liable for any avid all personal injuries and property damage proximately caused by the conduct of their children (urJer the age of 18 yean) within the Property. Enforccme:nt of this Declaration may be initiated by any proceeding at law or in equity against any person or persons violating or attempting to violate them,whether the relief sought is an injunction or recovery of damages, or both, or enfureement of any lien cremed by this Declaration,but t'ailure by the Association yr any()oner to enforce any Covenant herein contained shall in no event be dec-nod a waiver of the tight to do so thierestter. The Association and the City of Denton.Texas,are each specifically authorized (but not obligated) 4a enforce this Declaratiom With respect to env litigation hereunder.the prevailing party shall he entitled to recover all costs and expenses,including re'aasonablc attorneys'fees,from the non-prevailing part'. Notwithstanding any statement to the contrary, in no event shall the City of Denim, T'exa►s he liable to pay any damages,costs,or attorneys fees pursuant to any provisions of these Declarations ur to any subsequent amendments. The preceding sentence rtwy not subsequently be amatdod of uxtinguishcd without the express con_sert of the City of Denton,Texas. Page 24 of 30 103 4042 01735 8.5 Validity, Vpalafien or failmm to comply with this Dearation shall not affroci the validity of any m(wirAge,bona fide lien or other sirmilut sixurity instrument, which may thaw be existing on any I.nr. Invabdetitn of any one or wort: of the provisions of this Decimation, or any poe1ions dMirot, by a jWgrnerit or avert order shell not affed any of the other provisim or covenants herein contained, which 4hodl remain is full force and ellfbm In the everil any "ion of d&ii Dedi ration conflict, with mandatory provisrom of any ordnance or regulation promulgated by the ('try of Deriwn (including, without limitation, the 7A111171! Qdmantx).this such municipal requirement shall ccxptrel. 96 'leactiMt.. 'i'fie heading,, umtairwd in this: Nclaraticie am for reference purposas only and idWI not in any way affect the meaning or interpretation of this Declaration. Words of any gender wtW henAn shall be held and wnctnuv) to include any olhv gender, and wi.rda in t1w singular shall be held to include the plural and vice versa, wilcsa the contastt requires otherwise. lisarriples, illktrationf., mersrariot and hypothetical situations menhooed haeio %hat.' not oonstltute an mclusive,exhaustive or lmithrd list of what ban or cannot be dorm:, 8.7 R_egirtration wish the Association. 1'ach arid every Owner, Member and Resident shall have an utfirmativc duty and obligation to originally provkh,aril thsotaAer revise and update, within fitlesen(15)days after a maledill change has occum-d.�moos iteiia,of isfurniation le ifie AwAsciatrttn sitci as(1)like full name :and :uldre-sr; of each Owna, Klember and Residenit, (2) the full surme of arch individual firmly mirmher who resides within the mndentiu)dwelling of the I.nt Owner (3) the basinexs addrciii, ervupation and telephone numbers of' each Resident; (4)the de smIxion and license plate number of each autun"tir owned m used by a Rcstdcni and brought within the PrcTcrty; (5)Ux native,asddrum and telephone numbcn of nthcr:ucsd itidividuatx who can be contacted (in the event thir Residers! uuinot be Isxaled) in oar of an emergency, and (6) such utha inti►nnation ask may be remonaNy rryucated hom time to limo by the Association. In the event any Owner, Member or Resident Gull, ra:gleexe, or mftm to sn provide,revise and update such iaformatinn, then the As nittion may, but if tort rc4wred to, use whatever mean, it deems tmattabk and appropriate to obtain suds sn(nrnxtion and the otfading Owner, Member and Resident shall banana Automatically jointly and sevesrslly liable to promptly reimburse the Aasocisdion for all rcaweahle"s»rod ezpcnres inc arm d m so doing. 8_9 I)fotices to Rcpiticrl/lornls/Qwt>rr. Any notice required to he given to an) Reaidtsrt. Mcrnbcir or Owner under the pmvisiom of this Declaratton shall be demied to have been prupniy dcliverod when (1) dewiiiied wah Use Utdled States Mail,pustagc ptcpaid, dddresced to the Iasi known address of the:pcnnn who agVcars as Uin Resident,inenber or Owner on the metres of lye Assuviatiun as the time of such mailing or when(2)delivered'ivy hand or oy inv4satlter to the Ian known address of such person within the Property, or when(3)posicd nn the anociation's bulletin burl Fin at least thirty Of))consecutive calendar day&. ;'sae 2A of JIG 104 4042 i? 1736 8.9 PIIC%to Mar;qolaws. ft,e hu.dda(s) u) a rod'rtgufto rrmy be Ibmi4ta) woo written notif3ce11011 from the Aaadr:tatom W .ny default by the rcMrcdrve mortgagnr/Meniber,owner in the rerforYnance of eudt moopgue, Nlember"q/Owner",nhh at on(s)as enables by thi«rkOuruticn,provided that the Assnciuben has I een thermtlwe furnished,in writing, with the correct urtrtc and addrem of %uch rwrtgage bnlolens) +md rejuext such notifdoation and a rrat amble supply of self-eddressod,stamped envcIDpos. 8 1 U PT—utct. Matters of dispute Lit daul,Teetr:ent between Uwnets. Residents or McIftbsn wuh rcepoct to interpnxation or appficatiun of the provisian, of this Dec:artrtinn or the Assaciation bylaws,AwIl be ddarmined by the Ebatd. i bm JO—voinatdutu(absent arbitrary and cupriciout conduct or grow nogligtxrw)slusll by final and binding upon all Otvncm.,Residents mW Members. Mot►16 or!U 105 4042 01737 Witness the hand of an authonced represe-utivr of DeclAwt on the Acknowledgment date noted below. DECLARANTS: THE VILLAS OF PINEY CREEK Joint Venture MILLENN)tUM LAND DEVELOPMENT,LLC BY. ONA D W.'SLOVACEK.PRESIDENT MABR;�XAIS �PAIRITNE DEVELOP T I,C BY: I..h BREY,MANAGI PARTNER LEE MMH OMES.INC. BY: TT. THE STATE QF TEXAS x COUNTY OF x OWNER--LOT 1,BLOCK A 2320 CLERMONT LANE DEMN.TEXAS BY RY1tu,nnn,i_ r<,7 ROSEMARIE ROLL prow n fti`W r177n net)vi nlpA(wP4 ntnn 106 4042 01738 NOW IFDG%IV%I STATE OF TEXAS COUNTY OF rXENTON Before mc, a Notary Public, on this day appwrod Ronald W. Skivacxk, Pnesdem of Mdlennum Land Development,L.LC.,astd proved to me throuph his Texas Driver's License M -j21 2IN19 _,to be the person whosc name is rubscrihM to the foregoing instrument sad a*nmrkdged to me that he executed the sane for the Purposes and cotnidemtion therein expressed. Given undo:my hand and seal of office this 4_day of_Ma Y Ck) Notary Public,Stab of Texas __ •'ti4 JENS4FFgA DROE'V Note nnrc t1O °"a/O .My(_ s,w of Tsar Expina',-- 4 all ►M Car-!.r o.-1--aa AC ZwLEDGMENT STATE OF TEXAS C(XINW OF DENTON Before me,a Notary Public,on this day appewed lama L.Mabrey,Manggieg Partner of Mabrey and Partners l)Cwotopmcnt, 1—C..and proved to me through Texas Driwi's Licrnsc k Pj4l_p_L7 G _,a)he the perann whose name Ls subscribed to the foregoing inttnirncm and acknowledged to me that he executedl the same for the purposes and consideration nccmin expressed. Given under my hand and seal of office this+dayof- Notary Public,Stale of Texas w ''~�O4 JENIYIFEAA.I7RAMEIM Notary me Motley Puele My Co l 8+fs of Tara. F.xrArw:_ �` yice+ws rkp a.r-R Paw 28 of M 107 4042 01739 ACKNOWLEDGMENT STATE OF TEXAS , COUNTY OF DENTON Before rtte, a Notary Public, on this day appeared AI McNatt, Presi o IAc Meadows Homes,Inc.,and proved to nee through Texas Driver's I.icrnsc 4 s Z- ,to be the person whose name is subscribed to the foregoing instrument and aclusowledged to trc that he executed the same for the purposes and consideration therein expressed. Given under my hand and acal of office this—4--day of M r > . 