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HomeMy WebLinkAbout10-28-13 TC Agenda PacketThe Regular Meeting of the Town of Westlake Town Council will begin immediately following the conclusion of the Town Council Workshop but not prior to the posted start time. Mission Statement On behalf of the citizens, the mission of the Town of Westlake is to be a one-of-a-kind community that blends our rural atmosphere with our vibrant culture and metropolitan location. Westlake, Texas – A Premier Knowledge Based Community Page 1 of 5 TOWN OF WESTLAKE, TEXAS Vision Points Sense of Place; Leadership; Caring Community; Exemplary Governance; and Service Excellence TOWN COUNCIL MEETING AGENDA October 28, 2013 WESTLAKE TOWN HALL 3 VILLAGE CIRCLE, 2ND FLOOR WESTLAKE, TX 76262 COUNCIL CHAMBERS or MUNICIPAL CONFERENCE ROOM Workshop Session: 5:15 p.m. Regular Session: 6:30 p.m. Page 2 of 5 Workshop Session 1. CALL TO ORDER 2. PLEDGE OF ALLEGIANCE 3. REVIEW OF CONSENT AGENDA ITEMS FOR THE OCTOBER 28, 2013, TOWN COUNCIL REGULAR MEETING AGENDA. (10 min) 4. DISCUSSION ITEMS a. Discussion regarding an ordinance authorizing the issuance of general obligation refunding bonds; establishing procedures for the sale and delivery of the bonds; providing for the security for and payment of said bonds; providing an effective date; and enacting other provisions related to the subject to include “Delegated Pricing”. (15 min) b. Presentation and discussion regarding the process to establish a Public Improvement District (PID) for the Entrada development and the petition submitted to establish. (60 minutes) c. Standing Item: Update and discussion regarding Westlake Academy Phase I expansion project and enrollment projections. (15 min) d. Continued discussion, from the September 16, 2013 meeting, regarding appointments for Comprehensive Plan steering committee. (15 min) 5. EXECUTIVE SESSION The Council will conduct a closed session pursuant to Texas Government Code, annotated, Chapter 551, Subchapter D for the following: a. Section 551.071(2) Consultation with Attorney - to seek advice of counsel on legal matters involving pending or contemplated litigation, settlement offers, or other legal matters not related directly to litigation or settlement. Pending or contemplated litigation and settlement offers include but are not limited to the following: Westlake Academy Facility Expansion b. Section 551.071 (2) Consultation with Attorney on a matter in which the duty of the attorney to the governmental body under the Texas Disciplinary Rules of Professional Conduct of the State Bar of Texas clearly conflicts with the is Chapter including but are not limited to the following: Town of Westlake Certificate of Convenience & Necessity (CCN) for water and sewer service. c. Section 551.071(2) Consultation with Attorney - to seek advice of counsel on legal matters involving pending or contemplated litigation, settlement offers, or other legal matters not related directly to litigation or settlement. Pending or contemplated litigation and settlement offers include but are not limited to the following: Trophy Club Municipal District Number 1 d. Section 551.087: Deliberation Regarding Economic Development Negotiations – to deliberate the offer of a financial or other incentive to a business prospect. 6. RECONVENE MEETING Page 3 of 5 7. TAKE ANY ACTION, IF NEEDED, FROM EXECUTIVE SESSION ITEMS. 8. COUNCIL RECAP / STAFF DIRECTION 9. ADJOURNMENT Regular Session 1. CALL TO ORDER 2. CITIZEN PRESENTATIONS AND RECOGNITIONS: This is an opportunity for citizens to address the Council on any matter whether or not it is posted on the agenda. The Council cannot by law take action nor have any discussion or deliberations on any presentation made to the Council at this time concerning an item not listed on the agenda. The Council will receive the information, ask staff to review the matter, or an item may be noticed on a future agenda for deliberation or action. Proclamation recognizing November 4 - November 8, 2013, as Municipal Court Week. 3. CONSENT AGENDA: All items listed below are considered routine by the Town Council and will be enacted with one motion. There will be no separate discussion of items unless a Council Member or citizen so requests, in which event the item will be removed from the general order of business and considered in its normal sequence. a. Consider approval of the minutes from the September 9, 2013, meeting. b. Consider approval of the minutes from the September 16, 2013, meeting. c. Consider approval of the minutes from the October 7, 2013, meeting. d. Consider approval of Ordinance 716, Atmos Energy Corp., Mid-Tex Division regarding the company’s 2013 Annual Rate Review Mechanism filing. e. Consider approval of Ordinance 717, Amending the Town of Westlake Code Of Ordinances, Chapter 38, Article II, Fire Prevention, Section 38-31; Adoption of the 2012 Fire Code. f. Consider approval of Resolution 13-29, Approving TxDot Change Order 3. g. Consider approval of Resolution 13-30, Awarding the Bid to C. Green Scaping, LP for the FM 1938 Phase 3 Streetscape enhancement project. h. Consider approval of Resolution 13-31, Appointments of Comprehensive Plan steering committee members. i. Consideration approval of Ordinance 718, Authorizing the issuance of general obligation refunding bonds; establishing procedures for the sale and delivery of the bonds; providing for the security for and payment of said bonds; providing an effective date; and enacting other provisions related to the subject to include “Delegated Pricing”. 4. PUBLIC HEARING AND CONSIDERATION REGARDING ORDINANCE 719 REZONING FROM R-1 TO PD5, RUTH BAKER SURVEY – A 108 TRACTS 1C1B6D, 1C1B6F1, AND 1C01B6F. THE THREE (3) TRACTS CURRENTLY MAKE UP TWO Page 4 of 5 LOTS IN THE STAGECOACH HILLS SUBDIVISION, COMMONLY KNOWN AS 5944 AND 5960 STAGECOACH CIRCLE. 5. PUBLIC HEARING AND CONSIDERATION REGARDING ORDINANCE 720, AMENDING THE ZONING BY APPROVING A DEVELOPMENT PLAN FOR PD1-2, KNOWN AS ENTRADA, AN 85 ACRE (APPROX.) TRACT LOCATED AT THE NORTHEAST CORNER OF FM 1938 (DAVIS BLVD) AND SOLANA BOULEVARD. 6. PUBLIC HEARING AND CONSIDERATION REGARDING RESOLUTION 13-32, APPROVING A PRELIMINARY PLAT OF ALL LAND CONTAINED WITHIN THE PLANNED DEVELOPMENT DISTRICT 1, PLANNING AREA 2 (PD1-2) ZONING DISTRICT. THE SUBJECT PROPERTY IS AN 85 ACRE (APPROX.) TRACT OF LAND LOCATED AT THE NORTHEAST CORNER OF FM 1938 (DAVIS BLVD) AND SOLANA BOULEVARD, EXTENDING NORTH TO STATE HWY 114. 7. PUBLIC HEARING AND CONSIDERATION REGARDING ORDINANCE 721, APPROVING A SITE PLAN FOR AN APPROXIMATELY ½ ACRE TRACT OF LAND CONTAINED WITHIN THE PLANNED DEVELOPMENT DISTRICT 1, PLANNING AREA 2 (PD1-2) ZONING DISTRICT. THE SUBJECT PROPERTY IS NOT PLATTED BUT IS THE SOUTHWESTERN MOST CORNER OF LOT 1, BLK A, OF THE ENTRADA SUBDIVISION, AS SHOWN ON THE PRELIMINARY PLAT. 8. CONSIDER APPROVAL OF RESOLUTION 13-33, REGARDING DEED RESTRICTIONS, INCLUDING DESIGN GUIDELINES AS WELL AS DECLARATION OF COVENANTS, CONDITIONS, AND RESTRICIONS FOR GRANADA, A RESIDENTIAL DEVELOPMENT 9. EXECUTIVE SESSION The Council will conduct a closed session pursuant to Texas Government Code, annotated, Chapter 551, Subchapter D for the following: a. Section 551.071(2) Consultation with Attorney - to seek advice of counsel on legal matters involving pending or contemplated litigation, settlement offers, or other legal matters not related directly to litigation or settlement. Pending or contemplated litigation and settlement offers include but are not limited to the following: Westlake Academy Facility Expansion b. Section 551.071 (2) Consultation with Attorney on a matter in which the duty of the attorney to the governmental body under the Texas Disciplinary Rules of Professional Conduct of the State Bar of Texas clearly conflicts with the is Chapter including but are not limited to the following: Town of Westlake Certificate of Convenience & Necessity (CCN) for water and sewer service. c. Section 551.071(2) Consultation with Attorney - to seek advice of counsel on legal matters involving pending or contemplated litigation, settlement offers, or other legal matters not related directly to litigation or settlement. Pending or contemplated litigation and settlement offers include but are not limited to the following: Trophy Club Municipal District Number 1 d. Section 551.087: Deliberation Regarding Economic Development Negotiations – to deliberate the offer of a financial or other incentive to a business prospect. Page 5 of 5 10. RECONVENE MEETING 11. TAKE ANY ACTION, IF NEEDED, FROM EXECUTIVE SESSION ITEMS. 12. FUTURE AGENDA ITEMS: Any Council member may request at a workshop and / or Council meeting, under “Future Agenda Item Requests”, an agenda item for a future Council meeting. The Council Member making the request will contact the Town Manager with the requested item and the Town Manager will list it on the agenda. At the meeting, the requesting Council Member will explain the item, the need for Council discussion of the item, the item’s relationship to the Council’s strategic priorities, and the amount of estimated staff time necessary to prepare for Council discussion. If the requesting Council Member receives a second, the Town Manager will place the item on the Council agenda calendar allowing for adequate time for staff preparation on the agenda item. 13. COUNCIL CALENDAR 14. ADJOURNMENT ANY ITEM ON THIS POSTED AGENDA COULD BE DISCUSSED IN EXECUTIVE SESSION AS LONG AS IT IS WITHIN ONE OF THE PERMITTED CATEGORIES UNDER SECTIONS 551.071 THROUGH 551.076 AND SECTION 551.087 OF THE TEXAS GOVERNMENT CODE. CERTIFICATION I certify that the above notice was posted at the Town Hall of the Town of Westlake, 3 Village Circle, October 24, 2013, by 5:00 p.m. under the Open Meetings Act, Chapter 551 of the Texas Government Code. _____________________________________ Kelly Edwards, TRMC, Town Secretary If you plan to attend this public meeting and have a disability that requires special needs, please advise the Town Secretary 48 hours in advance at 817-490-5710 and reasonable accommodations will be made to assist you. Town of Westlake Workshop Item # 2 – Pledge of Allegiance Texas Pledge: "Honor the Texas flag; I pledge allegiance to thee, Texas, one state under God, one and indivisible." CONSENT AGENDA: All items listed below are considered routine by the Town Council and will be enacted with one motion. There will be no separate discussion of items unless a Council Member or citizen so requests, in which event the item will be removed from the general order of business and considered in its normal sequence. a. Consider approval of the minutes from the September 9, 2013, meeting. b. Consider approval of the minutes from the September 16, 2013, meeting. c. Consider approval of the minutes from the October 7, 2013, meeting. d. Consider approval of Ordinance 716, Atmos Energy Corp., Mid-Tex Division regarding the company’s 2013 Annual Rate Review Mechanism filing. e. Consider approval of Ordinance 717, Amending the Town of Westlake Code Of Ordinances, Chapter 38, Article II, Fire Prevention, Section 38-31; Adoption of the 2012 Fire Code. f. Consider approval of Resolution 13-29, Approving TxDot Change Order 3. g. Consider approval of Resolution 13-30, Awarding the Bid to C. Green Scaping LP for the FM 1938 Phase 3 Streetscape enhancement project. h. Consider approval of Resolution 13-31, Appointments of Comprehensive Plan steering committee members. i. Consideration approval of Ordinance 718, Authorizing the issuance of general obligation refunding bonds; establishing procedures for the sale and delivery of the bonds; providing for the security for and payment of said bonds; providing an effective date; and enacting other provisions related to the subject to include “Delegated Pricing”. Town of Westlake Workshop Item # 3- Review of Consent Agenda Items DISCUSSION ITEMS a. Discussion regarding an ordinance authorizing the issuance of general obligation refunding bonds; establishing procedures for the sale and delivery of the bonds; providing for the security for and payment of said bonds; providing an effective date; and enacting other provisions related to the subject to include “Delegated Pricing”. (15 min) b. Presentation and discussion regarding the process to establish a Public Improvement District (PID) for the Entrada development and the petition submitted to establish. (60 minutes) c. Standing Item: Update and discussion regarding Westlake Academy Phase I expansion project and enrollment projections. (15 min) d. Continued discussion, from the September 16, 2013 meeting, regarding appointments for Comprehensive Plan steering committee. (15 min) Town of Westlake Workshop Item # 4- Discussion Items Page 1 of 2 estlake Town Council TYPE OF ACTION Workshop - Discussion Regular Meeting - Consent Westlake Town Council Workshop Meeting Monday, October 28, 2013 TOPIC: Discussion and consideration of adopting an ordinance authorizing the issuance of general obligation refunding bonds; establishing procedures for the sale and delivery of the bonds; providing for the security for and payment of said bonds; providing an effective date; and enacting other provisions related to the subject to include “Delegated Pricing”. STAFF CONTACT: Debbie Piper, Finance Director Decision Points Start Date Completion Date Timeframe: October 28, 2013 January 7, 2014 Funding: Amount- None. Status- N/A Source- N/A Decision Alignment VVM Perspective Desired Outcome Exemplary Governance Financial Stewardship FS.Sustain Fiscal Health Strategic Issue Outcome Strategy Staff Action Fiscal Stewardship & Organizational Effectiveness N/A SA 09B1: Financial Analysis Strategy Map or VVM Connection Strategic Issue Connection Page 2 of 2 EXECUTIVE SUMMARY Tom Lawrence, our financial advisor, has been closel y watching the bond rates and working the numbers in order to notify the Town at the earliest time it would be beneficial to refund a portion of our bonds. He has identified significant estimated cost savings that can be obtained by moving forward on the refunding of certain 2003 Certificates of Obligation previously issued by the Town. He has forwarded the attached report to make us aware of potential savings if we proceed. As stated in our Financial Policies, the present value savings of a particular refunding should exceed 3.5% of the principal amount to be refunded. The attached report, based on current interest rates (as of October 18, 2013), reflects present values savings of 8%, with an overall savings of $221,944 (page 1 of report). This proposed refunding would need to close after December 31st for “bank-qualified” status due to the Certificates of Obligation issued earlier this year. The sale could occur this year (some time after Thanksgiving), but the closing would need to be set for the first week of January or later. Staff is also recommending the Council consider adopting a “Delegated Pricing” ordinance that gives us more timing flexibility. This is a more flexible approach than the traditional method of locking in an interest rate on the day that the Town Council meets to approve the sale of the bonds. This involves the Council approving a set of parameters that must be met before the refunding bonds could be issued. Such parameters include, among others, maximum amount of refunding bonds (e.g. $7 million), minimum amount of present value savings (e.g. 5.0%) and a time limit for completing the transaction, (e.g. six months). In addition to establishing parameters, a Delegated Pricing Ordinance delegates the final approval of the refunding bonds to its staff, e.g. Town Manager or Finance Director, who would have to sign off on the transaction before a bond sale and closing may occur. No further Council action would be required. A schedule is attached of the events that will need to take place if we move forward with the bond refunding and “Delegated Pricing” ordinance in October. ORGANIZATIONAL HISTORY/RECOMMENDATION Staff recommends approval of an ordinance authorizing the issuance of general obligation refunding bonds, including “Delegated Pricing” at the October Council meeting in order for Town Staff to take advantage of rates when they are at a point that best benefits the Town regarding the refunding. Attachments a) Schedule of Events b) Refunding report prepared by Lawrence Financial Consulting LLC TOWN OF WESTLAKE GENERAL OBLIGATION REFUNDING BONDS, SERIES 2014 SCHEDULE OF EVENTS (Council Meeting Dates Highlighted) Action Date Bond Sale/Delegated Pricing Approved by Town Council10/28/13 Application for Credit Rating; initial draft of POS distributed 10/31/13 Credit Rating Received 11/18/13 Preliminary Official Statement Distributed to Investors11/21/13 Bond Pricing Completed 12/04/13 Bond Counsel Submits Transcript to AG for Review12/06/13 Final Official Statement printed12/11/13 Closing Memorandum Distributed12/12/13 Attorney General Approval Received01/03/14 Closing 01/07/14 Lawrence Financial Consulting LLC 10/18/2013 Town of Westlake, Texas General Obligation Refunding Bonds, Series 2014 Table of Contents Report Debt Service Comparison 1 Debt Service Schedule 2 Pricing Summary 4 Total Refunded Debt Service 5 Debt Service To Maturity And To Call 6 Operation of Current Refunding 8 Escrow Summary Cost 9 Refunding Summary 10 2014 Rfd | SINGLE PURPOSE | 10/18/2013 | 2:18 PM Lawrence Financial Consulting LLC Registered Municipal Advisor & Texas Securities Dealer Town of Westlake, Texas General Obligation Refunding Bonds, Series 2014 Debt Service Comparison Date Total P+I Existing D/S Net New D/S Old Net D/S Savings 09/30/2014 40,850.78 178,390.63 219,241.41 223,705.63 4,464.22 09/30/2015 260,510.00 -260,510.00 275,630.00 15,120.00 09/30/2016 261,560.00 -261,560.00 273,230.00 11,670.00 09/30/2017 64,470.00 -64,470.00 75,250.00 10,780.00 09/30/2018 64,290.00 -64,290.00 75,250.00 10,960.00 09/30/2019 64,110.00 -64,110.00 75,250.00 11,140.00 09/30/2020 63,930.00 -63,930.00 75,250.00 11,320.00 09/30/2021 63,750.00 -63,750.00 75,250.00 11,500.00 09/30/2022 63,570.00 -63,570.00 75,250.00 11,680.00 09/30/2023 63,390.00 -63,390.00 75,250.00 11,860.00 09/30/2024 63,210.00 -63,210.00 75,250.00 12,040.00 09/30/2025 63,030.00 -63,030.00 75,250.00 12,220.00 09/30/2026 62,850.00 -62,850.00 75,250.00 12,400.00 09/30/2027 62,670.00 -62,670.00 75,250.00 12,580.00 09/30/2028 62,490.00 -62,490.00 75,250.00 12,760.00 09/30/2029 412,000.00 -412,000.00 425,250.00 13,250.00 09/30/2030 409,200.00 -409,200.00 422,750.00 13,550.00 09/30/2031 414,000.00 -414,000.00 424,500.00 10,500.00 09/30/2032 413,100.00 -413,100.00 425,250.00 12,150.00 Total $2,972,980.78 $178,390.63 $3,151,371.41 $3,373,315.63 $221,944.22 PV Analysis Summary (Net to Net) Gross PV Debt Service Savings 158,328.82 Net PV Cashflow Savings @ 3.742%(TIC)158,328.82 Contingency or Rounding Amount 484.30 Net Present Value Benefit $158,813.12 Net PV Benefit / $1,880,000 Refunded Principal 8.448% Net PV Benefit / $1,980,000 Refunding Principal 8.021% Refunding Bond Information Refunding Dated Date 1/07/2014 Refunding Delivery Date 1/07/2014 2014 Rfd | SINGLE PURPOSE | 10/18/2013 | 2:18 PM Lawrence Financial Consulting LLC Registered Municipal Advisor & Texas Securities Dealer Page 1 Town of Westlake, Texas General Obligation Refunding Bonds, Series 2014 Debt Service Schedule Part 1 of 2 Date Principal Coupon Interest Total P+I Fiscal Total 01/07/2014 ----- 08/15/2014 --40,850.78 40,850.78 - 09/30/2014 ----40,850.78 02/15/2015 195,000.00 2.000%33,730.00 228,730.00 - 08/15/2015 --31,780.00 31,780.00 - 09/30/2015 ----260,510.00 02/15/2016 200,000.00 2.000%31,780.00 231,780.00 - 08/15/2016 --29,780.00 29,780.00 - 09/30/2016 ----261,560.00 02/15/2017 5,000.00 3.600%29,780.00 34,780.00 - 08/15/2017 --29,690.00 29,690.00 - 09/30/2017 ----64,470.00 02/15/2018 5,000.00 3.600%29,690.00 34,690.00 - 08/15/2018 --29,600.00 29,600.00 - 09/30/2018 ----64,290.00 02/15/2019 5,000.00 3.600%29,600.00 34,600.00 - 08/15/2019 --29,510.00 29,510.00 - 09/30/2019 ----64,110.00 02/15/2020 5,000.00 3.600%29,510.00 34,510.00 - 08/15/2020 --29,420.00 29,420.00 - 09/30/2020 ----63,930.00 02/15/2021 5,000.00 3.600%29,420.00 34,420.00 - 08/15/2021 --29,330.00 29,330.00 - 09/30/2021 ----63,750.00 02/15/2022 5,000.00 3.600%29,330.00 34,330.00 - 08/15/2022 --29,240.00 29,240.00 - 09/30/2022 ----63,570.00 02/15/2023 5,000.00 3.600%29,240.00 34,240.00 - 08/15/2023 --29,150.00 29,150.00 - 09/30/2023 ----63,390.00 02/15/2024 5,000.00 3.600%29,150.00 34,150.00 - 08/15/2024 --29,060.00 29,060.00 - 09/30/2024 ----63,210.00 02/15/2025 5,000.00 3.600%29,060.00 34,060.00 - 08/15/2025 --28,970.00 28,970.00 - 09/30/2025 ----63,030.00 02/15/2026 5,000.00 3.600%28,970.00 33,970.00 - 08/15/2026 --28,880.00 28,880.00 - 09/30/2026 ----62,850.00 02/15/2027 5,000.00 3.600%28,880.00 33,880.00 - 08/15/2027 --28,790.00 28,790.00 - 09/30/2027 ----62,670.00 02/15/2028 5,000.00 3.600%28,790.00 33,790.00 - 2014 Rfd | SINGLE PURPOSE | 10/18/2013 | 2:18 PM Lawrence Financial Consulting LLC Registered Municipal Advisor & Texas Securities Dealer Page 2 Town of Westlake, Texas General Obligation Refunding Bonds, Series 2014 Debt Service Schedule Part 2 of 2 Date Principal Coupon Interest Total P+I Fiscal Total 08/15/2028 --28,700.00 28,700.00 - 09/30/2028 ----62,490.00 02/15/2029 360,000.00 3.000%28,700.00 388,700.00 - 08/15/2029 --23,300.00 23,300.00 - 09/30/2029 ----412,000.00 02/15/2030 370,000.00 4.000%23,300.00 393,300.00 - 08/15/2030 --15,900.00 15,900.00 - 09/30/2030 ----409,200.00 02/15/2031 390,000.00 4.000%15,900.00 405,900.00 - 08/15/2031 --8,100.00 8,100.00 - 09/30/2031 ----414,000.00 02/15/2032 405,000.00 4.000%8,100.00 413,100.00 - 09/30/2032 ----413,100.00 Total $1,980,000.00 -$992,980.78 $2,972,980.78 - Yield Statistics Bond Year Dollars $26,554.00 Average Life 13.411 Years Average Coupon 3.7394772% Net Interest Cost (NIC)3.7552967% True Interest Cost (TIC)3.7420844% Bond Yield for Arbitrage Purposes 3.6437444% All Inclusive Cost (AIC)3.9985637% IRS Form 8038 Net Interest Cost 3.6935032% Weighted Average Maturity 13.381 Years 2014 Rfd | SINGLE PURPOSE | 10/18/2013 | 2:18 PM Lawrence Financial Consulting LLC Registered Municipal Advisor & Texas Securities Dealer Page 3 Town of Westlake, Texas General Obligation Refunding Bonds, Series 2014 Pricing Summary Maturity Type of Bond Coupon Yield Maturity Value Price Dollar Price 02/15/2015 Serial Coupon 2.000%0.500%195,000.00 101.651% 198,219.45 02/15/2016 Serial Coupon 2.000%0.700%200,000.00 102.712% 205,424.00 02/15/2028 Term 1 Coupon 3.600%3.600%60,000.00 100.000% 60,000.00 02/15/2029 Serial Coupon 3.000%3.500%360,000.00 94.170% 339,012.00 02/15/2030 Serial Coupon 4.000%3.650%370,000.00 102.687%c 379,941.90 02/15/2031 Serial Coupon 4.000%3.750%390,000.00 101.910%c 397,449.00 02/15/2032 Serial Coupon 4.000%3.850%405,000.00 101.139%c 409,612.95 Total ---$1,980,000.00 --$1,989,659.30 Bid Information Par Amount of Bonds $1,980,000.00 Reoffering Premium or (Discount)9,659.30 Gross Production $1,989,659.30 Total Underwriter's Discount (0.700%)$(13,860.00) Bid (99.788%)1,975,799.30 Total Purchase Price $1,975,799.30 Bond Year Dollars $26,554.00 Average Life 13.411 Years Average Coupon 3.7394772% Net Interest Cost (NIC)3.7552967% True Interest Cost (TIC)3.7420844% 2014 Rfd | SINGLE PURPOSE | 10/18/2013 | 2:18 PM Lawrence Financial Consulting LLC Registered Municipal Advisor & Texas Securities Dealer Page 4 Town of Westlake, Texas Combination Tax and Limited Pledge Revenue Certificates of Obligation Series 2003 Total Refunded Debt Service Date Principal Coupon Interest Total P+I 05/01/2014 -3.875%45,315.00 45,315.00 05/01/2015 185,000.00 4.000%90,630.00 275,630.00 05/01/2016 190,000.00 4.200%83,230.00 273,230.00 05/01/2017 --75,250.00 75,250.00 05/01/2018 --75,250.00 75,250.00 05/01/2019 --75,250.00 75,250.00 05/01/2020 --75,250.00 75,250.00 05/01/2021 --75,250.00 75,250.00 05/01/2022 --75,250.00 75,250.00 05/01/2023 --75,250.00 75,250.00 05/01/2024 --75,250.00 75,250.00 05/01/2025 --75,250.00 75,250.00 05/01/2026 --75,250.00 75,250.00 05/01/2027 --75,250.00 75,250.00 05/01/2028 --75,250.00 75,250.00 05/01/2029 350,000.00 5.000%75,250.00 425,250.00 05/01/2030 365,000.00 5.000%57,750.00 422,750.00 05/01/2031 385,000.00 5.000%39,500.00 424,500.00 05/01/2032 405,000.00 5.000%20,250.00 425,250.00 Total $1,880,000.00 -$1,314,925.00 $3,194,925.00 Yield Statistics Base date for Avg. Life & Avg. Coupon Calculation 1/07/2014 Average Life 13.875 Years Average Coupon 4.9771628% Weighted Average Maturity (Par Basis) 13.875 Years Refunding Bond Information Refunding Dated Date 1/07/2014 Refunding Delivery Date 1/07/2014 2003 after 2011 rfd | SINGLE PURPOSE | 10/18/2013 | 2:18 PM Lawrence Financial Consulting LLC Registered Municipal Advisor & Texas Securities Dealer Page 5 Town of Westlake, Texas General Obligation Refunding Bonds, Series 2014 Debt Service To Maturity And To Call Part 1 of 2 Date Refunded Bonds Interest to Call D/S To Call Principal Interest Refunded D/S Fiscal Total 05/01/2014 1,880,000.00 45,315.00 1,925,315.00 -45,315.00 45,315.00 - 09/30/2014 ------45,315.00 11/01/2014 ----45,315.00 45,315.00 - 05/01/2015 ---185,000.00 45,315.00 230,315.00 - 09/30/2015 ------275,630.00 11/01/2015 ----41,615.00 41,615.00 - 05/01/2016 ---190,000.00 41,615.00 231,615.00 - 09/30/2016 ------273,230.00 11/01/2016 ----37,625.00 37,625.00 - 05/01/2017 ----37,625.00 37,625.00 - 09/30/2017 ------75,250.00 11/01/2017 ----37,625.00 37,625.00 - 05/01/2018 ----37,625.00 37,625.00 - 09/30/2018 ------75,250.00 11/01/2018 ----37,625.00 37,625.00 - 05/01/2019 ----37,625.00 37,625.00 - 09/30/2019 ------75,250.00 11/01/2019 ----37,625.00 37,625.00 - 05/01/2020 ----37,625.00 37,625.00 - 09/30/2020 ------75,250.00 11/01/2020 ----37,625.00 37,625.00 - 05/01/2021 ----37,625.00 37,625.00 - 09/30/2021 ------75,250.00 11/01/2021 ----37,625.00 37,625.00 - 05/01/2022 ----37,625.00 37,625.00 - 09/30/2022 ------75,250.00 11/01/2022 ----37,625.00 37,625.00 - 05/01/2023 ----37,625.00 37,625.00 - 09/30/2023 ------75,250.00 11/01/2023 ----37,625.00 37,625.00 - 05/01/2024 ----37,625.00 37,625.00 - 09/30/2024 ------75,250.00 11/01/2024 ----37,625.00 37,625.00 - 05/01/2025 ----37,625.00 37,625.00 - 09/30/2025 ------75,250.00 11/01/2025 ----37,625.00 37,625.00 - 05/01/2026 ----37,625.00 37,625.00 - 09/30/2026 ------75,250.00 11/01/2026 ----37,625.00 37,625.00 - 05/01/2027 ----37,625.00 37,625.00 - 09/30/2027 ------75,250.00 11/01/2027 ----37,625.00 37,625.00 - 05/01/2028 ----37,625.00 37,625.00 - 2014 Rfd | SINGLE PURPOSE | 10/18/2013 | 2:18 PM Lawrence Financial Consulting LLC Registered Municipal Advisor & Texas Securities Dealer Page 6 Town of Westlake, Texas General Obligation Refunding Bonds, Series 2014 Debt Service To Maturity And To Call Part 2 of 2 Date Refunded Bonds Interest to Call D/S To Call Principal Interest Refunded D/S Fiscal Total 09/30/2028 ------75,250.00 11/01/2028 ----37,625.00 37,625.00 - 05/01/2029 ---350,000.00 37,625.00 387,625.00 - 09/30/2029 ------425,250.00 11/01/2029 ----28,875.00 28,875.00 - 05/01/2030 ---365,000.00 28,875.00 393,875.00 - 09/30/2030 ------422,750.00 11/01/2030 ----19,750.00 19,750.00 - 05/01/2031 ---385,000.00 19,750.00 404,750.00 - 09/30/2031 ------424,500.00 11/01/2031 ----10,125.00 10,125.00 - 05/01/2032 ---405,000.00 10,125.00 415,125.00 - 09/30/2032 ------425,250.00 Total $1,880,000.00 $45,315.00 $1,925,315.00 $1,880,000.00 $1,314,925.00 $3,194,925.00 - Yield Statistics Base date for Avg. Life & Avg. Coupon Calculation 1/07/2014 Average Life 13.875 Years Average Coupon 5.0408595% Weighted Average Maturity (Par Basis) 13.875 Years Refunding Bond Information Refunding Dated Date 1/07/2014 Refunding Delivery Date 1/07/2014 2014 Rfd | SINGLE PURPOSE | 10/18/2013 | 2:18 PM Lawrence Financial Consulting LLC Registered Municipal Advisor & Texas Securities Dealer Page 7 Town of Westlake, Texas General Obligation Refunding Bonds, Series 2014 Operation of Current Refunding Date Principal Rate Receipts Disbursements Cash Balance 01/07/2014 ----- 05/01/2014 1,925,315.00 -1,925,315.00 1,925,315.00 - Total $1,925,315.00 -$1,925,315.00 $1,925,315.00 - Investment Parameters Investment Model [PV, GIC, or Securities]Securities Default investment yield target Bond Yield Cost of Investments Purchased with Bond Proceeds 1,925,315.00 Total Cost of Investments $1,925,315.00 Target Cost of Investments at bond yield $1,903,425.04 Actual positive or (negative) arbitrage (21,889.96) Yield to Receipt -3.92E-11 Yield for Arbitrage Purposes 3.6437444% 2014 Rfd | SINGLE PURPOSE | 10/18/2013 | 2:18 PM Lawrence Financial Consulting LLC Registered Municipal Advisor & Texas Securities Dealer Page 8 Town of Westlake, Texas General Obligation Refunding Bonds, Series 2014 Escrow Summary Cost Maturity Type Coupon Yield $ Price Par Amount Principal Cost +Accrued Interest = Total Cost Escrow 05/01/2014 SLGS-CI --100.0000000%1,925,315 1,925,315.00 -1,925,315.00 Subtotal ---$1,925,315 $1,925,315.00 -$1,925,315.00 Total ---$1,925,315 $1,925,315.00 -$1,925,315.00 Escrow Cost of Investments Purchased with Bond Proceeds 1,925,315.00 Total Cost of Investments $1,925,315.00 Delivery Date 1/07/2014 2014 Rfd | SINGLE PURPOSE | 10/18/2013 | 2:18 PM Lawrence Financial Consulting LLC Registered Municipal Advisor & Texas Securities Dealer Page 9 Town of Westlake, Texas General Obligation Refunding Bonds, Series 2014 Refunding Summary Part 1 of 2 Dated 01/07/2014 | Delivered 01/07/2014 Sources Of Funds Par Amount of Bonds $1,980,000.00 Reoffering Premium 9,659.30 Total Sources $1,989,659.30 Uses Of Funds Deposit to Net Cash Escrow Fund 1,925,315.00 Costs of Issuance 50,000.00 Total Underwriter's Discount (0.700%)13,860.00 Rounding Amount 484.30 Total Uses $1,989,659.30 Flow of Funds Detail State and Local Government Series (SLGS) rates for 3/15/2013 Date of OMP Candidates Net Cash Escrow Fund Solution Method Net Funded Total Cost of Investments $1,925,315.00 Total Draws $1,925,315.00 Issues Refunded And Call Dates 2003 after 2011 rfd 5/01/2014 PV Analysis Summary (Net to Net) Net PV Cashflow Savings @ 3.742%(TIC)158,328.82 Contingency or Rounding Amount 484.30 Net Present Value Benefit $158,813.12 Net PV Benefit / $1,880,000 Refunded Principal 8.448% Net PV Benefit / $1,980,000 Refunding Principal 8.021% 2014 Rfd | SINGLE PURPOSE | 10/18/2013 | 2:18 PM Lawrence Financial Consulting LLC Registered Municipal Advisor & Texas Securities Dealer Page 10 Town of Westlake, Texas General Obligation Refunding Bonds, Series 2014 Refunding Summary Part 2 of 2 Dated 01/07/2014 | Delivered 01/07/2014 Bond Statistics Average Life 13.411 Years Average Coupon 3.7394772% Net Interest Cost (NIC)3.7552967% Bond Yield for Arbitrage Purposes 3.6437444% True Interest Cost (TIC)3.7420844% All Inclusive Cost (AIC)3.9985637% 2014 Rfd | SINGLE PURPOSE | 10/18/2013 | 2:18 PM Lawrence Financial Consulting LLC Registered Municipal Advisor & Texas Securities Dealer Page 11 Page 1 of 2 estlake Town Council TYPE OF ACTION Workshop - Discussion Item Westlake Town Council Meeting Monday, October 28, 2013 TOPIC: Presentation and Discussion of the Process for Establishing a Public Improvement District (PID) for the Entrada Development and the Petition Submitted to Establish a PID for Entrada. STAFF CONTACTS: Tom Brymer, Town Manager DECISION POINTS Start Date Completion Date Timeframe: October 28, 2013 TBD Funding: Amount- None. Status- N/A Source- N/A Decision Alignment VVM Perspective Desired Outcome Sense of Place Financial Stewardship Enhance and Maintain a Sense of Community Strategic Issue Outcome Strategy Staff Action Comprehensive Planning and Management of Natural Resources N/A SA 09D1: Ordinances Strategy Map or VVM Connection Strategic Issue Connection Page 2 of 2 EXECUTIVE SUMMARY The owner of the development known as Entrada, located at the northeast corner of FM 1938 (Davis Blvd) and Solana Boulevard, will make a presentation regarding the process for establishing a Public Improvement District (PID) for construction of public infrastructure in this development as well as discuss the petition they have submitted for establishing this PID. ORGANIZATIONAL HISTORY/RECOMMENDATION Previously this property was zoned for office and retail uses. In April of this year, after much public input and meetings, the Town Council, with a unanimous recommendation from the Planning & Zoning Commission, approved a request by the owner to amend the zoning in this PD1-2 zoning district. Also in April of this year, prior to consideration of this zoning change request, the land use plan component of the Town’s Comprehensive Plan was amended to provide for the uses requested in the zoning change request for this property. The amended zoning adds certain residential and entertainment uses in order to allow development of a mixed use Planned Development on this tract. The zoning ordinance, as amended, is intended to achieve a design that emulates a European style village with a Spanish architectural theme. The development’s name is Entrada. During the re-zoning approval process it was pointed out by Staff, as well as discussed by Council, that if the zoning request was approved, the developer intended to submit to the Town a petition to create a Public Improvement District (PID) to fund the construction of the public infrastructure for this development. Further, in the Economic Development with the developer of Entrada, the Town agreed to consider creating a PID for this purpose. This Economic Development Agreement also was approved by the Town Council in April of this year. This agenda item is intended for the developer and his team to provide the Town Council with information on PID’s in general as well as the specific process and timeline for establishing a PID for the Entrada development. With the Development Plan for Entrada coming forward to Town Council for consideration for approval, the developer is ready to move forward on establishment of a PID for this property. ATTACHMENTS 1. Information on Public Improvement Districts (PID’s) in general, as well as the petition recently submitted by the developer, to establish a PID for the Entrada property (Delivered under separate cover). Page 1 of 3 estlake Town Council TYPE OF ACTION Workshop – Discussion Item Meeting – Consent Agenda Westlake Town Council Meeting Monday, October 28, 2013 TOPIC: Discussion and Consideration of Resolution 13-31, Completing Appointments to the Comprehensive Plan Review and Update Steering Committee STAFF CONTACT: Tom Brymer, Town Manager Decision Points Start Date Completion Date Timeframe: September 16, 2013 October 28, 2013 (Note: this is for appointment of the Steering Committee) Funding: Amount - $338,950 Status- Funded Source - General Fund Decision Alignment VVM Perspective Desired Outcome Exemplary Governance Customer Focus CF. Promote Best Practice Policy Governance Strategic Issue Outcome Strategy Staff Action N/A N/A N/A Page 2 of 3 EXECUTIVE SUMMARY Reviewing and updating the Town’s existing 1992 Comprehensive Plan (Comp Plan) has been identified as a Town Council priority. The existing Comprehensive Plan has not had a thorough, holistic review for possible updating since it was adopted, with the exception of changes to the land use plan portion of the Comp Plan that were made to reflect previous zoning decisions. As a point of comparison, in municipalities located in high growth areas like ours, it would be customary to perform a holistic review and update of the comprehensive plan at least once over a twenty (20) year time frame. At the August 26, 2013 Regular Meeting, the Town Council retained MESA Planning as the Planning Consultant to assist the Town in the review and update of its 1992 Comprehensive Plan It is important to note that this proposed review and update of the Town’s Comp Plan utilizes an extensive public participation component through the use of a task force/steering committee appointed by the Town Council. This public involvement process helps to attain transparency in the process of reviewing the plan and insures input from the community’s various stakeholder groups in the Comp Plan’s updated content. The Role of the Steering Committee: The Westlake Comprehensive Plan Steering Committee is a central link between the on-going work of the Planning Consultant and the public input that informs that work. The Steering Committee assures the Town that key public concerns are heard by the consultant and addressed in the process of plan formulation. As the planning moves toward finalization, adoption, and application, the