2001-467S \Our Documo~ts\Ordman¢cs\Ol~Restrlctlve Covenants Mamott doc
AN O~CE ~PROV~G ~ST~CTIVE COVENANTS BET~EN THE CITY OF
Ao~ ~ ~ o~ A~IO~ ~O~ ~O~ ~, ~O~ ~ O~ ~ ~O~
O~S ~IO~, ~OC~ ~ ~ ~X~~O~ ~S~IO~ O~
THE CITY OF DENTON A~ BErG GENE~LLY LOCATED ALONG MASCH
B~NCH RO~, SOUTH OF ~PTON RO~ A~ NORTH OF HIGHWAY 380, ~
PROVID~G ~ EFFECTIVE DATE
~E~AS, the C~ty of Denton has ~mtmted the ~exat~on of cenmn rem prope~
~der ~exatmn C~e No A01-0004 (~e "~exatmn Case"), ~d
~E~AS, ~e owners of the subject property have requested that the C~W dmm~ss the
~exat~on C~e ~d ~n heu of the ~exat~on have offered to enter ~nto Resmct~ve Cown~ts, a
copy of whmh ~e attached hereto ~d made a p~ hereof by reference (the "Restrictive
Coven~ts"), ~d
~E~AS, ~e C~ty Co.mi finds that ~e Resmct~ve Coven~ts ~e m the pubhc
~nterest, NOW, THE~FO~,
THE CO~CIL OF THE CITY OF DENTON HEREBY O~A~S
SECTION 1 The recitals ~d findings contmned ~n the pre~ble of thru ord~n~ce ~e
~nco~orated into the body of~m ord~n~ce as ~f ~lly set forth hereto
SECTION 2 The Mayor of the C~ty of Denton, or her demgnee, ~s hereby authonzed to
execute ~e Resmct~ve Coven~ts on behalf of the C~ty of Denton
S~CTION 3 Th~s ord~n~ce shall become effective ~edmtely upon ~ts passage ~d
approval
d yof
EUL~E BROCK, ~YOR
ATTEST
JE~ER WALTERS, C~Y SEC~T~Y
977 01723
RESTRICTIVE COVENANTS
STATE OF TEXAS }
} KNOW ALL MEN BY THESE PRESENTS
COUNTY OF DENTON }
THESE Re~tncUve Covenants ("Restrictive Covenants") are made and entered into as of
the~.f't-lday of IJ (~.¢ ~.,..t~ ~ , 2001 by and between the CITY OF DENTON, TEXAS
(the "City"), JVC PARTNERS, INC, a Texas Corporation (the "Property Owner"), and
MARRIOTT RENTALS, INC ("Marriott")
WHEREAS, the Property Owner is the owner of an approximate 28 4215 acre parcel or
tract of land located in the Denton County, Texas within the extratemtonal lunsdlctlon of the
City as more particularly described as Lot 2, Block l of the Marriott Gardens Addition according
to the plat thereof recorded as document number 97-R0041092 ~n the Plat Records of Denton
County, Texas ("Property"), and
WHEREAS, Mamott is a lessee on the Property and has made application with the Texas
Natural Resources Conservation Commission ("TNRCC") and Denton County to construct an
asphalt batch plant on the Property, and
WHEREAS, the City has initiated the involuntary annexation of certain real property
which includes the Property, pursuant to Annexation Case A01-0004 (the "Annexation Case"),
for the public benefit and for the benefit of adjacent properties and the owners thereof, and
WHEREAS, the Property Owner has requested that the Annexation Case be dismissed in
exchange for which they have agreed to enter into these Restrictive Covenants for the benefit of
Property Owner, Marriott, the City, and the property owners adjacent to the Property, and
WHEREAS, the baneficlanes of these Restrictive Covenants are the City, Marriott, the
Property Owner and the property owners adjacent to the Property, and each has the right to
enforce such covenants
NOW THEREFORE, in consideration of the covenants contained in these Restrictive
Covenants, including the City's dismissal of the Annexation Case, the receipt and sufficiency of
which is acknowledged, the City, Marriott and Property Owner agree as follows
1 The Property Owner hereby declares that all of the Property shall be held, sold
and conveyed subject to these Restrictive Covenants, which are for the purpose of protecting the
value and desirability of, and which shall run with the Property and be binding on all parties
having any right, title or interest in the Property or any part thereof, their heirs, successors and
assigns, and shall inure to the benefit of the Property Owner, City, and their successors, heirs and
assigns
977
2 The Property Owner covenants and agrees with the City that it will not use the
Property for any use other than the existing uses and structures or materially expand the existing
uses and structures as defined and shown on Exhibit "A" attached hereto and made a part by
reference (the "Existing Uses") unless the Property is zoned to allow such other use after the
Property is annexed into the City or unless the Property Owner receives the prior written consent
of City The term Existing Uses also includes the right to locate, one time only, on the Property
a temporary concrete batch plant for the production of concrete for use only on the Property,
which right shall expire within six months after the TNRCC issues a permit for the temporary