19919. Notary Public,State of Texas Note mitliMFER A ME'" F7tpne • sale of To" y. a �CKNQWLEDGMENT STATE ON TEXAS COUNTY OF DENI'ON Before me, a Notary Public. on this day appmred Rosemarie Boll, and proved to me through Texas Dnver's License 4 r� �j"]�}oZ , to be the person whose name is subscribed to the foregoing instrument and aeiuwwMdgad to me that she executed the sane for the purposes and oonsideration therein expressed. {, Given under my hand and seal of tce this A-- day of 9QCC/,, , 1998. Notary Public,State of Tc4o Cw Expire s: +w �• F,o e.n eo Paso 29 of 30 108 4042 01740 EYMBrr"A" PROPERTY DESCRIPTION Lot 56 in Block A(a 15.413 acre tract)in THE OAKS OF TOWNSHIP 11,an Addition in the city and County of Denton.Texas,according to the plat recorded in Cabinet E.,Page 13 of the Plat Records of Denton County,Teas. Page 10 of 30 109 4042 01741 D E41.6 10�4' 'eTX NONOkQFLE TIM µDDGES/CoUHTf CLERK Cnna211 At ppe Doc/kua a 9�-RBBI6me Doc/Type = 63.00 Recordirp 6.00 Roc Qip t 7758 t %IMPRY Doputy 110 c s o .L V 130 d G C IL n c 0 CO 0 o •0 � U m Y J � m c 8 m 16 � • E w � o y a` V/ r � y N LL • • � N�N ■� d 0 N 0 m o m A d o N a N no LL N � Z a � 1�0 ONE 7 �G N AGE G1 C � N yy 2.2 T a d J a 7 3 U J r 70 E y 0 L > O y E Gf 'm'0.O O O N N V d fy EO C G N N_ N N .A.E L N O U N 3 m �E m c o N N d j Z V'YQ a� A� N 111 Q� L a U� a N N N N N N N N N N d N N O N N UI O N U 01 OJ Ol m 0) OJ N N N N N N (n o O o 0 0 o a` a` a` a` a` a` E E E E E E c c c c c c U U U U U U F m m m m m m C C c C C U O O T O O m m U N N C 9 0 p N C cr c� an an an E To w n E0, 'o m m o m m m E m o r o r a cm l�E`=O w�LL iCE`c0�LL�E icEc6 aLL�m iCE`6 LLoE iCE`0 aLLE iCE0 LLmE O S w 2�mc 2�K-LLNQ NKNT UN o q 4 0 0M og O 0 a- > 0Ni' i E-c E Em `LL am �0 oo 00 22 oo oo oc w2LL Um c� =w c'R KUH CN N H m m U U C m o N LL m m N C C_ c W W 111 N V N w N O y N N CO m 0 T N� N _ N N f6 c U CON c N 0 o a` m E 0m D T o 0o o ao o o E E m0 f°m m o m' . mc 0 c LLJ D U U w ❑ U ❑ U U ❑ x ❑ U❑ U 3 m E a m L oco m c 0 N O LL ❑U ry C U m O a ❑ N a 00 U T U >. C = c m O C O U 0 C c m > > (D ❑ U L LL m >_ ❑ m 0 Tm o ❑ Y p ❑ T T m w m � o m o m c m m U U J Q E 0] Un U LL mF N N N N N N N N N N N N N N N O N N O N U C 0 V^ O , m U m J o a C ❑ ❑ m m ❑ m m 0] m W a L N O_ N L E N N a N E E F E E �@ E E F E a` = a` _ _ a 2 2 `0 _ _ a` _ a` T 0. 0 = _ �.E _ = T = T V/ o 'O m m m 'O 'o m m o 'O m o m n/ U U 2 Z> � U U 22 U U 2 U 0 > m m .0 in m L .UO2 2UE o a Q aO=�o o m w= p,E U `0 e'o o m0 0 ? U _ No To -c m um Z E NLC 1 . O y m yjm 0> No M oO em m o o m N =❑ EamL OW mf in c a a- Ni ' mQ 6 pa�Ndo `Eoc N ^i c> o`o'E ry a ON0 m CD N 0 O 00 O O Oao 0M O Z`C > Z O d 51 -L S .OoE >0Qo mo oo 0 a r O 0 LL 112 w City of Denton City Hall 215 E.McKinney St. Meeting Calendar Denton,Texas 76201 U E NTO N www.cityofdenton.com Criteria : Begin Date: 101112022, End Date: 1213112022 Date Time Meeting Body Meeting Location October 2022 10/3/2022 6:00 PM Board of Ethics Council Work Session Room 10/3/2022 6:00 PM Parks, Recreation and Beautification Civic Center Community Room Board 10/5/2022 1:00 PM Civil Service Commission City Hall East Human Resources Training Room 10/6/2022 Community Services Advisory Development Service Center(401 Committee N. Elm Street, Denton,Texas) 10/6/2022 8:00 AM Agenda Committee Council Work Session Room 10/6/2022 8:30 AM Economic Development Partnership Development Service Center Board Training Rooms 10/6/2022 4:00 PM Public Art Committee Civic Center Community Room 10/10/2022 9:00 AM Public Utilities Board Council Work Session Room 10/10/2022 10:00 AM Development Code Review Committee Development Service Center 10/10/2022 5:30 PM Historic Landmark Commission Development Service Center 10/10/2022 5:30 PM Library Board Meeting Room at the South Branch Library, 3228 Teasley Lane, Denton, Texas 10/11/2022 11:30 AM City Council Council Work Session Room 10/12/2022 11:00 AM Economic Development Partnership Development Service Center Board Training Rooms 10/12/2022 1:00 PM Community Partnership Committee City Hall Conference Room 10/12/2022 3:30 PM Airport Advisory Board Airport Terminal Meeting Room 10/12/2022 5:00 PM Planning and Zoning Commission Council Work Session Room Council Chambers 10/13/2022 3:00 PM Health&Building Standards Development Service Center Commission 10/14/2022 12:00 PM Community Services Advisory Development Service Center(401 Committee N. Elm Street, Denton,Texas) 10/14/2022 1:00 PM Committee on the Environment Sustainability Office 10/17/2022 5:30 PM Traffic Safety Commission Development Service Center City of Denton Page 1 Printed on 1012112022 113 Meeting Calendar continued.. Date Time Meeting Body Meeting Location 10/18/2022 12:00 PM City Council Development Service Center 10/18/2022 12:00 PM Planning and Zoning Commission Development Service Center 10/18/2022 2:00 PM City Council Council Work Session Room Council Chambers 10/18/2022 2:00 PM City Council Council Work Session Room Council Chambers 10/19/2022 3:00 PM Animal Shelter Advisory Committee Council Work Session Room 10/24/2022 9:00 AM Public Utilities Board Council Work Session Room 10/24/2022 10:00 AM Development Code Review Committee Development Service Center 10/24/2022 5:30 PM Internal Audit Advisory Committee City Hall Conference Room 10/25/2022 2:00 PM City Council Council Work Session Room 10/26/2022 10:00 AM Mobility Committee Council Work Session Room 10/26/2022 4:00 PM Planning and Zoning Commission Council Work Session Room 10/26/2022 5:00 PM Planning and Zoning Commission Council Work Session Room Council Chambers 10/28/2022 12:00 PM Bond Oversight Committee Development Service Center 10/28/2022 1:00 PM Sustainability Framework Advisory Council Work Session Room Committee 10/31/2022 5:30 PM Zoning Board of Adjustment Council Work Session Room November 2022 11/1/2022 2:00 PM City Council Council Work Session Room Council Chambers 11/2/2022 1:00 PM Civil Service Commission City Hall East Human Resources Training Room 11/2/2022 5:30 PM Historic Landmark Commission Development Service Center 11/3/2022 8:00 AM Agenda Committee City Hall Conference Room 11/3/2022 8:30 AM Economic Development Partnership Development Service Center Board Training Rooms 11/7/2022 6:00 PM Board of Ethics Council Work Session Room 11/7/2022 6:00 PM Parks, Recreation and Beautification Civic Center Community Room Board 11/9/2022 11:00 AM Economic Development Partnership Development Service Center Board Training Rooms 11/9/2022 3:00 PM Airport Advisory Board Airport Terminal Meeting Room City of Denton Page 2 Printed on 1012112022 114 Meeting Calendar continued.. Date Time Meeting Body Meeting Location 11/11/2022 12:00 PM Community Services Advisory Development Service Center(401 Committee N. Elm Street, Denton,Texas) 11/14/2022 9:00 AM Public Utilities Board Council Work Session Room 11/14/2022 10:00 AM Development Code Review Committee Development Service Center 11/14/2022 5:30 PM Historic Landmark Commission Development Service Center 11/14/2022 5:30 PM Library Board Meeting Room at the South Branch Library, 3228 Teasley Lane, Denton, Texas 11/15/2022 11:30 AM City Council Development Service Center Council Chambers 11/15/2022 2:00 PM City Council Council Work Session Room Council Chambers 11/16/2022 12:00 PM Downtown Denton Tax Increment Development Service Center Financing Zone No. 1 Board Training Rooms 11/16/2022 3:00 PM Animal Shelter Advisory Committee Council Work Session Room 11/16/2022 5:00 PM Planning and Zoning Commission Council Work Session Room Council Chambers 11/16/2022 6:00 PM Denton Police Department Chief of Public Safety Training Center Police Advisory Board 719 E. Hickory Street Denton,Texas 76205 11/17/2022 12:00 PM Community Services Advisory Development Service Center(401 Committee N. Elm Street, Denton,Texas) 11/17/2022 3:00 PM Committee on Persons with Disabilities Development Service Center 11/17/2022 6:00 PM City Council Embassy Suites Denton Convention Center Council Chambers 11/18/2022 9:00 AM City Council Council Chambers 11/18/2022 1:00 PM Sustainability Framework Advisory Council Work Session Room Committee 11/23/2022 12:00 PM Downtown Denton Tax Increment Development Service Center Financing Zone No. 1 Board Training Rooms 11/28/2022 10:00 AM Development Code Review Committee Development Service Center 11/29/2022 11:30 AM City Council Denton ISD Central Services Building Council Chambers 11/30/2022 9:00 AM Mobility Committee Council Work Session Room December 2022 City of Denton Page 3 Printed on 1012112022 115 Meeting Calendar continued.. Date Time Meeting Body Meeting Location 12/1/2022 8:00 AM Agenda Committee City Hall Conference Room 12/1/2022 8:30 AM Economic Development Partnership Development Service