Steering Committee emerges as a leadership that: • Speaks to adoption of the plan when brought to the Planning Commission and Council (as the product of a process of community participation) • Observes and advocates for application of the plan in the on-going decision processes of governance • Advises as to the meaning of the plan in areas where such understanding is needed (using their participation in the Plan Process as a basis for such clarification) Characteristics of the Steering Committee: Staff and our planning consultant recommend that the Town Council recruit and appoint community members, land owners, residents, business people, and other key stakeholders across the Town to this Steering Committee. Further, Staff recommends that the size of the working group be no more than 12 persons, appointed to the Committee by the Council. It is also recommended that the Steering Committee have one chairperson. Update from September 16, 2013 Town Council Regular Meeting: At this meeting the Council made some appointments to the Steering Committee on Resolution 13-28 as follows: Darrell Johnson, Paul Beachamp (pending acceptance), Greg Goble, Joe Schneider (pending acceptance, note- Mr. Schneider accepted), Alesa Belvedere, Mehrdad Mooayedi or a representative, Roland Arthur, (pending acceptance). Staff will report on some recommendations at this workshop meeting about some additional members that the Council might want to consider placing on this Committee. Page 3 of 3 Further appointments are needed if Council wishes to make this group 9-12 in size (including a Town Council liaison), which is the size recommended by Staff. Consequently, this item has been scheduled for discussion of additional appointments at the workshop. A resolution is on the regular meeting agenda to appoint remaining members of this Steering Committee. ORGANIZATIONAL HISTORY/RECOMMENDATION Staff recommends a Steering Committee membership of 9-12 members which would include a chair person and a member of the Town Council to serve as a liaison between the Steering Committee and Town Council. ATTACHMENTS 1. Resolution 13-28, approved September 16, 2013 2. Resolution 13-31 3. Resolution 13-31, Exhibit A-Job description for Members of Comprehensive Plan Update Steering Committee Resolution 13-31 Page 1 of 2 TOWN OF WESTLAKE RESOLUTION 13-31 A RESOLUTION OF THE TOWN COUNCIL OF THE TOWN OF WESTLAKE, TEXAS, COMPLETING APPOINNTMENT OF THE COMPREHENSIVE PLAN REVIEW & UPDATE STEERING COMMITTEE. WHEREAS, the Town Council recognizes the importance of citizen engagement and involvement as a critical component to the Town’s efforts to review and update its existing Comprehensive Plan; and, WHEREAS, the Westlake Town Council has identified as a priority the review and update of the 1992 Comprehensive Plan and has retained the services of a Planning Consultant to assist the Town’s efforts in the review process; and, WHEREAS, to provide for citizen engagement and involvement during this important process, the Town Council wishes to create and appoint a Comprehensive Plan Steering Committee to serve as a central link between the on-going work of the Planning Consultant and the public input that informs that work; and, WHEREAS, the Town Council intends for the Comprehensive Plan Steering Committee to represent a cross section of the Town of Westlake and, as such, the Committee will be constituted of stakeholders including land owners, residents, business people, and other key Town of Westlake stakeholders; and, WHEREAS, The Comprehensive Plan Steering Committee is intended to assure the Town that key public concerns are heard by the Planning Consultant and addressed in the process of plan review and formulation and the Town Council Appointed Some Members to this Committee at its September 16, 2013 Regular Meeting and Wishes to Complete These Appointments; and, WHEREAS, the Town Council finds that the passage of this Resolution is in the best interest of the citizens of Westlake. NOW, THEREFORE, BE IT RESOLVED BY THE TOWN COUNCIL OF THE TOWN OF WESTLAKE, TEXAS: SECTION 1: That all matters stated in the Recitals hereinabove are found to be true and correct and are incorporated herein by reference as if copied in their entirety. SECTION 2: That the Town of Westlake Town Council appointed the following persons to the Comprehensive Plan Update Steering Committee at the Council’s September 16, 2013 Regular Meeting and approved Resolution 13-28 as follows: Darrell Johnson Paul Beauchamp (pending acceptance) Resolution 13-31 Page 2 of 2 Greg Goble Joe Schneider Alesa Belvedere Roland Arthur, (pending acceptance) Mehrdad Moayedi or a representative SECTION 3: That the Town of the Westlake Town Council wishes to complete the appointment of remaining members of the Comprehensive Plan Update Steering Committee as follows: NAMES TO BE INSERTED SECTION 4: That, the Town Council approves the attached Exhibit “A” as a part of this resolution providing a general description of the scope and duties of this Steering Committee as it works with the Town’s Planning Consultant on the update and review of the Town’s 1992 Comprehensive Plan. SECTION 5: If any portion of this Resolution shall, for any reason, be declared invalid by any court of competent jurisdiction, such invalidity shall not affect the remaining provisions hereof and the Council hereby determines that it would have adopted this Resolution without the invalid provision. SECTION 6: That, this resolution shall become effective from and after its date of passage. PASSED AND APPROVED ON THIS 28TH DAY OF OCTOBER, 2013. ___________________________________ Laura Wheat, Mayor ATTEST: ________________________________ ___________________________________ Kelly Edwards, TRMC, Town Secretary Thomas E. Brymer, Town Manager APPROVED AS TO FORM: ________________________________ Stan Lowry, Town Attorney Page 1 of 2 FORGING THE FUTURE: WESTLAKE COMPREHENSIVE PLAN UPDATE STEERING COMMITTEE JOB DESCRIPTION The Role of the Steering Committee: The Westlake Comprehensive Plan Steering Committee is a central link between the on-going work of the Planning Consultant and the Public Input that informs that work. The Steering Committee assures the City that key public concerns are heard by the consultant and addressed in the process of plan formulation. As the planning process moves toward finalization, adoption, and application; the Steering Committee emerges as a leadership that: • Speaks to adoption of the plan when brought to the Commission and Council (as the product of a process of community participation) • Observes and advocates for application of the plan in the on-going decision processes of governance • Advises as to the meaning of the plan in areas where such understanding is needed (using their participation in the Plan Process as a basis for such clarification) Characteristics of the Steering Committee: Efforts will be made to recruit community members, land owners, residents, business people, and other key stakeholders across the Town of Westlake. The size of the working group will be no more than 12 persons, appointed to the Steering Committee by the Town Council. The working group will have one chairperson. Responsibilities of the Steering Committee Member: In order to fulfill the above described role, each member of the Steering Committee is an active participant in the planning process with the following responsibilities: • Steering Committee members will be asked to speak in behalf of the Comprehensive Plan as it moves toward completion. • Steering Committee members will be asked to lead discussion groups during the public participation process • Steering Committee members will be asked to review materials to be presented to pubic workshops. • Steering Committee members will be asked to clarify public input received. • More specifically, members of the Steering Committee will: o Attend the Kick-off meeting with the consultant Planning Team to become familiar with the scope of work, the planning process, and the general materials that the plan must address. Page 2 of 2 o Attend three pre-public workshop work sessions to become familiar with the consultant’s work to date, review material to be presented at each of the public workshops, comment on the workshop materials, collaborate with the consultant as to the sequence of workshop events, understand the Committee Members’ role in each workshop, and strategize with the consultant as to how attendance can be maximized. o Attend each of the three public workshops, performing the following workshop activities:  Workshop #1: Goals and Objectives  Leading breakout group sessions and document key points of discussion on a flip chart  Presenting the key ideas, suggestions, comments, concerns identified during the break-out group to the full body of participants (assembled after the break-out group discussions are completed)  Help the Consultant team understand the input received  Workshop #2: Planning Framework  Same as above  Public Workshop #3: Putting It All Together (Town hall Session)  Monitor one of the Plan Component Stations (such as a land use station) set up for the public review as they walk among all stations  Answer questions posed by participants  Document further key inputs o Attend a post workshop/ pre-report submittal work session to review the final plan components, public input received at Workshop #3, and strategize regarding plan adoption o Attend Public Hearings during the process of plan consideration and adoption. Members of the Steering Committee will lead the presentation by introduction and closing statements. o Help launch/ establish a planning advisory committee that will be an on-going link between the plan process and plan application over time. Time Commitments: It is anticipated that a minimum of 20 hours will be devoted to meetings over the 9 month duration of the plan process. EXECUTIVE SESSION The Council will conduct a closed session pursuant to Texas Government Code, annotated, Chapter 551, Subchapter D for the following: a. Section 551.071(2) Consultation with Attorney - to seek advice of counsel on legal matters involving pending or contemplated litigation, settlement offers, or other legal matters not related directly to litigation or settlement. Pending or contemplated litigation and settlement offers include but are not limited to the following: Westlake Academy Facility Expansion b. Section 551.071 (2) Consultation with Attorney on a matter in which the duty of the attorney to the governmental body under the Texas Disciplinary Rules of Professional Conduct of the State Bar of Texas clearly conflicts with the is Chapter including but are not limited to the following: Town of Westlake Certificate of Convenience & Necessity (CCN) for water and sewer service. c. Section 551.071(2) Consultation with Attorney - to seek advice of counsel on legal matters involving pending or contemplated litigation, settlement offers, or other legal matters not related directly to litigation or settlement. Pending or contemplated litigation and settlement offers include but are not limited to the following: Trophy Club Municipal District Number 1 d. Section 551.087: Deliberation Regarding Economic Development Negotiations – to deliberate the offer of a financial or other incentive to a business prospect. Town of Westlake Workshop Item # 5 – Executive Session Town of Westlake Workshop Item # 6 – Reconvene Meeting EXECUTIVE SESSION The Council will conduct a closed session pursuant to Texas Government Code, annotated, Chapter 551, Subchapter D for the following: a. Section 551.071(2) Consultation with Attorney - to seek advice of counsel on legal matters involving pending or contemplated litigation, settlement offers, or other legal matters not related directly to litigation or settlement. Pending or contemplated litigation and settlement offers include but are not limited to the following: Westlake Academy Facility Expansion b. Section 551.071 (2) Consultation with Attorney on a matter in which the duty of the attorney to the governmental body under the Texas Disciplinary Rules of Professional Conduct of the State Bar of Texas clearly conflicts with the is Chapter including but are not limited to the following: Town of Westlake Certificate of Convenience & Necessity (CCN) for water and sewer service. c. Section 551.071(2) Consultation with Attorney - to seek advice of counsel on legal matters involving pending or contemplated litigation, settlement offers, or other legal matters not related directly to litigation or settlement. Pending or contemplated litigation and settlement offers include but are not limited to the following: Trophy Club Municipal District Number 1 d. Section 551.087: Deliberation Regarding Economic Development Negotiations – to deliberate the offer of a financial or other incentive to a business prospect. Town of Westlake Workshop Item # 7 – Take any Necessary Action, if needed COUNCIL RECAP / STAFF DIRECTION Town of Westlake Workshop Item #8- Council Recap / Staff Direction Town of Westlake Workshop Item # 9- Workshop Adjournment Back up material has not been provided for this item. CITIZEN PRESENTATIONS AND RECOGNITIONS: This is an opportunity for citizens to address the Council on any matter whether or not it is posted on the agenda. The Council cannot by law take action nor have any discussion or deliberations on any presentation made to the Council at this time concerning an item not listed on the agenda. The Council will receive the information, ask staff to review the matter, or an item may be noticed on a future agenda for deliberation or action. Proclamation recognizing November 4 - November 8, 2013, as Municipal Court Week. Town of Westlake Item # 2 – Citizen’s Presentations and recognitions Whereas: The Municipal Court of Westlake, Texas, a time honored and vital part of local government has existed since, January 1, 2002, and Whereas: More people, citizens and non-citizens alike, come in personal contact with municipal courts than all other Texas courts combined, and Whereas: Public impression of the entire Texas judicial system is largel y dependent upon the public’s experience in municipal court, and Whereas: The Municipal Courts play a significant role in preserving the qualit y of life in Texas communities through the adjudication of traffic offenses, ensuring a high level of traffic safet y for our citizens, Whereas: The Municipal Courts serve as the local justice center for the enforcement of local ordinances and fine-only state offenses that protect the peace and dignit y of our community, Whereas: I, Laura Wheat, Mayor of the Town of Westlake, do hereby recognize the week of November 4 - November 8, 2013, as Municipal Court Week, and further extend appreciation to our Municipal Judges and court support personnel Brad Bradley, Municipal Court Judge Eric Ransleben, Municipal Court Judge (Alternate) Sharon Wilson, Court Supervisor Martha Solis, Deputy Court Clerk Vickie Brown, Deputy Court Clerk Troy Crow, Town Marshal for the vital services they perform and their exemplary dedication to our community. I call upon all residents of Westlake to join with the Town Council in recognizing the vital service the y perform and their exemplary dedication. Executed this 28th day of October, 2013. ____________________________________ Laura Wheat, Mayor Town of Westlake Proclamation CONSENT AGENDA: All items listed below are considered routine by the Town Council and will be enacted with one motion. There will be no separate discussion of items unless a Council Member or citizen so requests, in which event the item will be removed from the general order of business and considered in its normal sequence. a. Consider approval of the minutes from the September 9, 2013, meeting. b. Consider approval of the minutes from the September 16, 2013, meeting. c. Consider approval of the minutes from the October 7, 2013, meeting. d. Consider approval of Ordinance 716, Atmos Energy Corp., Mid-Tex Division regarding the company’s 2013 Annual Rate Review Mechanism filing. e. Consider approval of Ordinance 717, Amending the Town of Westlake Code Of Ordinances, Chapter 38, Article II, Fire Prevention, Section 38-31; Adoption of the 2012 Fire Code. f. Consider approval of Resolution 13-29, Approving TxDot Change Order 3. g. Consider approval of Resolution 13-30, Awarding the Bid to C. Green Scaping, LP for the FM 1938 Phase 3 Streetscape enhancement project. h. Consider approval of Resolution 13-31, Appointments of Comprehensive Plan steering committee members. i. Consideration approval of Ordinance 718, Authorizing the issuance of general obligation refunding bonds; establishing procedures for the sale and delivery of the bonds; providing for the security for and payment of said bonds; providing an effective date; and enacting other provisions related to the subject to include “Delegated Pricing”. Town of Westlake Item # 3 – Discussion of Consent items Town Council Minutes 09/09/13 Page 1 of 2 MINUTES OF THE TOWN OF WESTLAKE, TEXAS SPECIAL TOWN COUNCIL MEETING September 9, 2013 PRESENT: Mayor Laura Wheat, Council Members Michael Barrett, Clif Cox, Carol Langdon, and Wayne Stoltenberg. ABSENT: Rick Rennhack OTHERS PRESENT: Town Manager Tom Brymer, Town Secretary Kelly Edwards, Assistant to the Town Manager Amanda DeGan, and Finance Director Debbie Piper. Special Session 1. CALL TO ORDER Mayor Wheat called the meeting to order at 6:54 p.m. 2. EXECUTIVE SESSION The Council convened into executive session at 6:54 p.m. The Council will conduct a closed session pursuant to Texas Government Code, annotated, Chapter 551, Subchapter D for the following: a. Section 551.072: Deliberation Regarding Real Property – to deliberate the purchase, exchange, lease or value of real property. b. Section 551.074(a)(1): Deliberation Regarding Personnel Matters – to deliberate the appointment, employment, evaluation, reassignment, duties, of a public officer or employee: Town Manager 3. RECONVENE MEETING Mayor Wheat reconvened the meeting at 9:28 p.m. Town Council Minutes 09/09/13 Page 2 of 2 4. TAKE ANY ACTION, IF NEEDED, FROM EXECUTIVE SESSION ITEMS. No action taken. 