concrete batch plant (the "Temporary Concrete Batch Plant") Property Owner shall not
commence construction or development or apply for any permits for uses other than the Existing
Uses on the Property, unless the Property Owner first receives City's written consent, or unless
the Property has been annexed into the City and is zoned to allow such use If Property Owner
breaches Its obligations hereunder by commencing construction or development or applying for a
permit for a use not allowed hereunder, such actions shall be deemed a request for voluntary
annexation by City and the Property shall, at the discretion of the City, be annexed into the City
The Property Owner and all of its successors and assigns covenant and agree that such
annexation is voluntarily made and shall be considered to be by voluntary petition of the owners
of the Property at the time of such annexation The Property Owner and Marriott hereby waive
any and all vested rights including rights and claims that they may have under Section 43 002
and Chapter 245 of the Texas Local Government Code related to uses or potential uses of the
Property, other than the Existing Uses Without hmitmg the foregoing, this waiver and covenant
includes any use of the Property for an asphalt batch plant or similar uses, except for the Existing
Uses (the "Batch Plant") Upon execution of these Restrictive Covenants by all parties, the
Property Owner and Mamott hereby agree to immediately withdraw all applications for the
Batch Plant upon the Property currently pending with any governmental entity and agency
Mamott agrees to abide by all of the covenants contained in this Section 2 Further, the Property
Owner and Marriott acknowledge and agree that the terms, covenants and agreements contained
in these Restnctive Covenants do not constitute actions of the City as contemplated by
Subsection 2007 003(a)(3) of the Texas Government Code and the Property Owner and Mamott
hereby waive any rights, remedies, claims, and causes of action that they may have under
Chapter 2007 of the Texas Government Code against the City in connection therewith
3 In consideration of the covenants and agreements contained herein the City has
agreed to dismiss the Annexation Case Further, to the extent permitted by law, so long as there
is no breach of the terms or conditions of these Restrictive Covenants, the City agrees not to
involuntarily annex the Property for a period of five years from the date of the dismissal of the
Annexation Case The Property Owner and Mamott represent and warrant that they are
represented by legal counsel, that they make these Restrictive Covenants voluntarily, and that the
City's dismissal of the Annexation Case and the City's conditional agreement herein not to
involuntarily annex the Property are individually and collectively adequate consideration for the
Property Owner's and Mamott's promises and covenants herein The City's promise contained
in this Section 3 regarding not involuntarily annexing the Property for a period of five years is
hereby declared by the parties hereto to be severable If it is determined by a court of competent
jurisdiction to be void, voidable, or unenforceable the remainder of these Restrictive Covenants
shall remain m full force and effect as If such provision were not contained herein
Page 2
S \Share\LAW_WP\Pamcm\MARRIOTT\SIgned Restrictive Covenant Alt 1 doc
977 01725
4 Any person who sells or conveys any portion of the Property shall prior to such
sale or conveyance give separate written notice of these RestncUve Covenants to the prospective
purchaser or grantee, along with a separate notice to the City including a copy of such written
notice Notice to the City shall be addressed as follows
C~ty Manager
City of Denton
215 E McKlnney
Denton, Texas 76201
5 These Restrictive Covenants are to run with the land described herein as the
Property and shall be binding on all parties and all persons claiming under them, and any future
owners of the Property for a period of fifty years from the date these Restrictive Covenants are
recorded These Restrictive Covenants shall not be amended w~thout the prior written consent of
the City
6 These Restrictive Covenants may be enforced by the Property Owner, the C~ty,
and their successors, heirs or assigns by any proceeding at law or in equity Fmlure by the
Property Owner or the City to enforce any covenant shall in no event be deemed a wmver of the