Center Board Training Rooms 12/1/2022 4:00 PM Public Art Committee Civic Center Community Room 12/5/2022 6:00 PM Parks, Recreation and Beautification Civic Center Community Room Board 12/6/2022 2:00 PM City Council Council Work Session Room Council Chambers 12/12/2022 9:00 AM Public Utilities Board Council Work Session Room 12/12/2022 10:00 AM Development Code Review Committee Development Service Center 12/12/2022 5:30 PM Historic Landmark Commission Development Service Center 12/12/2022 5:30 PM Library Board Meeting Room at the Emily Fowler Central Library, 502 Oakland St., Denton, Texas 12/13/2022 2:00 PM City Council Council Work Session Room Council Chambers 12/14/2022 11:00 AM Economic Development Partnership Development Service Center Board Training Rooms 12/14/2022 1:00 PM Community Partnership Committee City Hall Conference Room 12/14/2022 3:00 PM Airport Advisory Board Airport Terminal Meeting Room 12/14/2022 5:00 PM Planning and Zoning Commission Council Work Session Room Council Chambers 12/16/2022 1:00 PM Sustainability Framework Advisory Council Work Session Room Committee 12/31/2022 2:00 PM City Council Council Work Session Room Council Chambers City of Denton Page 4 Printed on 1012112022 116 Cityof Denton City Hall 215 E. McKinney St. Denton,Texas 76201 www.cityofdenton.com DENTON Meeting Agenda City Council Tuesday, November 1,2022 2:00 PM Council Work Session Room Council Chambers WORK SESSION BEGINS AT 2:00 P.M.IN THE COUNCIL WORK SESSION ROOM CLOSED MEETING BEGINS IMMEDIATELY FOLLOWING THE WORK SESSION IN THE COUNCIL WORK SESSION ROOM REGULAR MEETING BEGINS AT 6:30 P.M.IN THE COUNCIL CHAMBERS REGISTRATION GUIDELINES FOR ADDRESSING THE CITY COUNCIL Individuals may speak during a Council meeting under one of the following categories: Open Microphone: At regular meetings only, individuals can speak on any topic that is not on the agenda for no longer than four (4) minutes per individual. This portion of the meeting occurs immediately after the start of the regular meeting session. Please note, Council members cannot engage in a discussion on topics presented during this portion and there are limited slots available for this portion of the meeting. Comments on Agenda Items: Public comments can be given for any item considered by the Council, EXCEPT work session reports or closed meetings. Individuals are only able to comment one time per agenda item and cannot use more than one method to comment on a single agenda item. Public comments are limited to three (3) minutes per citizen. Public Hearing Items: Individuals are limited to four(4)minutes per public hearing item. Individuals may participate by using one of the following methods: 1. In Person for Regular or Consent Agenda Items: To provide in-person comments regular or consent agenda items (excluding public hearing items), Individuals must be present at the meeting and submit a speaker card (available at the meeting location) to the City Secretary prior to the item being called. 2. In Person for Public Hearing Items: For public hearing items, speaker cards are encouraged but not required. Page I Printed on 1012112022 117 City Council Meeting Agenda November 1, 2022 3. eComment: The agenda is posted online at https://tx-denton.civicplus.com/242/Public-Meetings-Agendas. Once the agenda is posted, a link to make virtual comments using the eComment module will be made available next to the meeting listing on the Upcoming Events Calendar. Using eComment, Individuals may indicate support or opposition and submit a brief comment about a specific agenda item. eComments may be submitted up until the start of the meeting at which time the ability to make an eComment will be closed. eComments will be sent directly to members of the City Council immediately upon submission and recorded by the City Secretary into the Minutes of the Meeting. 4. By Phone: Individuals may register to provide comments by phone. Instructions and a link to register to comment by phone will be available at www.cityofdenton.com/publicmeetings until noon of the meeting date. Residents will submit contact information using the link provided and receive further instructions via email on how to join the meeting by phone and provide comments. After determining that a quorum is present, the City Council of the City of Denton, Texas will convene in a Work Session on Tuesday, November 1, 2022, at 2:00 p.m. in the Council Work Session Room at City Hall, 215 E.McKinney Street,Denton,Texas at which the following items will be considered: WORK SESSION 1. Citizen Comments on Consent Agenda Items This section of the agenda allows citizens to speak on any item listed on the Consent Agenda prior to its consideration. Each speaker will be given a total of three (3) minutes to address any item(s). Any person who wishes to address the City Council regarding these items may do so by utilizing the "By Phone" registration process as referenced under the REGISTRATION GUIDELINES FOR ADDRESSING THE CITY COUNCIL detailed at the beginning of this agenda. Registration is required prior to the time the City Council considers this item. Registrants may call in and remain on hold or receive a call back at the time the Work Session is called to Order and are encouraged to ensure they remain accessible to accept the call. 2. Requests for clarification of agenda items listed on this agenda. 3. Work Session Reports A. ID 22-1552 Receive a report, hold a discussion, and give staff direction regarding the rehabilitation and future use of City Hall West. *[Council Priority; Presentation/Discussion Time: 45 minutes] B. ID 22-1761 Receive a report, hold a discussion, and give staff direction regarding citywide regulation of criminal history information on job applications. [Estimated Presentation/Discussion Time: 45 minutes] C. ID 22-1719 Receive a report, hold a discussion, and give staff direction regarding the updates to the Roadway Impact Fees. [Estimated Presentation/Discussion Time: 45 minutes] Page 2 Printed on 1012112022 118 City Council Meeting Agenda November 1, 2022 D. ID 22-1999 Receive a report and hold a discussion regarding an update on Bonnie Brae Street. [Estimated Presentation/Discussion Time: 30 minutes] E. ID 22-1930 Receive a report, hold a discussion, and give direction regarding the Water, Wastewater Impact Fee Study. [Estimated Presentation/Discussion Time: 1 hour] F. ID 22-1676 Receive a report, hold a discussion, and give staff direction on pending City Council requests for: [Estimated Presentation/Discussion Time: 30 minutes] Following the completion of the Work Session, the City Council will convene in a Closed Meeting in the Council Work Session Room to consider specific item(s) when these items are listed below under the Closed Meeting section of this agenda. The City Council reserves the right to adjourn into a Closed Meeting on any item on its Open Meeting agenda consistent with Chapter 551 of the Texas Government Code, as amended, or as otherwise allowed by law. 1. Closed Meeting: -- PLACEHOLDER IN THE EVENT A CLOSED MEETING IS NEEDED; OTHERWISE, WILL BE DELETED. — Any final action, decision, or vote on a matter deliberated in a Closed Meeting will only be taken in an Open Meeting that is held in compliance with Texas Government Code, Chapter 551, except to the extent such final decision, or vote is taken in the Closed Meeting in accordance with the provisions of Section 551.086 of the Texas Government Code (the `Public Power Exception'). The City Council reserves the right to adjourn into a Closed Meeting or Executive Session as authorized by Texas Government Code, Section 551.001, et seq. (The Texas Open Meetings Act) on any item on its open meeting agenda or to reconvene in a continuation of the Closed Meeting on the Closed Meeting items noted above, in accordance with the Texas Open Meetings Act,including,without limitation Sections 551.071-551.086 of the Texas Open Meetings Act. NOTE: Any item for which a formal action at the Regular Meeting has been taken by Council may be subject to a request for a motion for reconsideration at any time during the meeting, at the Concluding Items