5. ADJOURNMENT There being no further business before the Mayor Wheat asked for a motion to adjourn the meeting. MOTION: Council Member Langdon made a motion to adjourn the meeting. Council Member Stoltenberg seconded the motion. The motion carried by a vote of 4-0. Mayor Wheat adjourned the meeting at 9:28 p.m. APPROVED BY THE TOWN COUNCIL ON OCTOBER 28, 2013. ATTEST: _____________________________ Laura Wheat, Mayor _____________________________ Kelly Edwards, Town Secretary Town Council Minutes 09/16/13 Page 1 of 6 MINUTES OF THE TOWN OF WESTLAKE, TEXAS TOWN COUNCIL MEETING September 16, 2013 PRESENT: Mayor Laura Wheat and Council Members, Clif Cox, Carol Langdon, Rick Rennhack and Wayne Stoltenberg. Michael Barrett arrived at 7:01 p.m. ABSENT: OTHERS PRESENT: Town Manager Tom Brymer, Town Secretary Kelly Edwards, Assistant to the Town Manager Amanda DeGan, Town Attorney Stan Lowry, Finance Director Debbie Piper, Assistant to the Town Manager Ben Nibarger, Planning and Development Director Eddie Edwards, Facilities and Recreation Director Troy Meyer, Fire Chief Richard Whitten, Director of Public Works Jarrod Greenwood, Communications & Community Affairs Director Ginger Awtry, Public Works Director Jarrod Greenwood, Information Technology Director Jason Power, Human Resources and Administration Services Director Todd Wood and Special Projects Coordinator, John Zagurski. Workshop Session 1. CALL TO ORDER Mayor Wheat called the workshop to order at 5:16 p.m. 2. PLEDGE OF ALLEGIANCE Mayor Wheat led the pledge of allegiance to the United States and Texas flags. Town Council Minutes 09/16/13 Page 2 of 6 3. REVIEW OF CONSENT AGENDA ITEMS FOR THE SEPTEMBER 16, 2013, TOWN COUNCIL REGULAR MEETING AGENDA. Discussion ensued regarding item f Capital Improvement Plan proposed projects in Wyck Hill, lighting and park equipment in Glen Wyck Park, and trail improvements. 4. DISCUSSION ITEMS a. Balance scorecard strategy mapping review. Assistant Town Manager DeGan provided a presentation and overview of the Balanced Scored discussions, proposed tag line, and reviewed the Mission and Vision statements. Each team provided an overview of the Theme Team tier 1 objectives and provided a description. b. Standing Item: Update and discussion regarding Westlake Academy Phase I expansion project and enrollment projections. Facilities and Recreation Director Meyer stated that piers have been installed and construction will begin on the field house. 5. COUNCIL RECAP / STAFF DIRECTION Prepare revisions as discussed to the Balanced Scorecard documents. Revise the wording in the CIP to reflect General Park improvements. 6. ADJOURNMENT Mayor Wheat adjourned the workshop at 6:15 p.m. Town Council Minutes 09/16/13 Page 3 of 6 Regular Session 1. CALL TO ORDER Mayor Wheat called the meeting to order at 6:33 p.m. 2. CITIZEN PRESENTATIONS AND RECOGNITIONS No one addressed the Council. 3. CONSENT AGENDA a. Consider approval of the minutes from the August 26, 2013, meeting b. Consider approval of Ordinance 709, Amending Chapter 26, Community Development, Article II Unified Development Code, Division 2 Authority; Administrative Procedures, Sec. 26-67(A), Planning and Zoning Commission; Providing for the addition of an “Second Alternate Member” of the Planning and Zoning Commission. c. Consider approval of Resolution 13-26, Appointing a new member and Alternate 1 and 2 members to the Planning and Zoning Commission. d. Consider approval of Ordinance 710, Amending Chapter 2, Administration, Article IV Records Management. e. Consider approval of Ordinance 711, Amending Chapter 18 Adopting 2012 Editions of the International Building Code (IBC), International Residential Code (IRC), International Energy Conservation Code (IECC), International Fuel Gas Code (IFGC), International Mechanical Code (IMC), International Plumbing Code (IPC), and the 2011 Edition of the National Electrical Code (NEC), along with amendments for each code. f. Consider approval of Ordinance 712, Adopting Fiscal Year 2013-2018 Capital Improvement Plan. g. Consider approval of Ordinance 713, Adopting a Town Limit Boundary map. MOTION: Council Member Cox made a motion to approve the consent agenda. Council Member Langdon seconded the motion. The motion carried by a vote of 4-0. 4. CONSIDER APPROVAL OF RESOLUTION 13-27, REGARDING THE MARRIOTT SOLANA INCENTIVE AGREEMENT. Finance Director Piper introduced Mr. Todd Winch, General Manager, of the Marriott Solana. Town Council Minutes 09/16/13 Page 4 of 6 Mr. Winch provided an presentation and overview of the 2012 occupancy levels and proposed that the incentive program booking be revised to allow a minimum of $10,000.00 in room revenue be considered up to a maximum of $5,000.00 Discussion ensued regarding the 2012 group bookings, if the incentive should be attached to food and beverage, and the marketing material promoting the Town. MOTION: Council Member Stoltenberg made a motion to approve Resolution 13-27. Council Member Langdon seconded the motion. The motion carried by a vote of 4-0. 5. CONDUCT A PUBLIC HEARING AND CONSIDERATION OF ORDINANCE 714, REVISING THE BUDGET FOR THE 2012-2013 FISCAL YEAR; ADOPTING THE BUDGET FOR THE TOWN OF WESTLAKE, TEXAS FOR THE FISCAL YEAR BEGINNING OCTOBER 1, 2013 AND ENDING SEPTEMBER 30, 2014 INCLUDING INVESTMENT POLICY, FISCAL AND BUDGETARY POLICIES, COMMITTED AND ASSIGNED FUND BALANCES; PROVIDING AUTHORIZATION TO THE TOWN MANGER TO APPROVE APPROPRIATED FUNDS UP TO $25,000. Finance Director Piper provided a presentation and overview of the proposed budget. Mayor Wheat opened the public hearing No one addressed the Council. Mayor Wheat closed the public hearing. MOTION: Council Member Cox made a motion to approve Ordinance 714. Council Member Stoltenberg seconded the motion. The motion carried by a vote of 4-0. For: Cox, Langdon, Rennhack, and Stoltenberg Against: None 6. CONSIDERATION AND DISCUSSION OF ORDINANCE 715, LEVYING TAXES TO BE ASSESSED ON ALL TAXABLE PROPERTIES WITHIN THE TOWN LIMITS OF THE TOWN OF WESTLAKE FOR THE TAX YEAR 2013 (FISCAL YEAR 2013-2014). Director Piper provided an overview of property tax allocation and noted there were no changes from last year. MOTION: Council Member Rennhack made a motion to approve Ordinance 715. Council Member Langdon seconded the motion. The motion carried by a vote of 4-0. Town Council Minutes 09/16/13 Page 5 of 6 7. CONSIDERATION AND DISCUSSION OF RESOLUTION 13-28, APPOINTING MEMBERS TO THE COMPREHENSIVE PLANNING STEERING COMMITTEE. Town Manager Brymer provided an overview of the item. Mayor Wheat recommended the following list of candidates: Darrell Johnson, Paul Beauchamp (pending acceptance), Greg Goble, Joe Schneider (pending acceptance), Alesa Belvedere, Mehrdad Moayedi or a representative, and Roland Arthur, (pending acceptance) MOTION: Council Member Rennhack made a motion to approve Resolution 13-28. Council Member Cox seconded the motion. The motion carried by a vote of 5-0. Mayor Wheat recessed the meeting at 7:02 p.m., to convene the Special School Board meeting. Mayor Wheat reconvened the meeting at 7:14 p.m. 8. EXECUTIVE SESSION The Council convened into Executive Session at 7:14 p.m. The Council will conduct a closed session pursuant to Texas Government Code, annotated, Chapter 551, Subchapter D for the following: a. Section 551.071 (2) Consultation with Attorney on a matter in which the duty of the attorney to the governmental body under the Texas Disciplinary Rules of Professional Conduct of the State Bar of Texas clearly conflicts with the is Chapter including but are not limited to the following: Town of Westlake Certificate of Convenience & Necessity (CCN) for water and sewer service. b. Section 551.071(2) Consultation with Attorney - to seek advice of counsel on legal matters involving pending or contemplated litigation, settlement offers, or other legal matters not related directly to litigation or settlement. Pending or contemplated litigation and settlement offers include but are not limited to the following: Trophy Club Municipal District Number 1 c. Section 551.071(2) Consultation with Attorney - to seek advice of counsel on legal matters involving pending or contemplated litigation, settlement offers, or other legal matters not related directly to litigation or settlement. Pending or contemplated litigation and settlement offers include but are not limited to the following: Texas Student Housing vs. Brazos County Appraisal District and Appraisal Review Board for Brazos County Appraisal District Town Council Minutes 09/16/13 Page 6 of 6 9. RECONVENE MEETING Mayor Wheat reconvened the meeting at 8:51 p.m. 10. TAKE ANY ACTION, IF NEEDED, FROM EXECUTIVE SESSION ITEMS. No action taken. 11. FUTURE AGENDA ITEMS 12. COUNCIL CALENDAR 13. ADJOURNMENT There being no further business before the Council, Mayor Wheat asked for a motion to adjourn the meeting. MOTION: Council Member Rennhack made a motion to adjourn the meeting. Council Member Langdon seconded the motion. The motion carried by a vote of 5-0. Mayor Wheat adjourned the meeting at 8:52 p.m. APPROVED BY THE TOWN COUNCIL ON OCTOBER 28, 2013. ATTEST: _____________________________ Laura Wheat, Mayor _____________________________ Kelly Edwards, Town Secretary Town Council Minutes 10/07/13 Page 1 of 2 MINUTES OF THE TOWN OF WESTLAKE, TEXAS TOWN COUNCIL & PLANNING AND ZONING COMMISSION WORKSHOP October 7, 2013 PRESENT: Mayor Laura Wheat and Council Members Michael Barrett, Clif Cox, Carol Langdon, David Levitan and Rick Rennhack. PRESENT: Planning and Zoning Chairman Bill Greenwood and Planning & Zoning Commissioners Allen Heath, Walter Copeland, and Alesa Belvedere, Alternate members Sharon Sanden and Ryan Groce. ABSENT: Commissioner Tim Brittan OTHERS PRESENT: Town Manager Tom Brymer, Town Secretary Kelly Edwards, Finance Director Debbie Piper, Planning and Development Director Eddie Edwards, Facilities and Recreation Director Troy Meyer, Public Works Jarrod Greenwood, WA Administrative Coordinator Ben Nibarger, and IT Director Jason Power. Work Session 1. CALL TO ORDER Mayor Wheat called the work session to order at 7:09 p.m. Town Council Minutes 10/07/12 Page 2 of 2 2. PRESENTATION AND DISCUSSION OF THE ENTRADA DEVELOPMENT PLAN AND PRELIMINARY PLAT AS WELL AS THE SITE PLAN FOR THE PORTION OF THE DEVELOPMENT WHERE THE SALES OFFICE WOULD BE LOCATED. THE ENTRADA PLANNED DEVELOPMENT IS AN 85 ACRE PARCEL OF LAND GENERALLY LOCATED AT THE SOUTHEAST CORNER OF THE INTERSECTION OF HIGHWAY 114 AND DAVIS BOULEVARD. (NO ACTION WILL BE TAKEN) Town Manager Brymer provided an overview of the proposed development. Mr. Jeff Blackard provided a presentation and overview of the Entrada development. Discussion ensued regarding the location of proposed structures, phasing of construction, and the development plan approval process. 3. DISCUSSION REGARDING THE STATUS OF THE GRANDA DEVELOPMENT. Town Manager Brymer provided an overview and status of the phase one construction. Phase one of the project will include approximately forty-one (41) lots. The sales office proposed in the Entrada development will also be used for sales in the Granada subdivision. 4. DISCUSSION REGARDING THE STATUS OF THE COMPREHENSIVE PLAN REVIEW AND UPDATE. Town Manager Brymer provided an update of the planning process. 5. ADJOURNMENT There being no further business before the boards, Mayor Wheat and Chairman Greenwood adjourned the workshop at 9:01 p.m. APPROVED BY THE TOWN COUNCIL ON OCTOBER 28, 2013. ATTEST: _____________________________ Laura Wheat, Mayor _____________________________ Kelly Edwards, Town Secretary Page 1 of 3 estlake Town Council TYPE OF ACTION Regular Meeting - Consent Westlake Town Council Meeting Monday, October 28, 2013 TOPIC: Consideration of an Ordinance Approving and Adopting A Rate Schedule “RRM- Rate Review Mechanism” for Atmos Energy Corporation, Mid-Tex Division as Recommended by the Atmos Cities’ Steering Committee’s Executive Committee. STAFF CONTACT: Tom Brymer, Town Manager DECISION POINTS Start Date Completion Date Timeframe: October 28, 2013 October 28, 2013 Funding: Amount- N/A Status- N/A Source- N/A Decision Alignment VVM Perspective Desired Outcome Service Excellence Customer Focus CF.Promote Community Health, Safety & Welfare Strategic Issue Outcome Strategy Staff Action N/A N/A N/A Strategy Map or VVM Connection Strategic Issue Connection Page 2 of 3 EXECUTIVE SUMMARY Atmos Energy has filed for a $22.7 million system-wide rate increase. The Atmos Cities’ Steering Committee, of which Westlake is a member, has reviewed this increase according to the RRM process agreed to by the Atmos Cities and Atmos Energy earlier this year. The ACSC is recommending approving a rate tariff that provides for a $16. 6 million revenue increase system- wide. ORGANIZATIONAL HISTORY/RECOMMENDATION The Town of Westlake, along with 164 other cities served by Atmos Energy Corporation, Mid-Tex Division (“Atmos Mid-Tex” or “Company”), is a member of the Atmos Cities Steering Committee (“ACSC” or “Steering Committee”). In 2007, ACSC and Atmos Mid-Tex agreed to implement an annual rate review mechanism for Atmos Mid-Tex, known as the Rate Review Mechanism (“RRM”), as a temporary replacement for the statutory mechanism known as GRIP (the “Gas Reliability Infrastructure Program”). This first RRM tariff expired in 2011, but the ACSC negotiated with Atmos Energy to reinstate the RRM process earlier this year. The Westlake Town Council approved by ordinance use of the RRM process at its June 17, 2013 meeting. On or about July 15, 2013, Atmos Mid-Tex filed with the Town an application to increase natural gas rates pursuant to the Rate Review Mechanism (“RRM”) tariff renewed by the Town in 2013 as a continuation and refinement of the previous RRM rate review process. This is the first annual RRM filing under the renewed RRM tariff. This latest Atmos Mid-Tex RRM filing sought a $22.7 million rate increase system- wide based on an alleged test-year cost of service revenue deficiency of $25.7 million. The Town worked with ACSC to analyze the schedules and evidence offered by Atmos Mid-Tex to support its request to increase rates. The Ordinance and attached rate tariffs are the result of negotiations between ACSC and the Company to resolve issues raised by ACSC during the review and evaluation of Atmos Mid-Tex’s RRM filing. The Ordinance resolves the Company’s RRM filing by authorizing additional revenues to the Company of $16.6 million system-wide. For purposes of comparison, this negotiated result is about $11 million less than what ACSC’s consultants calculated that Atmos would have been entitled to if Atmos had filed a case under the Gas Reliability Infrastructure Program (“GRIP”) rather than an RRM case. The settlement is expected to increase the average residential customer’s bill by approximately $0.74 per month. An Average Bill Comparison of base rates has been prepared for residential, commercial, industrial, and transportation customers. The ACSC Executive Committee and ACSC legal counsel recommend that all ACSC Cities adopt the Ordinance implementing the rate change. Town Staff recommends approval as well. 0T Page 3 of 3 ATTACHMENTS 1. Staff Report 2.) Ordinance Adopting RRM Tariff 3.) Attachment “A” to Ordinance- RRM Rate Schedule 4166249.1 1 MODEL STAFF REPORT The City, along with approximately 164 other cities served by Atmos Energy Mid-Tex Division (“Atmos Mid-Tex” or “Company”), is a member of the Atmos Cities Steering Committee (“ACSC”). On or about July 15, 2013, Atmos Mid-Tex filed with the City an application to increase natural gas rates pursuant to the Rate Review Mechanism (“RRM”) tariff renewed by the City in 2013 as a continuation and refinement of the previous RRM rate review process. This is the first annual RRM filing under the renewed RRM tariff. The Atmos Mid-Tex RRM filing sought a $22.7 million rate increase system-wide based on an alleged test-year cost of service revenue deficiency of $25.7 million. The City worked with ACSC to analyze the schedules and evidence offered by Atmos Mid-Tex to support its request to increase rates. The Ordinance and attached rate tariffs are the result of negotiations between ACSC and the Company to resolve issues raised by ACSC during the review and evaluation of Atmos Mid-Tex’s RRM filing. The Ordinance resolves the Company’s RRM filing by authorizing additional revenues to the Company of $16.6 million system -wide. For purposes of comparison, this negotiated result is about $11 million less than what ACSC’s consultants calculated that Atmos would have been entitled to if Atmos had filed a case under the Gas Reliability Infrastructure Program (“GRIP”) rather than an RRM case. The settlement is expected to increase the average residential customer’s bill by approximately $0.74 per month. An Average Bill Comparison of base rates has been prepared for residential, commercial, industrial, and transportation customers. The ACSC Executive Committee and ACSC legal counsel recommend that all ACSC Cities adopt the Ordinance implementing the rate change. RRM Background: The RRM tariff was originally approved by ACSC Cities as part of the settlement agreement to resolve the Atmos Mid-Tex 2007 system-wide rate filing at the Railroad Commission. In early 2013, the City adopted a renewed RRM tariff for an additional five years. Atmos Mid-Tex’s July 2013 filing was made pursuant to the renewed RRM tariff. The RRM tariff and the process implementing that tariff were created collaboratively by ACSC and Atmos Mid-Tex as an alternative to the legislatively-authorized GRIP surcharge process. ACSC has opposed GRIP because it constitutes piecemeal ratemaking, does not allow any review of the reasonableness of Atmos’ expenditures, and does not allow participation by cities or recovery of cities’ rate case expenses. In contrast, the RRM process has allowed for a more comprehensive rate review and annual adjustment as a substitute for GRIP filings. ACSC’s consultants have calculated that had Atmos filed under the GRIP provisions, it would have received additional revenues from ratepayers in excess of $28 million. Purpose of the Ordinance: Rates cannot change without the adoption of rate ordinances by cities. No related matter is pending at the Railroad Commission. The purpose of the Ordinance is to approve rates 4166249.1 2 (shown on “Attachment A” to the Ordinance) that reflect the negotiated rate changes pursuant to the RRM process and to ratify the recommendation of the ACSC Executive Committee. Please make sure that the tariffs are attached when the Ordinance is passed by the City Council. As a result of the negotiations, ACSC was able to reduce the Company’s requested $22.7 million RRM increase to $16.6 million. Approval of the Ordinance will result in the implementation of new rates that increase Atmos Mid-Tex’s revenues effective November 1, 2013. Reasons Justifying Approval of the Negotiated Resolution: Consultants working on behalf of ACSC Cities have investigated the support for the Company’s requested rate increase. While the evidence does not support the $22.7 million increase requested by the Company, ACSC’s consultants agree that the Company can justify an increase in revenues of some lesser amount. The agreement on $16.6 million is a compromise between the positions of the parties. The alternative to a resolution of the RRM filing would be a GRIP filing by the Company, based upon the Railroad Commission’s decision in the 2012 rate case. A GRIP filing would entitle the Company to receive more than $28 million in additional revenues, with ACSC being precluded from reviewing the reasonableness of the GRIP filing. The ACSC Executive Committee recommends that ACSC members take action to approve the Ordinance authorizing new rate tariffs. No Changes to Residential Customer Charges: For the first annual filing under the revised RRM tariff, the Company agreed to forgo any change to the residential customer charge. Therefore, for the 2013 RRM, the result of the filing will not increase the residential customer charge, and the entirety of the increase to the residential class will be applied to the commodity (natural gas consumption) component of rates. Explanation of “Be It Ordained” Paragraphs: 1. This paragraph approves all findings in the Ordinance. 