right to do so thereafter
7 Invahdat~on of any of the covenants or provisions contained in th~s instrument by
judgment or court order shall not in any manner affect any of the other covenants or provisions
herein set forth and all such remmmng provisions shall remmn in full force and effect
8 No subsequent change in the law shall ~n anyway affect the validity or
enforceablhty of these Restrictive Covenants
9 This instrument may be separately executed in any number of individual
counterparts, and such counterpart signatures, when assembled together, shall constitute one and
the same instrument
10 The Property Owner represents and warrants to the City that there are no existing
hens affecting the Property If thru representation and warranty is inaccurate it shall constitute a
breach of the terms and condmons of these Restrictive Covenants
The parties hereto have executed these Restrictive Covenants as of the date first above
written
JVC PARTNERS, INC
President
Page 3
S \Share\LAW_WP~PatncmhMARRIOTT~S~gn~d Restrictive Covenant Alt I doc
~977 gl7~6
MARRIOT RENTALS, INC
By
CITY OF DENTON, TEXAS
Euhne Brock, Mayor
"'~nmfer K Walters 'Cxty Secretary
APPROVED AS TO FORM
Page 4
S \Share\LAW_WPWamcla~vlARRlOTT\SIgned Restrictive Covenant Alt 1 doe
4977 01727
ACKNOWLEDGMENTS
STATE OF TEXAS )
COUNTY OF DENTON )
Th~s tnstrument was acknowledged before me on the ay ofvi ~vm~2rl ,2001 by V~ck~e
Mamott, the President of JVC Partners, Inc, a Texas corporation, on behalf of smd corporation
Notary Pubhc, ~n and for the State of Texas
~ ,~v 'o,~ DEBBIE E MiLLICAN {~
~ ~ -~-'~ Notary Pubtl¢ State of Texas 0
~ %~,.f,=MyComrn,~,on~xp 02'~2003~ My Comm,ss,on exp,res c.-~- IO~3
STATE OF TEXAS )
COUNTY OF DENTON )
This instrument was acknowledged before me on the ~'~ of _'~,~{~6t._., 2001 by Vmk~e
Mamott, the ~X~tt.~o...4 of Marriott Rentals, Inc, a Texas corporation, on behalf
of smd corporation
~ ~ooooo~ooc~c~ ~oooooooooo0oOOO~ Notary Pubhc, ~n and for the State of Texas
DEBBIE E M~LLICAN
~ -~ Notary Public, St~lo of Texas
Commi~tlon Exp 0216 2003~ My Commission expires c~' [ {-a~
8
My
STATE OF TEXAS )
COUNTY OF DENTON )
Thts tnstmment was acknowledged before me on the A~ay of~8~~, 2001 by Euhne
Brock, Mayor of the City of Denton, Texas, on behalf of smd city
Nt~ eubl~, ~n and ~or the State of Texas
, ........ -
l~ .... a~NN?~K ~a[*~S ][ My Comm~ssmnexplres
/
Notary 1 nbhc qrate of Texa~ ]~
Page 5
S 5Sham%LAW_WPXPamcta~A~OT~Slgned Resmet~ve Covenant Alt I doc
977 01728
EXHIBIT "A"
THE "EXISTING USES"
The Existing Uses are described as follows and are located ~n the structures or buildings as
shown below
2281 Maseh Branch Road is approxzmately 11,060 square foot buildang used for
Office/Warehouse purposes
2281 A Masch Branch Road Office Trmler The traaler serves as office
2281 B Masch Branch Road Th~s zs a building approxamately 25,000 square feet designed and
used for office/warehouse purposes
2281 C Masch Branch Road Thzs is a building approximately 25,000 square feet designed and
used for office/warehouse purposes
2281 D Masch Branch Road Th~s is a bml&ng approximately 16,000 square feet designed and
used for office/warehouse purposes
2281 E Masch Branch This ~s a bmldlng approximately 16,000 square feet deszgned and used for
office/warehouse purposes
2277 Masch Branch Road and Parking Lot Thzs ~s a building approximately 11,000 square feet
desagned and used for office/warehouse purposes
2275 Masch Branch Road Th~s is a bmld~ng approximately 12,000 square feet designed and
used for office/warehouse purposes
2269 Masch Branch Road and Parking Lot, Adjoining Fuel Island and Truck Parking Area This
is the existing truck shop owned by JTM
Two (2) Asphalt Silos & Scales The salos are used for the storage of asphalt The scales are
used to weigh the asphalt upon removal from the silos
Scale House Th~s ~s a small office type structure used to store computer equipment and serves
as an office
Two (2) Cement Silos These are used for the storage of cement
Guard Trailer Th~s ~s a trailer used by a mght watchman on the Property
Page 6
S \Share\LAW_WP\Patnma~MARRIOTTXSIgned Restrictive Covenant Alt 1 doc
co
Page 7
977 0;730
AFTER RECORDING PLFASE
RETURN TO
Ed Snyder, Deputy City Attorney
City of Denton/City Attorney's Office
215 E McKinney
Denton, Texas 76201
DEC 0 5 ZOO1
Ftted fop Reco~d zn=
DENTON COUNTY, TX
CYNTHIR NITCHELL, COUNTY CLERK
On Dec ~5 ~t
At 10:31am
Receipt #: 61863
Doc/Hgmt : 6.00
Doc/Nua : 2eet-Ret304e6
Doc/Type : RST
Deputy -C~tsttna