Section, or after the meeting. In order to comply with the Texas Open Meetings Act, a request for a motion for reconsideration made during, at the end of, or after a Council meeting will be placed on the agenda and considered at the next official meeting of the City Council. Following the Closed Meeting, the City Council will reconvene in Open Meeting to take action, if any, on matters discussed in closed session. AFTER DETERMINING THAT A QUORUM IS PRESENT, THE REGULAR MEETING OF THE CITY OF DENTON CITY COUNCIL WILL CONVENE AT 6:30 P.M. IN THE COUNCIL CHAMBERS AT CITY HALL, 215 E. MCKINNEY STREET, DENTON, TEXAS AT WHICH THE FOLLOWING ITEMS WILL BE CONSIDERED: 1. PLEDGE OF ALLEGIANCE A. U.S.Flag B. Texas Flag "Honor the Texas Flag—I pledge allegiance to thee,Texas,one state under God,one and indivisible." Page 3 Printed on 1012112022 119 City Council Meeting Agenda November 1, 2022 2. PROCLAMATIONS/PRESENTATIONS A. ID 22-2144 Proclamation: The Salvation Army's Red Kettle Love Beyond Campaign 3. PRESENTATIONS FROM MEMBERS OF THE PUBLIC A. Review of procedures for addressing the City Council. B. Reports from members of the public shall be received through the following two (2) methods. A total of up to seven (7) speakers are permitted to provide public comment and may include any combination of prior registration and open microphone speakers. 1) Pre-registration. This section of the agenda permits any person who has registered in advance to make a citizen report regarding a public business item he or she wishes to be considered by the City Council. Each speaker is allowed a maximum of four (4) minutes to present their report. At the conclusion of each report, the City Council may pose questions to the speaker or may engage in discussion. If the City Council believes that a speaker's report requires a more detailed review, the City Council will give the City Manager or City Staff direction to place the item on a future work session or regular meeting agenda and advise staff as to the background materials to be desired at such meeting. 2) Open Microphone. This section of the agenda permits any person who has not registered in advance for a citizen report to make comments about public business items not listed on the agenda. Such person(s) shall have registered using the "Virtual White Card" or `By Phone" process outlined by the City on its website or meeting notice. During open microphone reports under this section of the agenda, the Council may listen to citizens speak. However, because notice of the subject of the open microphone report has not been provided to the public in advance, the Texas Open Meetings Act limits any deliberation or decision by the Council to: a proposal to place the item on a future agenda; a statement of factual information; or a recitation of existing policy. Council Members may not ask the open microphone speakers questions or discuss the items presented during open microphone reports. NOTE: If audio/visual aids during presentations to Council are needed, they must be submitted to the City Secretary 24 hours prior to the meeting. 4. CONSENT AGENDA Each of these items is recommended by Staff or a board, commission, and committee. Approval thereof will be strictly on the basis of the those recommendations. Approval of the Consent Agenda authorizes the City Manager or his designee to implement each item in accordance with the Staff recommendations. The City Council has received background information and has had an opportunity to raise questions regarding these items prior to consideration. For those items recommended by a specific board, commission, or committee, the agenda item will reference that recommendation. To view the video of the related board, commission, or committee meeting, as applicable, a link can be found within the applicable supporting documentation(Exhibit 1). Listed below are bids, purchase orders, contracts, and other items to be approved under the Consent Agenda (Agenda Items A — AH). This listing is provided on the Consent Agenda to allow Council Members to discuss or withdraw an item prior to approval of the Consent Agenda. If no items are pulled, the Consent Agenda Items will be approved with one motion. If items are pulled for separate discussion, Page q Printed on 1012112022 120 City Council Meeting Agenda November 1, 2022 they may be considered as the first items following approval of the Consent Agenda. A. ID 22-825 Consider approval of the minutes of October 18, 2022(Joint Council/Planning & Zoning Special Called),and October 18,2022(Regular),Meetings. B. ID 22-1393 Consider nominations/appointments to the City's Boards, Commissions, and Committees: Airport Advisory Board, Animal Shelter Advisory Committee, Board of Ethics, Committee on Persons with Disabilities, Community Services Advisory Committee, Denton Police Department Chief of Police Advisory Board, Health & Building Standards Commission, Historic Landmark Commission, Internal Audit Advisory Committee, Library Board, Parks, Recreation & Beautification Board, Planning & Zoning Commission, Public Art Committee, Public Utilities Board, Sustainability Framework Advisory Committee,Traffic Safety Commission, and Zoning Board of Adjustment. C. ID 22-1760 Consider adoption of an ordinance of the City of Denton, a Texas home-rule municipal corporation, authorizing the city manager or designee to execute contracts regarding recurring programs and services in Denton Public Library facilities offered by local non-profit agencies, organizations, or businesses in coordination with Denton Public Library to clarify roles and responsibilities for each party;and providing an effective date. D. ID 22-1932 Consider adoption of an ordinance of the City of Denton authorizing the City Manager to execute a funding agreement between the City of Denton and the Habitat for Humanity of Denton County to provide HOME Investment Partnership Program funds for the new construction of four (4) homebuyer units located at Habitat Village (located in Southeast Denton between Duncan St. and Hill St. and along Smith St.), Denton, Texas; authorizing the expenditure of funds in an amount not to exceed $253,527; and providing an effective date. E. ID 22-2008 Consider adoption of an ordinance of the City of Denton, Texas, approving a Third Amended Employment Agreement for Municipal Court Presiding Judge Tyler Atkinson under the performance review provision of his employment agreement with the City to amend the employment agreement to authorize the Presiding Judge to perform magistrate duties for Denton County and to provide for an increase in severance pay, salary, and car allowance; authorizing the expenditure of funds; and providing an effective date. F. ID 22-1776 Consider adoption of an ordinance of the City of Denton authorizing the City Manager to execute a funding agreement between the City of Denton and the Denton Affordable Housing Corporation to provide HOME Investment Partnership Program funds for the rehabilitation of six (6) rental units located at 710, 712, 714, 716, 718 and 720 Roberts Street, Denton, Texas; authorizing the expenditure of funds in an amount not to exceed $200,000.00; and providing an effective date. G. ID 22-2028 Consider adoption of an ordinance of the City of Denton authorizing an agreement between the City of Denton and Denton Main Street Association for the purpose of the 2023 Arts & Autos Extravaganza sponsorship; providing for the expenditure of funds; and providing for an effective date. ($2,500- Community Partnership Committee recommends approval 3-0) H. ID 22-2033 Consider adoption of an ordinance of the City of Denton authorizing an agreement Page 5 Printed on 1012112022 121 City Council Meeting Agenda November 1,2022 between the City of Denton and Denton Black Chamber of Commerce, Inc. for the purpose of the 2023 Denton Blues Festival and Young Minority Entrepreneurs Institute Program sponsorship; providing for the expenditure of funds; and providing for an effective date. 1. ID 22-2034 Consider adoption of an ordinance of the City of Denton authorizing an agreement between the City of Denton and Denton