2. This section adopts the attached tariffs (“Attachment A”) in all respects and finds the rates set pursuant to the attached tariffs to be just, reasonable and in the public interest. Note that only new tariffs or existing tariffs being revised are attached to the Ordinance. Existing tariffs not being changed in any way are not attached to the Ordinance. 3. This section requires the Company to reimburse ACSC for reasonable ratemaking costs associated with reviewing and processing the RRM application. 4. This section repeals any resolution or ordinance that is inconsistent with this Ordinance. 4166249.1 3 5. This section finds that the meeting was conducted in compliance with the Texas Open Meetings Act, Texas Government Code, Chapter 551. 6. This section is a savings clause, which provides that if any section(s) is later found to be unconstitutional or invalid, that finding shall not affect, impair or invalidate the remaining provisions of this Ordinance. This section further directs that the remaining provisions of the Ordinance are to be interpreted as if the offending section or clause never existed. 7. This section is a “most favored nations” clause. It provides that if the Company settles with other parties on better terms than agreed to with the ACSC Cities, the ACSC Cities (including the City) will automatically receive the benefit of those better terms. 8. This section provides for an effective date upon passage. 9. This paragraph directs that a copy of the signed Ordinance be sent to a representative of the Company and legal counsel for ACSC. Ordinance 716 Page 1 of 3 TOWN OF WESTLAKE ORDINANCE NO. 716 AN ORDINANCE OF THE TOWN COUNCIL OF THE TOWN OF WESTLAKE, TEXAS, APPROVING A NEGOTIATED RESOLUTION BETWEEN THE ATMOS CITIES STEERING COMMITTEE AND ATMOS ENERGY CORP., MID-TEX DIVISION REGARDING THE COMPANY’S 2013 ANNUAL RATE REVIEW MECHANISM FILING IN ALL CITIES EXERCISING ORIGINAL JURISDICTION; DECLARING EXISTING RATES TO BE UNREASONABLE; ADOPTING TARIFFS THAT REFLECT RATE ADJUSTMENTS CONSISTENT WITH THE NEGOTIATED SETTLEMENT AND FINDING THE RATES TO BE SET BY THE ATTACHED TARIFFS TO BE JUST AND REASONABLE; REQUIRING THE COMPANY TO REIMBURSE CITIES’ REASONABLE RATEMAKING EXPENSES; REPEALING CONFLICTING RESOLUTIONS OR ORDINANCES; DETERMINING THAT THIS ORDINANCE WAS PASSED IN ACCORDANCE WITH THE REQUIREMENTS OF THE TEXAS OPEN MEETINGS ACT; ADOPTING A SAVINGS CLAUSE; DECLARING AN EFFECTIVE DATE; PROVIDING A MOST FAVORED NATIONS CLAUSE; AND REQUIRING DELIVERY OF THIS ORDINANCE TO THE COMPANY AND THE STEERING COMMITTEE’S LEGAL COUNSEL. WHEREAS, the Town of Westlake, Texas (“Town”) is a gas utility customer of Atmos Energy Corp., Mid-Tex Division (“Atmos Mid-Tex” or “Company”), and a regulatory authority with an interest in the rates and charges of Atmos Mid-Tex; and WHEREAS, the Town is a member of the Atmos Cities Steering Committee (“ACSC”), a coalition of approximately 164 similarly situated cities served by Atmos Mid-Tex that have joined together to facilitate the review of and response to natural gas issues affecting rates charged in the Atmos Mid-Tex service area; and WHEREAS, pursuant to the terms of the agreement settling the Company’s 2007 Statement of Intent to increase rates, ACSC Cities and the Company worked collaboratively to develop a Rate Review Mechanism (“RRM”) tariff that allows for an expedited rate review process controlled in a three-year experiment by ACSC Cities as a substitute to the current Gas Reliability Infrastructure Program (“GRIP”) process instituted by the Legislature; and WHEREAS, the Town took action in 2008 to approve a Settlement Agreement with Atmos Mid- Tex resolving the Company’s 2007 rate case and authorizing the RRM tariff; and WHEREAS, in 2013, ACSC and the Company negotiated a renewal of the RRM tariff process for an additional five years; and WHEREAS, the Town passed an ordinance renewing the RRM tariff process for the Town for an additional five years; and WHEREAS, the RRM renewal tariff contemplates reimbursement of ACSC Cities’ reasonable expenses associated with RRM applications; and WHEREAS, on or about July 15, 2013, the Company filed with the Town its first annual RRM filing under the renewed RRM tariff, requesting to increase natural gas base rates by $22.7 million; and Ordinance 716 Page 2 of 3 WHEREAS, ACSC coordinated its review of Atmos Mid-Tex’s RRM filing through its Executive Committee, assisted by ACSC attorneys and consultants, to resolve issues identified by ACSC in the Company’s RRM filing; and WHEREAS, the ACSC Executive Committee, as well as ACSC’s counsel and consultants, recommend that ACSC Cities approve the attached rate tariffs (“Attachment A” to this Ordinance), which will increase the Company’s revenues by $16.6 million; and WHEREAS, the attached tariffs implementing new rates are consistent with the negotiated resolution reached by ACSC Cities and are just, reasonable, and in the public interest; NOW, THEREFORE, BE IT ORDAINED BY THE TOWN COUNCIL OF THE TOWN OF WESTLAKE, TEXAS: SECTION 1: That the findings set forth in this Ordinance are hereby in all things approved. SECTION 2: That the Town Council finds the existing rates for natural gas service provided by Atmos Mid-Tex are unreasonable and new tariffs which are attached hereto and incorporated herein as Attachment A, are just and reasonable and are hereby adopted. SECTION 3: That Atmos Mid-Tex shall reimburse the reasonable ratemaking expenses of the ACSC Cities in processing the Company’s RRM application. SECTION 4: That to the extent any resolution or ordinance previously adopted by the Council is inconsistent with this Ordinance, it is hereby repealed. SECTION 5: That the meeting at which this Ordinance was approved was in all things conducted in strict compliance with the Texas Open Meetings Act, Texas Government Code, Chapter 551. SECTION 6: That if any one or more sections or clauses of this Ordinance is adjudged to be unconstitutional or invalid, such judgment shall not affect, impair or invalidate the remaining provisions of this Ordinance and the remaining provisions of the Ordinance shall be interpreted as if the offending section or clause never existed. SECTION 7: That if ACSC determines any rates, revenues, terms and conditions, or benefits resulting from a Final Order or subsequent negotiated settlement approved in any proceeding addressing the issues raised in Atmos’ 2013 RRM filing would be more beneficial to the ACSC Cities than the terms of the attached tariffs, then the more favorable rates, revenues, terms and conditions, or benefits shall additionally and automatically accrue to the ACSC Cities, including the Town, without the need for Town to take any further action. If this automatic adjustment occurs, Atmos Mid-Tex shall promptly thereafter file with the Town an amended tariff documenting the adjustment to rates. SECTION 8: That this Ordinance shall become effective from and after its passage with rates authorized by attached tariffs to be effective for bills rendered on or after November 1, 2013. SECTION 9: That a copy of this Ordinance shall be sent to Atmos Mid-Tex, care of Chris Felan, Manager of Rates and Regulatory Affairs, at Atmos Energy Corporation, 5420 LBJ Freeway, Suite 1862, Dallas, Texas 75240, and to Geoffrey Gay, General Counsel to ACSC, at Lloyd Gosselink Rochelle & Townsend, P.C., P.O. Box 1725, Austin, Texas 78767-1725. Ordinance 716 Page 3 of 3 SECTION 10: It is hereby declared to be the intention of the Town Council of the Town of Westlake, Texas, that sections, paragraphs, clauses and phrases of this Ordinance are severable, and if any phrase, clause, sentence, paragraph or section of this Ordinance shall be declared legally invalid or unconstitutional by the valid judgment or decree of any court of competent jurisdiction, such legal invalidity or unconstitutionality shall not affect any of the remaining phrases, clauses, sentences, paragraphs or sections of this Ordinance since the same would have been enacted by the Town Council of the Town of Westlake without the incorporation in this Ordinance of any such legally invalid or unconstitutional, phrase, sentence, paragraph or section. SECTION 11: This ordinance shall take effect immediately from and after its passage as the law in such case provides. PASSED AND APPROVED ON THIS 28TH DAY OF OCTOBER 2013. _____________________________ ATTEST: Laura Wheat, Mayor ____________________________ ______________________________ Kelly Edwards, Town Secretary Thomas E. Brymer, Town Manager APPROVED AS TO FORM: ____________________________ L. Stanton Lowry, Town Attorney Page 1 of 2 estlake Town Council TYPE OF ACTION Regular Meeting - Consent Westlake Town Council Meeting Monday, September 16, 2013 TOPIC: Consider an ordinance adopting 2012 Editions of the International Fire Code (IFC), along with amendments. STAFF CONTACT: Richard Whitten, Fire Chief DECISION POINTS Start Date Completion Date Timeframe: October 28, 2013 October 28, 2013 Funding: Amount- None. Status- N/A Source- N/A . Decision Alignment VVM Perspective Desired Outcome Exemplary Governance Operational Processes CF.Promote Community Health, Safety & Welfare Strategic Issue Outcome Strategy Staff Action N/A N/A N/A Strategy Map or VVM Connection Strategic Issue Connection Page 2 of 2 EXECUTIVE SUMMARY The Town of Westlake is currently under the 2006 International Fire Code (IFC) as amended. Every three years, the International Code Congress addresses code issues and proposes updates. Part of the update process involves input from various organizations – both public and private – as well as comments from experts in their respected fields and from the public. Once the code is updated and published, local governments review, amend, and adopt the code. In the North Texas Region this is taken a step further by the North Central Texas Council of Governments (NCTCOG) which coordinates committees of local officials and industry professionals who review the code and recommend regional amendments. The amendments being proposed with this code are a combination of recommendations of the NCTCOG committees and Westlake specific amendments to address concerns related to our unique development opportunities and concerns. Adoption of the 2012 International Fire Code will benefit the Town in several ways. The Fire Code Effectiveness Grading Schedule, issued by the Insurance Services Office as an insurance underwriting tool, is greatly impacted by the timely adoption of the latest editions of the codes, and Westlake currently has a Grading Classification of 4. From a practical standpoint, the adoption of codes and amendments that are similar to those adopted by neighboring cities helps contractors by allowing consistency in the design, estimation, and installation phases of development, and allows training for continuing education to be focused on the same editions of the codes. There are not any major changes from the 2006 IFC. Most of the 2012 IFC changes actually upgraded to what our current amendments were already covering which led to the reduction of amendments. ORGANIZATIONAL HISTORY/RECOMMENDATION Staff recommends approval of this ordinance. ATTACHMENTS Ordinance Ordinance 717 Page 1 of 36 TOWN OF WESTLAKE ORDINANCE NO. 717 AN ORDINANCE OF THE TOWN OF WESTLAKE, TEXAS; AMENDING CHAPTER 38, ARTICLE II, FIRE PREVENTION OF THE TOWN OF WESTLAKE CODE OF ORDINANCES ADOPTING THE 2012 EDITION OF THE INTERNATIONAL FIRE CODE, WITH AMENDMENTS TO SAID CODE; PROVIDING A PENALTY CLAUSE; PROVIDING A CUMULATIVE CLAUSE; PROVIDING A SEVERABILITY CLAUSE; PROVIDING A SAVINGS CLAUSE; AUTHORIZING PUBLICATION; AND ESTABLISHING AN EFFECTIVE DATE. WHEREAS, the Town of Westlake, Texas is a general law Town acting under its charter adopted by the electorate pursuant to the Texas Constitution, and the Local Government Code; and WHEREAS the Town Council of the Town of Westlake, Texas, finds it to be in the best interest of the citizens, businesses and property owners in the Town of Westlake, to adopt the 2012 edition of the International Fire Code to provide for the safety of the citizens and visitors of Westlake; and WHEREAS, upon the recommendation of the Westlake Fire Chief, the Town Council of the Town of Westlake, Texas, is of the opinion that it is in the best interests of the town and its citizens that certain amendments to the International Fire Code that address concerns unique to the development within the Town of Westlake, be approved and adopted along with the adoption of the proposed code; and WHEREAS, the Town Council of the Town of Westlake, Texas, deems it necessary to amend certain sections of the Code of Ordinances relative to the administration of these codes and the collection of fees for permitting, plan review, and inspection services. NOW, THEREFORE, BE IT ORDAINED BY THE TOWN COUNCIL OF THE TOWN OF WESTLAKE, TEXAS: SECTION 1: That all matters stated in the Recitals are found to be true and correct and are incorporated herein as if copied in their entirety. SECTION 2: That the following sections of Chapter 38 of the Code of Ordinances, are hereby amended, to read as follows: Chapter 38 FIRE PREVENTION AND PROTECTION ARTICLE I. IN GENERAL ARTICLE II. FIRE PREVENTION Ordinance 717 Page 2 of 36 Sec. 38-31. Adoption. The town hereby adopts the entirety of the 2012 Edition of the International Fire Code, including the amendments to such code as attached to this ordinance. The Town of Westlake hereby adopts the 2012 Edition of the International Fire Code, including Appendix Chapters A, B, C, D, E, F, G, H, I and J published by the International Code Council, Inc., save and except such portions as are deleted or amended by this ordinance, and the same are hereby adopted and incorporated as fully as if set out at length herein. Sec. 38-32. Permit Required. No person shall perform any work or supply any materials falling within the jurisdiction of one of the respective codes adopted under without first having secured a permit in accordance with the applicable code. Sec. 38-33 Penalty. That any person, either by himself or agent, and any firm, corporation or other entity who violates any of the provisions of the codes adopted in section 38-31 shall be deemed guilty of a misdemeanor and, upon conviction of any such violation, shall be punished as provided in section 1-9. In any case of a violation of any of the terms and provisions of the codes adopted by the ordinance, by any corporation, the officers and agents actively in charge of the business of such corporation shall be subject to the penalty provided in this section. Sec. 38-34 Amendments to the 2012 International Fire Code. The following sections, paragraphs, and sentences of the 2012 International Fire Code are hereby amended as follows: Standard type is text from the IFC. Underlined type is text inserted. Lined through type is deleted text from IFC. A double asterisk (**) at the beginning of a section identifies an amendment carried over from the 2009 edition of the code and a triple asterisk (***) identifies a new or revised amendment with the 2012 code. Explanation of Options A and B: Please note that as there is a wide range in firefighting philosophies / capabilities of cities across the region, OPTION “A” and OPTION “B” are provided in the Fire and Building Code amendments. Jurisdictions should choose one or the other based on their firefighting philosophies / capabilities when adopting code amendments. Westlake is an option B jurisdiction. Section 102.1; change #3 to read as follows: 3. Existing structures, facilities and conditions when required in Chapter 11 or in specific sections of this code. (Reason: To clarify that there are other provisions in the fire code applicable to existing buildings that are not located in Chapter 11, such as Section 55 Premises Identification.) Ordinance 717 Page 3 of 36 Section 102.7; change to read as follows: 102.7 Referenced codes and standards. The codes and standards referenced in this code shall be those that are listed in Chapter 80, and such codes, when specifically adopted, and standards shall be considered part of the requirements of this code to the prescribed extent of each such reference and as further regulated in Sections 102.7.1 and 102.7.2. 102.7.1 Conflicts. Where conflicts occur between provisions of this code and referenced codes and standards, the provisions of this code shall apply. 102.7.2 Provisions in referenced codes and standards. Where the extent of the reference to a referenced code or standard includes subject matter that is within the scope of this code and any adopted amendments, the provisions of this code and any adopted amendments, as applicable, shall take precedence over the provisions in the referenced code or standard. (Reason: To be consistent with the State of Texas, other referenced codes must be specifically adopted) Section 105.3.3; change to read as follows: 105.3.3 Occupancy Prohibited before Approval. The building or structure shall not be occupied prior to the fire code official issuing a permit when required and conducting associated inspections indicating the applicable provisions of this code have been met. (Reason: For clarity to allow for better understanding in areas not requiring such permits, such as unincorporated areas of counties. This amendment may be struck by a city.) Section 105.7; add Section 105.7.17 to read as follows: 105.7.17 Smoke control or exhaust systems. Construction permits are required for smoke control or exhaust systems as specified in Section 909 and Section 910 respectively. Maintenance performed in accordance with this code is not considered a modification and does not require a permit. (Reason: Section 105.7.17 adds construction permit requirements for smoke control and exhaust systems, which are required fire protection systems by Chapter 9 of the fire code to ensure proper design and installation of such systems. These changes reflect local practices of municipalities in this region.) Section 105.7; add Section 105.7.38 to read as follows: 105.7.38 Electronic access control systems. Construction permits are required for the installation or modification of an electronic access control system, as specified in Section 503 and Section 1008. A separate construction permit is required for the installation or modification of a fire alarm system that may be connected to the access control system. Maintenance performed in accordance with this code is not considered a modification and does not require a permit. (Reason: Section 105.7.38 adds construction permit requirements for electronic access control systems for electric security gates and exit doors to ensure proper design and installation of such systems. These changes reflect local practices of municipalities in this region.) Section 202; amend and add definitions to read as follows: Ordinance 717 Page 4 of 36 ADDRESSABLE FIRE DETECTION SYSTEM. Any system capable of providing identification of each individual alarm-initiating device. The identification shall be in plain English and as descriptive as possible to specifically identify the location of the device in alarm. The system shall have the capability of alarm verification. (Reason: To provide definitions that do not exist in the code.) [B] AMBULATORY CARE FACILITY. Buildings or portions thereof used to provide medical, surgical, psychiatric, nursing, or similar care on a less than 24-hour basis to persons who are rendered incapable of self-preservation by the services provided. This group may include but not be limited to the following: - Dialysis centers - Sedation dentistry - Surgery centers - Colonic centers - Psychiatric centers (Reason: to clarify the range of uses included in the definition) ANALOG INTELLIGENT ADDRESSABLE FIRE DETECTION SYSTEM. Any system capable of calculating a change in value by directly measurable quantities (voltage, resistance, etc.) at the sensing point. The physical analog may be conducted at the sensing point or at the main control panel. The system shall be capable of compensating for long-term changes in sensor response while maintaining a constant sensitivity. The compensation shall have a preset point at which a detector maintenance signal shall be transmitted to the control panel. The sensor shall remain capable of detecting and transmitting an alarm while in maintenance alert. (Reason: To provide definitions that do not exist in the code.) [B] ATRIUM. An opening connecting two three or more stories… {remaining text unchanged} (Reason: Accepted practice in the region based on legacy codes. IBC Section 1009 permits unenclosed two story stairways under certain circumstances.) FIRE WATCH. A temporary measure intended to ensure continuous and systematic surveillance of a building or portion thereof by one or more qualified individuals or standby personnel when required by the fire code official, for the purposes of identifying and controlling fire hazards, detecting early signs of unwanted fire, raising an alarm of fire and notifying the fire department. (Reason: Clearly defines options to the fire department for providing a fire watch.) FIREWORKS. Any composition or device for the purpose of producing a visible or an audible effect for entertainment purposes by combustion, deflagration, or detonation, and/or activated by ignition with a match or other heat producing device that meets the definition of 1.4G fireworks or 1.3G fireworks as set forth herein. …{remainder of text unchanged}… Ordinance 717 Page 5 of 36 (Reason: Increased safety from fireworks related injuries.) Options B HIGH-PILED COMBUSTIBLE STORAGE: add a second paragraph to read as follows: Any building classified as a group S Occupancy or Speculative Building exceeding 6,000 sq.ft. that has a clear height in excess of 14 feet, making it possible to be used for storage in excess of 12 feet, shall be considered to be high-piled storage. When a specific product cannot be identified, a fire protection system and life safety features shall be installed as for Class IV commodities, to the maximum pile height. (Reason: To provide protection for worst-case scenario in flexible or unknown situations.) Options B HIGH-RISE BUILDING. A building with an occupied floor located more than 75 55 feet (22 860 16 764 mm) above the lowest level of fire department vehicle access. (Reason: To provide a definition that reflects regional practices.) REPAIR GARAGE. A building, structure or portion thereof used for servicing or repairing motor vehicles. This occupancy shall also include garages involved in minor repair, modification and servicing of motor vehicles for items such as lube changes, inspections, windshield repair or replacement, shocks, minor part replacement and other such minor repairs. (Reason: To further clarify types of service work allowed in a repair garage, as well as to correspond with definition in the IBC.) SELF-SERVICE STORAGE FACILITY. Real property designed and used for the purpose of renting or leasing individual storage spaces to customers for the purpose of storing and removing personal property on a self-service basis. (Reason: To provide a definition that does not exist in the code.) STANDBY PERSONNEL. Qualified fire service personnel, approved by the Fire Chief. When utilized, the number required shall be as directed by the Fire Chief. Charges for utilization shall be as normally calculated by the jurisdiction. (Reason: To provide a definition that does not exist in the code.) Section 307.1.1; change to read as follows: 307.1.1 Prohibited open burning. Open burning shall be prohibited that is offensive or objectionable because of smoke emissions or when atmospheric conditions or local circumstances make such fires hazardous shall be prohibited. Exception: {No change.} (Reason: Maintains current local requirements based on legacy and 2009 IFC requirements.) Ordinance 717 Page 6 of 36 Section 307.2; change to read as follows: 307.2 Permit required. A permit shall be obtained from the fire code official in accordance with Section 105.6 prior to kindling a fire for recognized civic-cultural or range or wildlife management practices, prevention or control of disease or pests, or open burning a bonfire. Application for such approval shall only be presented by and permits issued to the owner of the land upon which the fire is to be kindled. Examples of state or local law, or regulations referenced elsewhere in this section may include but not be limited to the following: 1. Texas Commission on Environmental Quality guidelines and/or restrictions. 2. State, County, or Local temporary or permanent bans on open burning. 3. Local written policies as established by the fire code official. (Reason: Amendments to 307.2, 307.4, 307.4.3, and 307.5 better explain current requirements and recognize that jurisdictions have local established policies that best fit their environments.) Section 307.3; change to read as follows: 307.3 Extinguishment authority. When open burning creates or adds to a hazardous situation, or a required permit for open burning has not been obtained, the fire code official is authorized to order the extinguishment of the open burning operation. The fire code official is authorized to order the extinguishment by the permit holder, another person responsible or the fire department of open burning that creates or adds to a hazardous or objectionable situation. (Reason: Maintains current local requirements based on legacy and 2009 IFC requirements.) Section 307.4; change to read as follows: 307.4 Location. The location for open burning shall not be less than 50 300 feet (15 240 91 440 mm) from any structure, and provisions shall be made to prevent the fire from spreading to within 50 300 feet (15 240 91 440 mm) of any structure. Exceptions: {No change.} (Reason: Amendments to 307.2, 307.4, 307.4.3 and 307.5 better explain current requirements and recognize that jurisdictions have local established policies that best fit their environments.) Section 307.4.3, Exceptions: add exception #2 to read as follows: Exceptions: 2. Where buildings, balconies and decks are protected by an approved automatic sprinkler system. (Reason: Amendments to 307.2, 307.4, 307.4.3 and 307.5 better explain current requirements and recognize that jurisdictions have local established policies that best fit their environments.) Section 307.4.4 and 5; add section 307.4.4 and 307.4.5 to read as follows: 307.4.4 Permanent outdoor fire pit. Permanently installed outdoor fire pits for recreational fire purposes shall not be installed within 10 feet of a structure. Fire pits shall be constructed of Ordinance 717 Page 7 of 36 noncombustible materials provided with natural gas only. 307.4.5 Trench Burns. Trench burns shall be conducted in air curtain trenches and in accordance with Section 307.2. (Reason: Amendments to 307.2, 307.4, 307.4.3 and 307.5 better explain current requirements and recognize that jurisdictions have local established policies that best fit their environments.) Section 307.5; change to read as follows: 307.5 Attendance. Open burning, trench burns, bonfires, recreational fires, and use of potable outdoor fireplaces shall be constantly attended until the… {remainder of section unchanged} (Reason: Amendments to 307.2, 307.4, 307.4.3 and 307.5 better explain current requirements and recognize that jurisdictions have local established policies that best fit their environments.) Section 308.1.1; add sentence to read as follows: Unmanned free-floating devices containing an open flame or other heat source, such as but not limited to sky lanterns shall be prohibited. (Reason: Wildland and inherent fire risk presented by allowing an airborne open flame Section 308.1.4; change to read as follows: 308.1.4 Open-flame cooking devices. Charcoal burners and other oOpen-flame cooking devices, charcoal grills and other similar devices used for cooking shall not be operated located or used on combustible balconies, decks, or within 10 feet (3048 mm) of combustible construction. Exceptions: 1. One- and two-family dwellings, except that LP-gas containers are limited to a water capacity not greater than 50 pounds (22.68 kg) [nominal 20 pound (9.08 kg) LP-gas capacity] with an aggregate LP-gas capacity not to exceed 100 lbs (5 containers). 2. Where buildings, balconies and decks are protected by an approved automatic sprinkler system, except that LP-gas containers are limited to a water capacity not greater than 50 pounds (22.68 kg) [nominal 20 pound (9.08 kg) LP-gas capacity], with an aggregate LP-gas capacity not to exceed 40 lbs (2 containers). 3. {No change.} (Reason: Decrease fire risk in multi-family dwellings and minimizes ignition sources and clarify allowable limits for 1 & 2 family dwellings, and allow an expansion for sprinklered multi-family uses. This amendment adds clarification and defines the container size allowed for residences.) Section 308.1.6.2, Exception #3; change to read as follows: Exceptions: 3. Torches or flame-producing devices in accordance with Section 308.4 308.1.3. Ordinance 717 Page 8 of 36 (Reason: Section identified in published code is inappropriate.) Section 311.5; change to read as follows: 311.5 Placards. Any The fire code official is authorized to require marking of any vacant or abandoned buildings or structures determined to be unsafe pursuant to Section 110 of this code relating to structural or interior hazards, shall be marked as required by Section 311.5.1 through 311.5.5. (Reason: There may be situations where placarding is not desired or necessary; also clarifies intent that it is not the fire code official’s responsibility to provide the placard.) Section 401.9; add Section 401.9 to read as follows: 401.9 False Alarms and Nuisance Alarms. False alarms and nuisance alarms shall not be given, signaled or transmitted or caused or permitted to be given, signaled or transmitted in any manner. (Reason: Places the responsibility on the business or property owner to maintain their fire alarm systems in approved condition. Allows the enforcement of “prohibition of false alarms”. Replaces text lost from the 1997 Code.) Section 403.3; change Section 403.3 and add Sections 403.3.1 and 403.3.2 to read as follows: 403.3 Crowd managers. Trained crowd managers shall be provided for facilities or events where more than 1,000 250 or more persons congregate. The minimum number of crowd managers shall be established at a ratio of one crowd manager to every 250 persons. Where approved by the fire code official, the ratio of crowd managers shall be permitted to be reduced where the facility is equipped throughout with an approved automatic sprinkler system or based upon the nature of the event. Exceptions: 1. The number of crowd managers may be reduced by up to fifty percent when, in the opinion of the code official, the fire protection provided by the facility and the nature of the event warrant a reduction 2. Assembly occupancies used exclusively for religious worship with an occupant load not exceeding 1,000. 403.3.1 Training. Training for crowd managers shall be approved and shall be based upon a valid job task analysis. 403.3.2 Duties. The duties of crowd managers shall include: a. An inspection of the area of responsibility to identify and address any egress barriers b. An inspection of the area of responsibility to identify and mitigate any fire hazards c. Ensure compliance with all permit conditions, including those governing pyrotechnics and other special effects d. To direct and assist the event attendees in evacuation during an emergency e. Assist emergency response personnel if requested. f. Other duties outlined by the Fire Code Official Ordinance 717 Page 9 of 36 g. Other duties outlined in the Emergency Plan (Reason: The published code has no requirement for crowd managers until the occupant load in a public assembly reaches 1,000, then the code requires five trained crowd managers for an occupant load of 1001. Smaller venues sometimes place the public at greater risk than large ones for many reasons, including the fact that larger facilities have greater requirements for other fire protection features. The formatting change to place the potential reduction in the number of crowd managers in an exception is editorial; the exception was also changed to limit the reduction to half of the required number of crowd managers. The published code requires “trained crowd managers”, but doesn’t provide any guidance or describe what that training should entail. This has been an ongoing issue for enforcement personnel.) Section 501.4; change to read as follows: 501.4 Timing of installation. When fire apparatus access roads or a water supply for fire protection is required to be installed for any structure or development, they shall be installed, tested, and approved prior to the time of which construction has progressed beyond completion of the foundation of any structure. , such protection shall be installed and made serviceable prior to and during the time of construction except when approved alternative methods of protection are provided. Temporary street signs shall be installed at each street intersection when construction of new roadways allows passage by vehicles in accordance with Section 505.2. (Reason: Reflects current practice in the region relative to ensuring fire department and EMS access during construction, which can be a time of increased frequency for emergency incidents.) Section 503.1.1; add sentence to read as follows: Except for one- or two-family dwellings, the path of measurement shall be along a minimum of a ten feet (10’) wide unobstructed pathway around the external walls of the structure. (Reason: Recognizes that the hose lay provision can only be measured along a pathway that is wide enough for fire fighter access.) Section 503.2.1; change to read as follows: 503.2.1 Dimensions. Fire apparatus access roads shall have an unobstructed width of not less than 20 24 feet (6096 mm 7315 mm), exclusive of shoulders, except for approved security gates in accordance with Section 503.6, and an unobstructed vertical clearance of not less than 13 feet 6 inches (4115 mm) 14 feet (4267 mm). Exception: Vertical clearance may be reduced; provided such reduction does not impair access by fire apparatus and approved signs are installed and maintained indicating the established vertical clearance when approved. (Reason: Amendments to 503.2.1 and 503.2.2 recognize that the equipment now used in firefighting is increasing in size. The code already recognizes that larger dimensions may be required under