Black Film Festival Institute for the purpose of the 2023 Denton Black Film Festival sponsorship; providing for the expenditure of funds; and providing for an effective date. J. ID 22-2035 Consider adoption of an ordinance of the City of Denton authorizing an agreement between the City of Denton and Denton Festival Foundation Inc., for the purpose of the 2022 Denton Arts and Jazz Festival sponsorship; providing for the expenditure of funds; and providing for an effective date. K. ID 22-2036 Consider adoption of an ordinance of the City of Denton authorizing an agreement between the City of Denton and Greater Denton Arts Council, Inc., for the purpose of the Community Art Grants Program sponsorship; providing for the expenditure of funds; and providing for an effective date. L. ID 22-2037 Consider adoption of an ordinance of the City of Denton authorizing an agreement between the City of Denton and Denton Juneteenth Celebration Committee for the purpose of the 2023 Juneteenth Celebration sponsorship; providing for the expenditure of funds; and providing for an effective date. M. ID 22-2038 Consider adoption of an ordinance of the City of Denton authorizing an agreement between the City of Denton, Texas, and Kiwanis Youth Services, Inc., for the purpose of 4th of July fireworks show sponsorship; providing for the expenditure of funds; and providing for an effective date. N. ID 22-2039 Consider adoption of an ordinance of the City of Denton authorizing an agreement between the City of Denton and North Texas State Fair Association, Inc., for the purpose of the 2023 North Texas Fair and Rodeo Kids Zone sponsorship; providing for the expenditure of funds; and providing for an effective date. O. ID 22-2040 Consider adoption of an ordinance of the City of Denton authorizing an agreement between the City of Denton and Texas Filmmakers Corporation for the purpose of the Thin Line Fest 2023 sponsorship; providing for the expenditure of funds; and providing for an effective date. P. ID 22-2041 Consider adoption of an ordinance of the City of Denton authorizing an agreement between the City of Denton and the Texas Veterans Hall of Fame for the purpose of the 2022 Honor Veterans Day sponsorship; providing for the expenditure of funds; and providing for an effective date. Q. ID 22-2133 Consider adoption of an ordinance of the City of Denton authorizing an agreement between the City of Denton and Denton Parks Foundation for the purpose of the 2023 Cinco de Mayo Festival sponsorship; providing for the expenditure of funds; and providing an effective date. Page 6 Printed on 1012112022 122 City Council Meeting Agenda November 1,2022 R. ID 22-2137 Consider adoption of an ordinance of the City of Denton authorizing an agreement between the City of Denton and Denton's Day of the Dead Festival for the purpose of the 2022 Day of the Dead Festival sponsorship; providing for the expenditure of funds; and providing for an effective date. S. ID 22-2138 Consider adoption of an ordinance of the City of Denton authorizing an agreement between the City of Denton and Denton Holiday Festival Association, Inc. for the purpose of the 2022 Denton Holiday Lighting Festival sponsorship; providing for the expenditure of funds; and providing for an effective date. T. ID 22-2140 Consider adoption of an ordinance of the City of Denton authorizing an agreement between the City of Denton and Denton Parks Foundation for the purpose of the 2023 Dog Days of Denton sponsorship; providing for the expenditure of funds; and providing for an effective date. U. ID 22-2141 Consider adoption of an ordinance of the City of Denton authorizing an agreement between the City of Denton and the Denton Area Running Club for the purpose of the 2022 Downtown Denton Turkey Trot and Kids' Gobble Wobble sponsorship; providing for the expenditure of funds; and providing for an effective date. V. ID 22-2142 Consider adoption of an ordinance of the City of Denton authorizing an agreement between the City of Denton and Tejas Storytelling Association for the purpose of the 2023 Tejas Storytelling Festival sponsorship; providing for the expenditure of funds; and providing for an effective date. W. ID 22-2143 Consider adoption of an ordinance of the City of Denton authorizing an agreement between the City of Denton and United Way of Denton County for the purpose of the 2022 Pride and Class Truck Parade sponsorship; providing for the expenditure of funds; and providing for an effective date. X. ID 22-2171 Consider adoption of an ordinance of the City of Denton authorizing an agreement between the City of Denton and Explorium Denton, Inc., for the purpose of the 2023 Touch a Truck sponsorship; providing for the expenditure of funds; and providing for an effective date. Y. ID 22-2172 Consider adoption of an ordinance of the City of Denton authorizing an agreement between the City of Denton and Juneteenth University for the purpose of the 2023 Denton Juneteenth Parade sponsorship; providing for the expenditure of funds; and providing for an effective date. Z. ID 22-2173 Consider adoption of an ordinance of the City of Denton authorizing an agreement between the City of Denton and Denton Main Street Association for the purpose of the 2022 Fall Twilight Tunes sponsorship; providing for the expenditure of funds; and providing for an effective date. AA. ID 22-2191 Consider adoption of an ordinance of the City of Denton authorizing the City Manager to execute a contingency fund agreement between the City of Denton and American Legion Post 71 in an amount not to exceed three hundred seventy dollars ($370); and providing for an effective date. Page 7 Printed on 1012112022 123 City Council Meeting Agenda November 1,2022 AB. ID 22-2193 Consider adoption of an ordinance of the City of Denton, a Texas home-rule municipal corporation, authorizing the City Manager to execute a Professional Services Agreement with HDR Engineering, Inc., for professional engineering services on the Lead and Copper Public Outreach and Crisis Communication Plan for the Water Utilities Department as set forth in the contract; providing for the expenditure of funds therefor; and providing an effective date (RFQ 7574-019 - Professional Services Agreement for engineering services awarded to HDR Engineering, Inc., in the not-to-exceed amount of $217,106.50). The Public Utilities Board recommends approval(-). AC. ID 22-2196 Consider adoption of an ordinance of the City of Denton, a Texas home-rule municipal corporation, authorizing the City Manager to execute a contract with Altec Industries, Inc., through the Sourcewell Cooperative Purchasing Network Contract Number 110421-ALT, for the acquisition of Altec model Digger Derricks, Bucket Trucks, & Utility Equipment for the Electric Distribution, Electric Operations, Traffic, and Parks Departments; authorizing the expenditure of funds therefor; and providing an effective date (File 8130- awarded to Altec Industries, Inc., in the five (5) year not-to-exceed amount of$3,000,000.00). The Public Utilities Board recommends approval(-). AD. ID 22-2197 Consider adoption of an ordinance of the City of Denton, a Texas home-rule municipal corporation, authorizing the City Manager to execute a contract with KS2 Technologies, Inc., for the renewal of maintenance and vendor support services for the KS2 Reporting Tool and associated software modules for the Technology Services Department, which is the sole provider of this software, in accordance with Texas Local Government Code Chapter 252.022, which provides that procurement of commodities and services that are available from one source are exempt from competitive bidding, and if over $50,000, shall be awarded by the governing body; providing for the expenditure of funds therefor; and providing an effective date (File 8073-awarded to KS2 Technologies, Inc., for one (1) year, with the option for four (4) additional one (1) year extensions, in the total five (5) year not-to-exceed amount of$150,000.00). AE. ID 22-2198 Consider adoption of an ordinance of the City of Denton, a Texas home-rule municipal corporation, authorizing the approval of Change