Section 503.2.2. The amendments are to standardize the dimensions for this area. With the increase in fire apparatus size, this will allow for the passage of two fire apparatus during a fire or EMS emergency.) Section 503.2.2; change to read as follows: Ordinance 717 Page 10 of 36 503.2.2 Authority. The fire code official shall have the authority to require an increase in the minimum access widths and vertical clearances where they are inadequate for fire or rescue operations. (Reason: Amendments to 503.2.1 and 503.2.2 recognize that the equipment now used in fire fighting is increasing in size. The code already recognizes that larger dimensions may be required under Section 503.2.2. The amendments are to standardize the dimensions for this area. With the increase in fire apparatus size, this will allow for the passage of two fire apparatus during a fire or EMS emergency.) Section 503.3; change to read as follows: 503.3 Marking. Where required by the fire code official, approved signs or other approved notices or markings that include the words NO PARKING – FIRE LANE Striping, signs, or other markings, when approved by the fire code official, shall be provided for fire apparatus access roads to identify such roads or prohibit the obstruction thereof. The means by which fire lanes are designated Striping, signs and other markings shall be maintained in a clean and legible condition at all times and be replaced or repaired when necessary to provide adequate visibility. (1) Striping – Fire apparatus access roads shall be continuously marked by painted lines of red traffic paint six inches (6”) in width to show the boundaries of the lane. The words “NO PARKING FIRE LANE” or "FIRE LANE NO PARKING” shall appear in four inch (4”) white letters at 25 feet intervals on the red border markings along both sides of the fire lanes. Where a curb is available, the striping shall be on the vertical face of the curb. (2) Signs – Signs shall read “NO PARKING FIRE LANE” or "FIRE LANE NO PARKING” and shall be 12” wide and 38” high. Signs shall be painted on a white background with letters and borders in red, using not less than 2” lettering. Signs shall be permanently affixed to a stationary post and the bottom of the sign shall be six feet, six inches (6’6”) above finished grade. Signs shall be spaced not more than fifty feet (50’) apart along both sides of the fire lane. Signs may be installed on permanent buildings or walls or as approved by the Fire Chief. (Reason: Establishes a standard method of marking and reflects local long-standing practices.) Section 503.4; change to read as follows: 503.4 Obstruction of fire apparatus access roads. Fire apparatus access roads shall not be obstructed in any manner, including the parking of vehicles. The minimum widths and clearances established in Section 503.2.1 and any area marked as a fire lane as described in Section 503.3 shall be maintained at all times. (Reason: As originally worded, the section implied that vehicles could be parked in the marked fire lane and not be in violation if the minimum width is still maintained. Current accepted enforcement practice is to require the entire marked fire lane to be maintained clear and unobstructed.) Section 505.1; change to read as follows: 505.1 Address identification. New and existing buildings shall have approved address numbers, building numbers or approved building identification(i.e. Suite numbers/Letters) placed in a position that is plainly legible and visible from the street or road fronting the property. These numbers shall contrast with their background. Where required by the fire code official, address numbers shall be provided in additional approved locations to facilitate emergency response. Address numbers shall be Ordinance 717 Page 11 of 36 Arabic numbers or alphabetical letters. Numbers shall be a minimum of 4 inches (101.6 mm) 6 inches (152.4 mm) high with a minimum stroke width of 0.5 inch (12.7 mm). Where access is by means of a private road, buildings do not immediately front a street, and/or the building cannot be viewed from the public way, a monument, pole or other sign with approved 6 inch (152.4 mm) height building numerals or addresses and 4 inch (101.6 mm) height suite/apartment numerals of a color contrasting with the background of the building or other approved means shall be used to identify the structure. Numerals or addresses shall be posted on a minimum 20 inch (508 mm) by 30 inch (762 mm) background on border. Address and suite numbers or letters shall be maintained. The fire code official reserves the right to approve address size and location. Exception: R-3 Single Family occupancies shall have approved numerals of a minimum 3 ½ inches (88.9 mm) in height and a color contrasting with the background clearly visible and legible from the street fronting the property and rear alleyway where such alleyway exists. (Reason: To increase the minimum addressing requirements for commercial and establish a minimum for single-family residential.) Section 507.4; change to read as follows: 507.4 Water supply test date and information. The water supply test used for hydraulic calculation of fire protection systems shall be conducted in accordance with NFPA 291 “Recommended Practice for Fire Flow Testing and Marking of Hydrants” and within one year of sprinkler plan submittal. The fire code official shall be notified prior to the water supply test. Water supply tests shall be witnessed by the fire code official, as required or approved documentation of the test shall be provided to the fire code official prior to final approval of the water supply system. The exact location of the static/residual hydrant and the flow hydrant shall be indicated on the design drawings. All fire protection plan submittals shall be accompanied by a hard copy of the water flow test report, or as approved by the fire code official. The report must indicate the dominant water tank level at the time of the test and the maximum and minimum operating levels of the tank, as well, or identify applicable water supply fluctuation. The licensed contractor must then design the fire protection system based on this fluctuation information, as per the applicable referenced NFPA standard. Reference Section 903.3.5 for additional design requirements. (Reason: Clarifies intent of the test to ensure contractor accounts for water supply fluctuation) Section 507.5.4; change to read as follows: 507.5.4 Obstruction. Unobstructed access to fire hydrants shall be maintained at all times. Posts, fences, vehicles, growth, trash, storage and other materials or objects shall not be placed or kept near fire hydrants, fire department inlet connections or fire protection system control valves in a manner that would prevent such equipment or fire hydrants from being immediately discernible. The fire department shall not be deterred or hindered from gaining immediate access to fire protection equipment or fire hydrants. (Reason: Maintains wording from 2006 Code to ensure these critical devices are available in an emergency incident.) Section 509.1.2; add new Section 509.1.2 to read as follows: 509.1.2 Sign Requirements. Unless more stringent requirements apply, lettering for signs required by this section shall have a minimum height of 2 inches (50.8 mm) when located inside a building and Ordinance 717 Page 12 of 36 4 inches (101.6 mm) when located outside, or as approved by the fire code official. The letters shall be of a color that contrasts with the background. (Reason: Provides direction as to appropriate sign criteria to develop consistency in this regard.) Section 603.3.2.1, Exception; change exception to read as follows: Exception: The aggregate capacity limit shall be permitted to be increased to 3,000 gallons (11,356 L) in accordance with all requirements of Chapter 57. of Class II or III liquid for storage in protected above-ground tanks... {Delete remainder of Exception} (Reason: Change to Section 5704.2.9.5 is included in this amendment package.) Section 603.3.2.2; change to read as follows: 603.3.2.2 Restricted use and connection. Tanks installed in accordance with Section 603.3.2 shall be used only to supply fuel oil to fuel-burning or generator equipment installed in accordance with Section 603.3.2.4. Connections between tanks and equipment supplied by such tanks shall be made using closed piping systems. (Reason: Relocate the exception to Chapter 57 for applicability to generator sets, due to contradictory charging statement in 603.1 to not apply to internal combustion engines. Further, such large quantities of combustible liquid are more thoroughly addressed in Chapter 57 relative to such tanks.) Section 604; change to read as follows: SECTION 604 EMERGENCY AND STANDBY POWER SYSTEMS 604.1 Installation. Emergency and standby power systems required by this code or the International Building Code shall be installed in accordance with this code, NFPA 110 and 111. Existing installations shall be maintained in accordance with the original approval, except as specified in Chapter 11. 604.1.1 Stationary generators. Stationary emergency and standby power generators required by this code shall be listed in accordance with UL 2200. 604.1.2 Critical Operations Power Systems (COPS). For Critical Operations Power Systems necessary to maintain continuous power supply to facilities or parts of facilities that require continuous operation for the reasons of public safety, emergency management, national security, or business continuity, see NFPA 70. 604.2 Where required. Emergency and standby power systems shall be provided where required by Sections 604.2.1 through 604.2.38.4 604.2.24 or elsewhere identified in this code or any other referenced code. 604.2.1 Group A occupancies. Emergency voice/alarm communications systems. Emergency power shall be provided for emergency voice/alarm communications systems in Group A the following occupancies, or as specified elsewhere in this code, in accordance with Section Ordinance 717 Page 13 of 36 907.5.2.2.5 907.2.1.1. Covered and Open Malls, Section 604.2.13 Group A occupancies, Sections 907.2.1.1 and 907.5.2.2.4. Special Amusement buildings, Section 907.2.12.3 High rise buildings, Section 907.2.13 Atriums, Section 907.2.14 Deep Underground buildings, Section 907.2.19 604.2.2 Smoke control systems. Standby power shall be provided for smoke control systems in the following occupancies, or as specified elsewhere in this code, in accordance with Section 909.11: Covered mall building, International Building Code, Section 404.5 Atriums, International Building Code, Section 404.7 Underground buildings, International Building Code, Section 405.5 Group I-3, International Building Code, Section 408.9 Stages, International Building Code, Section 410.3.7.2 Special Amusement buildings (as applicable to Group A’s), International Building Code, Section 411.1 Smoke protected seating, Section 1028.6.2.1 604.2.3 Exit signs. Emergency power shall be provided for exit signs in accordance with Section 1011.6.3. (90 minutes) 604.2.4 Means of egress illumination. Emergency power shall be provided for means of egress illumination in accordance with Section 1006.3. (90 minutes) 604.2.5 Accessible means of egress elevators. Standby power shall be provided for elevators that are part of an accessible means of egress in accordance with Section 1007.4. 604.2.6 Accessible means of egress platform lifts. Standby power in accordance with this section or ASME A38.1 shall be provided for platform lifts that are part of an accessible means of egress in accordance with Section 1007.5 604.2.7 Horizontal sliding doors. Standby power shall be provided for horizontal sliding doors in accordance with Section 1008.1.4.3. 604.2.8 Semiconductor fabrication facilities. Emergency power shall be provided for semiconductor fabrication facilities in accordance with Section 2703.15. 604.2.9 Membrane structures. Emergency power shall be provided for exit signs in temporary tents and membrane structures in accordance with Section 3103.12.6.1. (90 minutes) Standby power shall be provided for auxiliary inflation systems in permanent membrane structures in accordance with the International Building Code. (4 hours) 604.2.10 Hazardous materials. Emergency or standby power shall be provided in occupancies with hazardous materials in accordance with Section 5004.7 and 5005.1.5. 604.2.11 Highly toxic and toxic materials. Emergency power shall be provided for occupancies with highly toxic or toxic materials in accordance with Sections 6004.2.2.8 and 6004.3.4.2. 604.2 12 Organic peroxides. Standby power shall be provided for occupancies with organic peroxides in accordance with Section 6204.1.11. 604.2.13 Covered and open mall buildings. (no change). 604.2.14 High-rise buildings. (no change). 604.2.15 Underground buildings. (no change). 604.2.16 Group I-3 occupancies. (no change). 604.2.17 Airport traffic control towers. (no change). 604.2.38 Elevators. (no change). 604.2.19 Smokeproof enclosures and Stair Pressurization Alternative. Standby power shall be provided for smokeproof enclosures, stair pressurization alternative and associated automatic fire Ordinance 717 Page 14 of 36 detection systems as required by the International Building Code, Section 909.20.6.2. 604.2.20 Elevator pressurization. Standby power shall be provided for elevator pressurization system as required by the International Building Code, Section 909.21.5. 604.2.21 Elimination of Smoke Dampers in Shaft Penetrations. Standby power shall be provided when eliminating the smoke dampers in ducts penetrating shafts in accordance with the International Building Code, Section 717.5.3, exception 2.3. 604.2.22 Common exhaust systems for clothes dryers. Standby power shall be provided for common exhaust systems for clothes dryers located in multistory structures in accordance with the International Mechanical Code Section 504.8, item 7. 604.2.23 Hydrogen Cutoff Rooms. Standby power shall be provided for mechanical ventilation and gas detection systems of Hydrogen Cutoff Rooms in accordance with the International Building Code, Section 421.8. 604.2.24 Means of Egress Illumination in Existing Buildings. Emergency power shall be provided for means of egress illumination in accordance with Section 1104.5 and 1104.5.1 when required by the fire code official. (90 minutes in I-2, 60 minutes elsewhere.) 604.3 Energy time duration. Unless a time limit is specified by the fire code official, in this chapter or elsewhere in this code, or in any other referenced code or standard, the emergency and standby power system shall be supplied with enough fuel or energy storage capacity for not less than 2-hour full-demand operation of the system. Exception: Where the system is supplied with natural gas from a utility provider and is approved. 604.3 4 Maintenance. (no change). 604.4 5 Operational inspection and testing. (no change). 604.5 6 Emergency lighting equipment. (no change). 604.6 7 Supervision of maintenance and testing. (no change). (Reason: These provisions provide a list to complete and match that throughout the codes. IBC Section 2702.13 “pyrophoric materials” no longer exists in IFC Section 604. The only new items are the reference to COPS in NFPA 70, and the specified Energy time duration. Other changes are a reference to a code provision that already exists.) Section 704.1; change to read as follows: 704.1 Enclosure. Interior vertical shafts, including but not limited to stairways, elevator hoistways, service and utility shafts, that connect two or more stories of a building shall be enclosed or protected in accordance with the codes in effect at the time of construction but, regardless of when constructed, not less than as required in Chapter 11. New floor openings in existing buildings shall comply with the International Building Code. (Reason: Provides standard minimum protection retroactively, but clarifies that this section is not to be used to reduce higher protection levels that were required when originally constructed.) Section 807.4.3.2; change to read as follows: 807.4.3.2 Artwork. Artwork and teaching materials shall be limited on the walls of corridors to not more than 20 percent of the wall area and on the walls of classrooms to not more than 50 percent of each wall area. Such materials shall not be continuous from floor to ceiling or wall to wall. Curtains, draperies, wall hangings and other decorative material suspended from the walls or ceilings shall meet the flame propagation performance criteria of NFPA 701 in accordance with Section 807 or be noncombustible. Ordinance 717 Page 15 of 36 Exception: Corridors protected by an approved automatic sprinkler system installed in accordance with Section 903.3.1.1 shall be limited to 50 percent of the wall area. (Reason: Consistent with regional practice. This change allows an increase in wall coverage due to the presence of sprinklers. Also provides additional guidance relative to acceptable amounts of artwork in classrooms.) Section 807.4.4.2; change to read as follows: 807.4.4.2 Artwork. Artwork and teaching materials shall be limited on the walls of corridors to not more than 20 percent of the wall area and on the walls of classrooms to not more than 50 percent of each wall area. Such materials shall not be continuous from floor to ceiling or wall to wall. Curtains, draperies, wall hangings and other decorative material suspended from the walls or ceilings shall meet the flame propagation performance criteria of NFPA 701 in accordance with Section 807 or be noncombustible. Exception: Corridors protected by an approved automatic sprinkler system installed in accordance with Section 903.3.1.1 shall be limited to 50 percent of the wall area. (Reason: Consistent with regional practice. This change allows an increase in wall coverage due to the presence of sprinklers. Also provides additional guidance relative to acceptable amounts of artwork in classrooms.) Section 901.4.3; change to read as follows: 901.4.3 Fire areas. {First part of section unchanged} …determined in accordance with Section 707.3.910 of the International Building Code. (Reason: Errata – see ICC website for more information - incorrect section number is referenced in the published code as 707.3.9, which applies to mixed use occupancy separation, rather than fire area separation for sprinkler purposes.) Section 901.6.1; add Section 901.6.1.1 to read as follows: 901.6.1.1 Standpipe Testing. Building owners/managers must maintain and test standpipe systems as per NFPA 25 requirements. The following additional requirements shall be applied to the testing that is required every 5 years: 1. The piping between the Fire Department Connection (FDC) and the standpipe shall be back flushed when foreign material is present, and also hydrostatically tested for all FDC’s on any type of standpipe system. Hydrostatic testing shall also be conducted in accordance with NFPA 25 requirements for the different types of standpipe systems. 