Order No. 4 to the contract between the City of Denton and 2L Construction, LLC., for the construction of the West Hickory Street Paving, Lighting & Drainage Improvements Project for the City of Denton; providing for the expenditure of funds therefor; and providing an effective date (IFB 7163 - Change Order No. 4 in the not-to-exceed amount of $219,543.05 for a total contract award aggregated to$2,139,047.00). AF. ID 22-2199 Consider adoption of an ordinance of the City of Denton, a Texas home-rule municipal corporation, authorizing the City Manager to execute a contract with Amperon Holdings, Inc., for load forecasting services for Denton Municipal Electric; providing for the expenditure of funds therefor; and providing an effective date (RFP 8024- awarded to Amperon Holdings, Inc., in the three (3) year not-to-exceed amount of $252,000.00). The Public Utilities Board recommends approval(-). AG. ID 22-2200 Consider adoption of an ordinance of the City of Denton, a Texas home-rule municipal corporation, authorizing the City Manager to execute a contract with Maxar Intelligence, Page g Printed on 1012112022 124 City Council Meeting Agenda November 1,2022 Inc., for weather forecasting services and renewables forecasting services for Denton Municipal Electric; providing for the expenditure of funds therefor; and providing an effective date (RFP 8024- awarded to Maxar Intelligence, Inc., in the three (3) year not-to-exceed amount of $200,000.00). The Public Utilities Board recommends approval(-). AH. ID 22-2250 Consider adoption of an ordinance of the City of Denton, a Texas home-rule municipal corporation, authorizing the City Manager to execute a contract with Red Wing Brands of America, Inc., through the U.S. General Services Administration's (GSA) MAS schedule 47QSWA22DOOAB, for Safety Foot Wear for the City of Denton; providing for the expenditure of funds therefor; and providing an effective date (File 8144 - awarded to Red Wing Brands of America,Inc., in a not-to-exceed amount of$750,000.00). 5. PUBLIC HEARINGS -- PLACEHOLDER IN THE EVENT PUBLIC HEARING ITEMS ARE SCHEDULED; OTHERWISE,WILL BE DELETED. -- 6. ITEMS FOR INDIVIDUAL CONSIDERATION—CONSIDERATION OF THE USE OF EMINENT DOMAIN TO CONDEMN REAL PROPERTY INTERESTS -- PLACEHOLDER IN THE EVENT EMINENT DOMAIN ITEMS ARE SCHEDULED; OTHERWISE,WILL BE DELETED. -- 7. ITEMS FOR INDIVIDUAL CONSIDERATION A. ID 22-1697 Consider approval of a resolution of the City of Denton adopting the City of Denton's 2023-2024 Legislative Program; and providing an effective date. B. ID 22-2192 Consider adoption of an ordinance of the City of Denton, a Texas home-rule municipal corporation, authorizing the City Manager to execute a Professional Services Agreement with Kimley-Horn and Associates, Inc., for the design services of Neighborhoods 2 and 6 for the Capital Projects/Engineering Department as set forth in the contract; providing for the expenditure of funds therefor; and providing an effective date (RFQ 7599-010- Professional Services Agreement for design services awarded to Kimley-Horn and Associates, Inc., in the not-to-exceed amount of $5,726,000.00). The Public Utilities Board recommends approval(-). C. ID 22-2195 Consider adoption of an ordinance of the City of Denton, a Texas home-rule municipal corporation, authorizing the City Manager to execute a Construction Manager at Risk contract with Sundt Construction, Inc., for pre-construction services of Neighborhood 2 & 6Improvements for the Capital Projects Department; providing for the expenditure of funds therefor; and providing an effective date (RFP 8055 - awarded to Sundt Construction, Inc., in the not-to-exceed amount of $452,147.00). The Public Utilities Board recommends approval(-). D. ID 22-2194 Consider adoption of an ordinance of the City of Denton, a Texas home-rule municipal corporation, authorizing the City Manager to execute a contract with Mountain Cascade of Texas, LLC, for the construction of the I-35E-Mayhill Utility Relocations Project for the Water/Wastewater Utilities and Capital Projects/Engineering Department; providing Page 9 Printed on 1012112022 125 City Council Meeting Agenda November 1, 2022 for the expenditure of funds therefor; and providing an effective date (IFB 7968-001 - awarded to Mountain Cascade of Texas, LLC, in the not-to-exceed amount of $15,008,997.15). The Public Utilities Board recommends approval 8. CONCLUDING ITEMS A. Under Section 551.042 of the Texas Open Meetings Act, respond to inquiries from the City Council or the public with specific factual information or recitation of policy, or accept a proposal to place the matter on the agenda for an upcoming meeting AND Under Section 551.0415 of the Texas Open Meetings Act, provide reports about items of community interest regarding which no action will be taken, to include: expressions of thanks, congratulations, or condolence; information regarding holiday schedules; an honorary or salutary recognition of a public official, public employee, or other citizen; a reminder about an upcoming event organized or sponsored by the governing body; information regarding a social, ceremonial, or community event organized or sponsored by an entity other than the governing body that was attended or is scheduled to be attended by a member of the governing body or an official or employee of the municipality; or an announcement involving an imminent threat to the public health and safety of people in the municipality that has arisen after the posting of the agenda. B. Possible Continuation of Closed Meeting topics,above posted. CERTIFICATE I certify that the above notice of meeting was posted on the official website (https://tx-denton.civicplus.com/242/Public-Meetings-Agendas) and bulletin board at City Hall, 215 E. McKinney Street, Denton, Texas, on October 28, 2022, in advance of the 72-hour posting deadline, as applicable, and in accordance with Chapter 551 of the Texas Government Code. CITY SECRETARY NOTE: THE CITY OF DENTON'S DESIGNATED PUBLIC MEETING FACILITIES ARE ACCESSIBLE IN ACCORDANCE WITH THE AMERICANS WITH DISABILITIES ACT. THE CITY WILL PROVIDE ACCOMMODATION, SUCH AS SIGN LANGUAGE INTERPRETERS FOR THE HEARING IMPAIRED, IF REQUESTED AT LEAST 48 HOURS IN ADVANCE OF THE SCHEDULED MEETING. PLEASE CALL THE CITY SECRETARY'S OFFICE AT 940-349-8309 OR USE TELECOMMUNICATIONS DEVICES FOR THE DEAF (TDD) BY CALLING 1-800-RELAY-TX SO THAT REASONABLE ACCOMMODATION CAN BE ARRANGED. Page 10 Printed on 1012112022 126 Tentative Work Session Topics and Meeting Information Updated: October 21, 2022 Meeting Date Item Legistar ID Departments Involved Type Estimated Time A. Legislative Program 22-1830 Icity Manager's Office City Business 1:00 B. Responsive Speed Limit Sign Program 22-1721 ICapital Projects/Engineering Council Request:Davis 0:45 October 25,2022 C. Public Facility Corporations 22-1453 City Manager's Office Council Request:Watts 0:30 Work Session(@2:00 p.m.) (6/28/2022) Special Called Meeting(@6:30 p.m.) Closed Meeting Item(s): Legal(if any) City Business Total Est.Time: 2:15 Other Major Items for Meeting: A. City Hall West Plan 22-1552 Facilities Council Priority 0:45 B. Prevention of Criminal History Information on Job Application 22-1761 City Manager's Office Council Request:McGee 0:45 (8/02/2022) November 1,2022 C. Roadway Impact Fees 22-1719 Capital Projects/Engineering City Business 0:45 Work Session(@2:00 p.m.) D. Bonnie Brae Street Update 22-1999 Capital Projects/Engineering City Business 0:30 E. Water,Wastewater Impact Fee Study 22-1930 Finance City Business 1:00 Regular Meeting(@6:30 p.m.) F. Two-Minute Pitch: 22-1676 City Manager's Office Council Request 0:30 Closed Meeting Item(s): Legal(if any) ICity Business Total Est.Time: 4:15 Other Major Items for Meeting: November 15,2022 IA. Denton Housing Strategy 22-1823 1 City Manager's Office ICity Business 0:45 Special Called Joint Meeting with DHA B. City of Denton and Denton Housing Authority Housing Priorities 22-1824 City Manager's Office City Business 0:45 (@ 11:30 a.m.) IC. Topics for Future Areas of Collaboration or Partnership 22-1825 1 City Manager's Office ICity Business 0:30 At the Development Service Center Total Est.Time: 2:00 A. Audit Follow-Up Reviews—CIP:Planning&Design,and CIP:Construction 22-1166 Internal Audit City Business 0:30 November 15,2022 B. FY 22-23 Sustainability Fund Work Plan 22-2185 Environmental&Sustainability City Business 0:30 Work Session(@2:00 p.m.) C. Water/Wastewater Impact Fees Follow-up TBD Finance City Business TBD Regular Meeting(@6:30 p.m.) C. Two-Minute Pitch: 22-1677 City Manager's Office Council Request 0:30 Closed Meeting Item(s): I Legal(if any) City Business Total Est.Time: 1:30 Other Major Items for Meeting:Public Hearing for Roadway Impact Fees November 17,2022 Mayor's State of the City State of the City N/A City Manager's Office City Business 2:30 Embassy Suites Denton Convention Center (6:00 p.m.-8:30 p.m.) Total Est.Time: 2:30 November 18,2022(Friday) Special Called Meeting-Canvassing Only CANVASSING MEETING ONLY N/A City Manager's Office City Business 0:45 (@ 9:00 a.m.) Council Chambers Total Est.Time: 0,45 City Manager's Office ICity Business November 29,2022 TBD TBD City Manager's Office Icity Business TBD Special Called Joint Meeting with Denton ISO City Manager's Office ICity Business (@ 11:30 a.m.) Closed Meeting Item(s): Legal(if any) City Business Denton ISD Central Services Building Total Est.Time: 0:00 A. Denton County Transit Authority Update 21-2807 City Manager's Office City Business 0:30 B. Solicitation/Panhandling Policy 22-1281 Police;Community Services Council Request:Hudspeth 0:45 C. Bond Election in 2023 TBD Finance City Business 0:30 D. Roadway Impact Fees Follow Up 22-1900 Capital Projects/Engineering City Business 0:30 December 6,2022 E. Ethics Ordinance Section 2-272C(Add Financial Payment for Financial City Auditor Council Request Work Session(@2:00 p.m.) Engagement) 22 2209 City Manager's Office Hudspeth(09/27/2022) 0:45 Regular Meeting(@6:30 p.m.) F. Two-Minute Pitch: 22-1678 City Manager's Office Council Request 0:30 Closed Meeting Item(s) Legal(if any) lCity Business Total Est.Time: 3:30 Other Major Items for Meeting:Citywide Speed Study Public Hearing ir A. Audit Project 030—Solid Waste Operations:Phase 1 22-1167 Internal Audit City Business 0:30 B. Criteria Manuals Discussion(Water,Wastewater,Transportation,et al) 22-1714 Capital Projects/Engineering City Business 0:45 C. Denco 911 Update TBD Police City Business 1:00 December 13,2022 D.TxDOT Roads&Amendment to Mobility Plan(Roundabout @ Eagle,Bell, TBD Engineering Council Request TBD Work Session(@2:00 p.m.) Dallas,&Locust) Davis(09/27/2022) Special Called Meeting(@6:30 p.m.) E. Two-Minute Pitch: 22-1679 City Manager's Office Council Request 0:30 Closed Meeting Item(s): Legal(if any) City Business Total Est.Time: 2:45 Other Major Items for Meeting:Public Hearing for Criteria Manuals January 10,2023 Work Session(@2:00 p.m.) Regular Meeting(@6:30 p.m.) A. Two-Minute Pitch: TBD City Manager's Office Council Request 0:30 Closed Meeting Item(s): Legal(if any) City Business Total Est.Time: 0:30 Other Major Items for Meeting: January 24,2023 Work Session(@2:00 p.m.) Regular Meeting(@6:30 p.m.) A. Two-Minute Pitch: TBD City Manager's Office Council Request 0:30 Closed Meeting Item(s): Legal(if any) City Business iiin Total Est.Time: 0:30 Other Major Items for Meeting: Item Legistar ID Departments Type Estimated Work Session Date Sanger ETJ Boundary Adjustment 21-2653 Development Services City Business :45 Denton Energy Center Alternate Fuel Study TBD DME City Business TBD GreenSense Update[Scheduling for February 7,2023] 22-1847 DME City Business 0:45 Work Session Dates to be Determined City Council Communication and Group Effectiveness 22-2182 City Manager's Office Council Priority 0:30 Audit Project 029-Police Body-Worn Camera Usage[Scheduling f 21-2813 Internal Audit City Business 0:30 or either December 2022 or January 2023] Roadway Funding Strategies[Scheduling for January 2023) 22-741 Finance City Business 1:00 Estimated Work Item Dates Departments Type Session Date Council Priorities and Significant Work Plan Items to be Scheduled Item Date Approved Department Estimated Hours to Complete Re uestor RFP for a Downton Parking Survey 10-18-2022 City Manager's Office Development Services CM Davis Approved Council Pitches to be Scheduled `This is for planning purposes only.Dates are subject to change. 127 1 Street Closure Report: Upcoming Closures smartsheet SCR Oct 24th - 30th Street/Intersection From To Department Department Contact 1 Camino Real Edwards Pockus Page 10/31/22 12/09/22 Street Panel Repal i Streets Roy San Miguel 2 Gardenview St Evers Pkwy Brooke St 11/07/22 11/18/22 Mill&Overlay Streets Jeremy Wilks Exported on October 21,2022 11:29:46 AM CDT 128 2 Street Closure Report: Current Closures smartsheet Closure Start Closure End Department Department Contact To Date Date Street/Intersection Fro, Description 1 Atlas Dr Hercules Ln Redstone Rd 10/17/22 02/10/23 Reconstruct Streets Jeremy Wilks 2 Augusta Dr Colonial Dr Augusta Dr(2900) 07/11/22 12/31/22 Utility installations and Engineering Scott Fettig pavement replacement. 3 Ave A Greenlee Ave A 10/25/22 12/16/22 Street Reconstruction Engineering Dustin Draper 4 Ave B Underwood Margie St 10/05/22 11/25/22 Street Reconstruction Engineering Dustin Draper 5 Ave H Prairie St Louise St 09/05/22 11/11/22 Street Reconstruction Engineering Dustin Draper 6 Blackberry Way Thistle HL Thistle Way 10/10/22 11/11/22 French Drain system project Drainage Gabriel Rodriguez Bonnie Brae St Windsor Dr Carril Al Lago Dr 08/15/22 10/26/22 open cut for infrastructure Private Development Lee Thurmond installation from westside 7 bonnie brae to east side of bonnie brae including utility taps in 2 phases 8 Bradshaw St Hickory St McKinney St 03/21/22 12/31/22 Utility installations and Engineering Scott Fettig pavement replacement. 9 Brook Hollow Dr Greenway Dr Carriage Hill 10/07/22 12/31/22 Utility installations and Engineering Scott Fettig pavement replacement. 10 Clear River Ln Montecito Dr Rambling Brook Trl 10/24/22 11/23/22 Sidewalk Repair Streets Roy San Miguel Clover Ln Robinwood Ln Glenwood Ln 05/23/22 10/28/22 Wastewater Collections will be Wastewater Tiffany Sherrane 11 installing a new sewer main line and services. College Park Dr Peach St Fowler Dr 04/18/22 10/28/22 Water Distribution will be Water Tiffany Sherrane 12 installing a new water naim line and services. 13 Colonial Dr Thunderbird Dr South Dead End 07/11/22 12/31/22 Utility installations and Engineering Scott Fettig pavement replacement. 14 Cook St Robertson St Wye St 10/24/22 02/03/23 Utility installation and roadway Engineering Seth Garcia reconstruction 15 Crawford St Hickory St McKinney St 03/21/22 12/31/22 Utility installations and Engineering Scott Fettig pavement replacement. 16 Crescent St Fulton St Alice St 09/27/22 11/18/22 Street Reconstruction Engineering Dustin Draper 17 Crisoforo Dr Santos Dr Morin Dr 09/26/22 10/28/22 Sidewalk Repair Streets Roy San Miguel 18 Fairway Dr Clubview Dr Links Dr 10/17/22 11/04/22 Sidewalk Repair Streets Roy San Miguel Fowler Dr College Park Dr Peach St 04/18/22 10/28/22 Water Distribution will be Water Tiffany Sherrane 19 installing a new water main line and services 20 Fulton St Grace Temple Ave Congress St 10/04/22 11/18/22 Street Reconstruction Engineering Dustin Draper 21 Fulton St Oak St Grace Temple Ave 09/07/22 11/18/22 Street Reconstruction Engineering Dustin Draper 22 Greenway Dr Thunderbird Dr South Dead End 07/11/22 12/31/22 Utility installations and Engineering Scott Fettig pavement replacement. 23 Greenway Dr Thunderbird Dr. Windsor Farms Dr 10/07/22 12/31/22 Utility installations and Engineering Scott Fettig pavement replacement. 24 Hettie St Paisley St McKinney St 03/21/22 12/31/22 Utility installations and Engineering Scott Fettig pavement replacement. 25 Hickory St Exposition St Ruddell St 05/02/22 12/31/22 Utility installations and Engineering Scott Fettig pavement replacement. 26 Hill Alley St Jackson St Martin St 06/06/22 10/28/22 Utility replacement and roadway Engineering Seth Garcia reconstruction 27 Hinkley Oaks Dr Barrydale Dr Hinkley Oaks(7612) 10/10/22 11/18/22 Concrete Panel and sidewalk Streets Roy San Miguel repair 28 Jackson St Morse St Hill Alley St 06/06/22 10/28/22 Utility replacement and roadway Engineering Seth Garcia reconstruction Exported on October 21,2022 11:29:56 AM CDT 129 Intersection • To , • , • • Description -p Department Contact ate Jim Christal Rd Western Blvd Masch Branch Rd 04/18/22 10/31/�_k eter PH2.Installing Public Private Development Public Jeremiah Tillman-David 29 ter,Sewer,and Storm Works Inspections lities 30 Johnson Rd John Paine Rd Lavon Ln 09/02/22 11/25/22 ris Harp performing Lime Private Development Public Jeremiah Tillman-David bilization for Johnson Rd Works Inspections 31 Lakewood Dr Greenway Dr Carriage Hill 10/07/22 12/31/22 Utility installations and Engineering Scott Fettig pavement replacement. Live Oak St Robinwood Ln Crestwood PI 05/23/22 10/28/22 Wastewater collections will be Wastewater Tiffany Sherrane 32 installing a new sewer main line and services. 33 Lonesome Trail Bareback Ln English Saddle Ln 10/24/22 11/18/22 Sidewalk Repair Streets Roy San Miguel 34 Masch Branch Rd Lovers Ln Hampton Rd 06/24/22 12/31/22 Bridge collapse at 3288 N. Drainage Gabriel Rodriguez Masch Branch Rd 35 McKinney St Bell Ave Frame St 10/10/22 10/31/22 Inlets and approaches Public Works Inspections Armando Beltran 36 McKinney St Bell Ave Frame St 10/10/22 11/25/22 Restructuring the entrance to Public Works Inspections Armando Beltran Frame St. 37 McKinney St Crawford Rd Audra Ln 05/19/22 12/31/22 Utility installations and Engineering Scott Fettig pavement replacement. Mistywood Ln Sherwood St Robinwood Ln 05/23/22 10/28/22 Wastewater Collections will be Wastewater Tiffany Sherrane 38 installing a new sewer main line and services. 39 Montecito Dr Ryan Rd Dead end 10/10/22 10/28/22 Mill Overlay Engineering Seth Garcia 40 Morse St Lakey St Jackson St 06/06/22 10/28/22 Utility replacement and roadway Engineering Seth Garcia reconstruction North Texas Blvd I-35W Oak St 12/13/21 10/31/22 Utility installations and Engineering Scott Fettig pavement replacement.There 41 will be multiple phases of closures.Will not be all at one time. 42 North Texas Blvd Oak St Hickory St 06/10/22 10/31/22 Utility installations and Engineering Scott Fettig pavement replacement. 43 Nottingham Dr Churchill Dr Devonshire Ct 10/17/22 11/04/22 Valley Gutter and Curb Repair Streets Roy San Miguel 44 Oak St Miller St North Texas Blvd 09/30/22 11/04/22 Utility installations and Engineering Scott Fettig pavement replacement. 45 Oak St Crawford St Wood St 04/04/22 12/31/22 Utility installations and Engineering Scott Fettig pavement replacement. 46 Oceanview Dr Marina Or Intersection 10/24/22 11/11/22 Concrete Panel repair Streets Roy San Miguel 47 Panhandle St Aileen St Malone St 08/24/22 11/11/22 Street Reconstruction Engineering Dustin Draper 48 Parkside Or Windsor Or Bowling Green St 05/31/22 11/18/22 Utility installations and Engineering Scott Fettig pavement replacement. 49 Peach St Locust St Fowler Dr 07/18/22 10/28/22 Upgrading 15"Storm pipe to Drainage Gabriel Rodriguez 18" Peach St Locust St Palmer Dr 04/18/22 10/28/22 Water Distribution will be Water Tiffany Sherrane 50 installing a new water main line and services. 51 Robertson St Bell Ave Morse St 08/15/22 10/31/22 Utility installations and Engineering Seth Garcia pavement replacement. Robinwood Ln Kayewwod Dr Emerson Ln 05/23/22 10/28/22 Wastewater Collections will be Wastewater Tiffany Sherrane 52 installing a new sewer main line and services. 53 Rose St Paisley St Uland St 04/25/22 11/30/22 Pavement Replacement Engineering Scott Fettig Ruddell St Ruddell St N(1526) Ruddell St N(1528) 10/26/22 10/28/22 Wastewater Collections will be Wastewater Tiffany Sherrane 54 replacing two wastewater service lines. 55 Seven Oaks Ln Rambling Brook Tri Serenity Way 10/17/22 11/04/22 Street panels and Sidewalk Streets Roy San Miguel repair Exported on October 21,2022 11:29:56 AM CDT 130 Intersection • To ,ate Closure • • Description Department Department 56 Stella St North Texas Blvd Bonnie Brae St 10/29/21 10/31/22 Utility installations and Engineering Scott Fettig pavement replacement. 57 Uland St Rose St Railroad Ave 04/25/22 11/01/22 Utility installations and Engineering Scott Fettig pavement replacement. 58 Western Blvd Jim Christal Rd Airport Rd 08/01/22 10/31/22 Paving(2)drive approaches Public Works Inspections Jeremiah Tillman-David Western Blvd Jim Christal Rd Airport Rd 09/06/22 10/31/22 Connecting to existing 8"SS Private Development Public Jeremiah Tillman-David 59 stub and running SS lateral to Works Inspections property. 60 Western Blvd University(380) Airport Rd 09/19/22 11/30/22 Western Blvd Paving Private Development Public Jeremiah Tillman-David Works Inspections 61 Windsor Dr Fireside Ln Bonnie Brae St 06/06/22 11/30/22 Utility installations and Engineering Scott Fettig pavement replacement. 62F Wood St McKinney St Hickory St 04/11/22 12/31122 Utility installations and Engineering Scott Fettig pavement replacement. Exported on October 21,2022 11:29:56 AM CDT 131 3 Street Closure Report: Completed Closures smartsheet Street/Intersection From Closure Start Closure End Description Department�� Department Contact Date Date 1 Barberry Ave Baytree Ave Trumpet Vine 08/22/22 09/30/22 Sidewalk Repair Streets Roy San Miguel 2 Baytree Ave Hawthorn Dr Barberry Ave 08/22/22 09/30/22 Sidewalk Repair Streets Roy San Miguel 3 Bonnie Brae St @ Ft Worth Dr RxR Crossing 10/06/22 10/08/22 Railroad Crossing 4 Clubhouse Dr(2600-2412) Mustang Dr Sombrero Dr 10/03/22 10/18/22 Panel Repair Streets Roy San Miguel 5 Daughtry St @ Meadow St RxR Crossing 10/07/22 10/09/22 Railroad Crossing 6 Forrestridge Dr El Paseo St Wellington Oaks Cir 07/19/22 10/06/22 Street Panels Repair Streets Roy San Miguel Hickory St Bell Ave Railroad Ave 10/03/22 10/07/22 Concrete street panel Atmos Zabdiel Mota 7 repair/replacement for east bound lanes. 8 Hickory St Railroad Ave Exposition St 09/06/22 10/14/22 Demo on floor plan(private Public Works Inspections Armando Beltran work) Hickory St Bell Ave Railroad Ave 10/10/22 10/14/22 Concrete street panel Zabdiel Mota 9 repair/replacement for east bound lanes. 10 Indian Paint Way Lakeview Blvd Hawthorn Dr 08/29/22 09/22/22 Concrete Panel Repair Streets Roy San Miguel 11 Juno Ln Stuart Rd Sheraton Rd 08/29/22 09/30/22 Curb&Gutter Repair Streets Roy San Miguel 12 Juno Ln Stuart Rd Yellowstone PI 10/03/22 10/07/22 Mill&Overlay Streets Jeremy Wilks Livingston Dr Hickory Creek Rd Hemingway Dr 08/17/22 09/30/22 Pavement,sidewalk,valley Engineering Dustin Draper gutter,and subgrade 13 stabilization on Livingston where it ties into Hickory Creek Rd. 14 Mack PI Paisley St Lee Dr 08/22/22 10/14/22 Street Reconstruction Engineering Dustin Draper 15 Mayhill Rd Spencer Rd Morse St 09/23/22 09/30/22 Emergency closure for gas line repairs Mayhill Rd US 380/University Rd Quail Creek Rd 09/27/22 10/03/22 Sanitary Sewer Inspections will Engineering Wastewater Tracy L.Beck,PE,PMP 16 be performed requiring various lanes to be closed. The road will remain open. McKinney St Elm St Locust St 10/17/22 10/21/22 Wastewater Collections will be Wastewater Tiffany Sherrane 17 replacing a sanitary sewer manhole and wastewater main line. 18 Mingo Rd @ Fishtrap Rd RxR Crossing 10/04/22 10/07/22 Railroad Crossing 19 Mockingbird Ln Stockton St Mingo Rd 09/19/22 10/14/22 Restore the paving leavouts Public Works Inspections Armano Beltran 20 Pertain St @ Mingo Rd RxR Crossing 10/08/22 10/09/22 Railroad Crossing 21 Prairie St @ Bell Ave RxR Crossing 10/08/22 10/09/22 Railroad Crossing 22 Rockhill Rd @ Rhoades Rd RxR Crossing 10/04/22 10/07/22 Railroad Crossing 23 Savage Dr Hayes St Comer St 09/29/22 09/30/22 Mill&Overlay Streets Jeremy Wilks 24 Union Lake Rd Wind River Ln Valencia Ln 09/26/22 10/06/22 Sidewalk repair Streets Roy San Miguel 25 Vintage Blvd @ Ft Worth Dr RxR Crossing 10/08/22 10/09/22 Railroad Crossing 26 Windsor Dr Longfellow Ln Wilsonwood Dr 10/04/22 10/14/22 Sidewalk repair Engineering Dustin Draper 27 Wintercreek Dr(1212) Green Bend Dr Beachwood Dr 10/03/22 10/18/22 Concrete Panel Repair Streets Roy San Miguel Exported on October 21,2022 11:30:03 AM CDT 132