2. For any manual (dry or wet) standpipe system not having an automatic water supply capable of flowing water through the standpipe, the tester shall connect hose from a fire hydrant or portable pumping system (as approved by the fire code official) to each FDC, and flow water through the standpipe system to the roof outlet to verify that each inlet connection functions properly. Confirm that there are no open hose valves prior to introducing water into a dry standpipe. There Ordinance 717 Page 16 of 36 is no required pressure criterion at the outlet. Verify that check valves function properly and that there are no closed control valves on the system. 3. Any pressure relief, reducing, or control valves shall be tested in accordance with the requirements of NFPA 25. All hose valves shall be exercised. 4. If the FDC is not already provided with approved caps, the contractor shall install such caps for all FDC’s as required by the fire code official. 5. Upon successful completion of standpipe test, place a blue tag (as per Texas Administrative Code, Fire Sprinkler Rules for Inspection, Test and Maintenance Service (ITM) Tag) at the bottom of each standpipe riser in the building. The tag shall be check-marked as “Fifth Year” for Type of ITM, and the note on the back of the tag shall read “5 Year Standpipe Test” at a minimum. 6. The procedures required by Texas Administrative Code Fire Sprinkler Rules with regard to Yellow Tags and Red Tags or any deficiencies noted during the testing, including the required notification of the local Authority Having Jurisdiction (fire code official) shall be followed. 7. Additionally, records of the testing shall be maintained by the owner and contractor, if applicable, as required by the State Rules mentioned above and NFPA 25. 8. Standpipe system tests where water will be flowed external to the building shall not be conducted during freezing conditions or during the day prior to expected night time freezing conditions. 9. Contact the fire code official for requests to remove existing fire hose from Class II and III standpipe systems where employees are not trained in the utilization of this firefighting equipment. All standpipe hose valves must remain in place and be provided with an approved cap and chain when approval is given to remove hose by the fire code official. (Reason: Increases the reliability of the fire protection system and re-emphasizes the requirements of NFPA 25 relative to standpipe systems, as well as ensuring that FDC connections are similarly tested/maintained to ensure operation in an emergency incident.) Section 901.7; change to read as follows: 901.7 Systems out of service. Where a required fire protection system is out of service or in the event of an excessive number of activations, the fire department and the fire code official shall be notified immediately and, where required by the fire code official, the building shall either be evacuated or an approved fire watch shall be provided for all occupants left unprotected by the shut down until the fire protection system has been returned to service. …{remaining text unchanged} (Reason: Gives fire code official more discretion. Requires adoption of definition amendment in Section 202 for fire watch.) Section 901.9; change Section 901.9 to read as follows: 901.9 Discontinuation or change Termination of monitoring of service. For fire alarm systems required to be monitored by this code, Notice shall be made to the fire code official whenever contracted alarm monitoring services for monitoring of any fire alarm system are terminated for any Ordinance 717 Page 17 of 36 reason, or a change in alarm monitoring provider occurs. Notice shall be made in writing to the fire code official by the building owner and monitoring service provider prior to the service being terminated. (Reason: To ensure the property’s monitored fire alarm system is maintained for proper notification of emergency response in the event of an emergency incident.) Section 903.1.1; change to read as follows: 903.1.1 Alternative protection. Alternative automatic fire-extinguishing systems complying with Section 904 shall be permitted in lieu of addition to automatic sprinkler protection where recognized by the applicable standard and, or as approved by the fire code official. (Reason: Such alternative systems do not provide the reliability of automatic sprinkler protection in general. An applicant could pursue an Alternate Method request to help mitigate the reliability issues with these alternative systems with the fire code official if so desired, or there may be circumstances in which the fire code official is acceptable to allowing an alternate system in lieu of sprinklers, such as kitchen hoods or paint booths. This also meets with local practices in the region.) Section 903.2; add paragraph to read as follows: Automatic Sprinklers shall not be installed in elevator machine rooms, elevator machine spaces, and elevator hoist ways, other than pits where such sprinklers would not necessitate shunt trip requirements under any circumstances. Storage shall not be allowed within the elevator machine room. Signage shall be provided at the entry doors to the elevator machine room indicating “ELEVATOR MACHINERY – NO STORAGE ALLOWED.” (Reason: Firefighter and public safety. This amendment eliminates the shunt trip requirement of the International Building Code Section 3006.5 for the purpose of elevator passenger and firefighter safety. This amendment is contingent on the Building Code amendment eliminating the Exceptions to Section 3006.4, such that passive fire barriers for these areas are maintained. This also meets with local practices in the region.) Section 903.2; delete the exception. (Reason: The exception deletion is due to the fact that such telecom areas pose an undue fire risk to the structural integrity of the building. This also meets with local practices in the region.) **Section 903.2.1.1 Group A-1. An automatic sprinkler system shall be provided throughout a fire area containing Group A-1 Occupancies. (Reason: The Town of Westlake requires all building and portions thereof of this classification are protected by automatic sprinkler systems. All exceptions to this relating to area requirements and other exceptions are deleted). **Section 903.2.1.2 Group A-2. An automatic sprinkler system shall be provided throughout a fire area containing Group A-2 Occupancies. (Reason: The Town of Westlake requires all building and portions thereof of this classification are protected by automatic sprinkler systems. All exceptions to this relating to area requirements and other exceptions are deleted). Ordinance 717 Page 18 of 36 **Section 903.2.1.3 Group A-3. An automatic sprinkler system shall be provided throughout a fire area containing Group A-3 Occupancies. (Reason: The Town of Westlake requires all building and portions thereof of this classification are protected by automatic sprinkler systems. All exceptions to this relating to area requirements and other exceptions are deleted). **Section 903.2.1.4 Group A-4. An automatic sprinkler system shall be provided throughout a fire area containing Group A-4 Occupancies. (Reason: The Town of Westlake requires all building and portions thereof of this classification are protected by automatic sprinkler systems. All exceptions to this relating to area requirements and other exceptions are deleted). **Section 903.2.1.5 Group A-5. An automatic sprinkler system shall be provided throughout a fire area containing Group A-5 Occupancies. (Reason: The Town of Westlake requires all building and portions thereof of this classification are protected by automatic sprinkler systems. All exceptions to this relating to area requirements and other exceptions are deleted). **Section 903.2.1.6 Group B Occupancies. An automatic sprinkler system shall be provided throughout all Group B Occupancies. (Reason: The Town of Westlake requires all building and portions thereof of this classification are protected by automatic sprinkler systems. All exceptions to this relating to area requirements and other exceptions are deleted). **Section 903.2.2 Ambulatory care facilities. An automatic sprinkler system shall be provided throughout a fire area containing Group E Occupancies. (Reason: The Town of Westlake requires all building and portions thereof of this classification are protected by automatic sprinkler systems. All exceptions to this relating to area requirements and other exceptions are deleted). **Section 903.2.3 Group E. An automatic sprinkler system shall be provided throughout a fire area containing Group E Occupancies. (Reason: The Town of Westlake requires all building and portions thereof of this classification are protected by automatic sprinkler systems. All exceptions to this relating to area requirements and other exceptions are deleted). **Section 903.2.4 Group F-1. An automatic sprinkler system shall be provided throughout a fire area containing Group F-1 Occupancies. (Reason: The Town of Westlake requires all building and portions thereof of this classification are protected by automatic sprinkler systems. All exceptions to this relating to area requirements and other exceptions are deleted). **Section 903.2.5 Group H. An automatic sprinkler system shall be provided throughout a fire area containing Group H Occupancies. Ordinance 717 Page 19 of 36 (Reason: The Town of Westlake requires all building and portions thereof of this classification are protected by automatic sprinkler systems. All exceptions to this relating to area requirements and other exceptions are deleted). **Section 903.2.6 Group I. An automatic sprinkler system shall be provided throughout a fire area containing Group I Occupancies. (Reason: The Town of Westlake requires all building and portions thereof of this classification are protected by automatic sprinkler systems. All exceptions to this relating to area requirements and other exceptions are deleted). **Section 903.2.7 Group M. An automatic sprinkler system shall be provided throughout a fire area containing Group M Occupancies. (Reason: The Town of Westlake requires all building and portions thereof of this classification are protected by automatic sprinkler systems. All exceptions to this relating to area requirements and other exceptions are deleted). ** Section 903.2.8 Group R One and Two-Family Dwellings and Townhouses. An automatic sprinkler system shall be installed for one and two-family dwellings and townhouses in accordance with Section 903.3.1.3. (Reason: Clearly denotes that automatic fire sprinkler systems are required in one and two-family dwellings.) **Section 903.2.9 Group S-1. An automatic sprinkler system shall be provided throughout a fire area containing Group S-1 Occupancies. (Reason: The Town of Westlake requires all building and portions thereof of this classification are protected by automatic sprinkler systems. All exceptions to this relating to area requirements and other exceptions are deleted). **Section 903.2.9.1 Repair Garages. An automatic sprinkler system shall be provided throughout a fire area for repair garages. (Reason: The Town of Westlake requires all building and portions thereof of this classification are protected by automatic sprinkler systems. All exceptions to this relating to area requirements and other exceptions are deleted). **Section 903.2.9.2 Bulk storage of tires. An automatic sprinkler system shall be provided throughout a fire area for bulk storage of tire. (Reason: The Town of Westlake requires all building and portions thereof of this classification are protected by automatic sprinkler systems. All exceptions to this relating to area requirements and other exceptions are deleted). Section 903.2.9; add Section 903.2.9.3 to read as follows: 903.2.9.3 Self-service storage facility. An automatic sprinkler system shall be installed throughout all self-service storage facilities. Ordinance 717 Page 20 of 36 Exception: Deleted (Reason: Fire departments are unable to inspect these commercial occupancies and are unaware of the contents being stored. This also meets with local practices in the region. The exception is removed because all structures are protected with fire suppression systems in the Town of Westlake regardless of building construction features.) **Section 903.2.10 Group S-2. Enclosed parking garages. An automatic sprinkler system shall be provided throughout all buildings classified as enclosed parking garages in accordance with Section 406.4 of the International Building Code or where located beneath other groups. (Reason: The Town of Westlake requires all building and portions thereof of this classification are protected by automatic sprinkler systems. All exceptions to this relating to area requirements and other exceptions are deleted). **903.2.11.1 Stories and basements without openings. An automatic sprinkler system shall be installed in every story or basement of all buildings without openings. **Section 903.2.11; amend 903.2.11.3 and add 903.2.11.7, 903.2.11.8, and 903.2.11.9 as follows: 903.2.11.3 Buildings more than 55 feet in height. An automatic sprinkler system shall be installed throughout buildings with a floor level, other than penthouses in compliance with Section 1509 of the International Building Code, that is located 55 feet (16 674 mm) or more than three stories above the lowest level of fire department vehicle access. Exception: 1. Open parking structures in compliance with Section 406.3 of the International Building Code. 903.2.11.7 High-Piled Combustible Storage. For any building with a clear height exceeding 12 feet (4572 mm), see Chapter 32 to determine if those provisions apply. 903.2.11.8 Spray Booths and Rooms. New and existing spray booths and spraying rooms shall be protected by an approved automatic fire-extinguishing system. (Reason: Reflects regional practices. Provides jurisdictions options as to their desired level of sprinkler protection based on multiple factors including firefighting philosophies/capabilities.) Section 903.3.1.1.1; change to read as follows: 903.3.1.1.1 Exempt locations. When approved by the fire code official, automatic sprinklers shall not be required in the following rooms or areas where such ...{text unchanged}… because it is damp, of fire-resistance-rated construction or contains electrical equipment. 1. Any room where the application of water, or flame and water, constitutes a serious life or fire hazard. 2. Any room or space where sprinklers are considered undesirable because of the nature of the contents, when approved by the code official. 3. Generator and transformer rooms, under the direct control of a public utility, separated from the remainder of the building by walls and floor/ceiling or roof/ceiling assemblies having a Ordinance 717 Page 21 of 36 fire-resistance rating of not less than 2 hours. 4. In rooms or areas that are of noncombustible construction with wholly noncombustible contents. 5. Fire service access Elevator machine rooms, and machinery spaces, and hoistways, other than pits where such sprinklers would not necessitate shunt trip requirements under any circumstances. 6. {Delete.} (Reason: Gives more direction to code official. Exception 4 deleted to provide protection where fire risks are poorly addressed. Amendment 903.2 addresses Exception 5 above relative to the elimination of sprinkler protection in these areas to avoid the shunt trip requirement.) Section 903.3.1.2.2; add section to read as follows: Section 903.3.1.2.2 Attics, Open Breezeways, and Attached Garages. Sprinkler protection is required in attic spaces of such buildings two or more stories in height, open breezeways, and attached garages. (Reason: Open breezeways already require sprinkler protection in Section 1026.6, Exception 4. Attic protection is required in accordance with existing regional practice and issues with fire exposure via soffit vents, as well as firefighter safety. Attached garages already require sprinkler via NFPA 13R – re-emphasis.) Section 903.3.1.3; change to read as follows: 903.3.1.3 NFPA 13D sprinkler systems. Automatic sprinkler systems installed in one- and two-family dwellings, Group R-3 and R-4 congregate living facilities and townhouses shall be permitted to be installed throughout in accordance with NFPA 13D or in accordance with state law. (Reason: To allow the use of the Plumbing section of the IRC and recognize current state stipulations in this regard.) Section 903.3.5; add a second paragraph to read as follows: Water supply as required for such systems shall be provided in conformance with the supply requirements of the respective standards; however, every fire protection system shall be designed with a 10 psi safety factor. Reference Section 507.4 for additional design requirements. (Reason: To define uniform safety factor.) Section 903.4; add a second paragraph after the exceptions to read as follows: Sprinkler and standpipe system water-flow detectors shall be provided for each floor tap to the sprinkler system and shall cause an alarm upon detection of water flow for more than 45 seconds. All control valves in the sprinkler and standpipe systems except for fire department hose connection valves shall be electrically supervised to initiate a supervisory signal at the central station upon tampering. (Reason: To avoid significant water losses. Consistent with amendment to IFC 905.9.) Section 903.4.2; add second paragraph to read as follows: Ordinance 717 Page 22 of 36 The alarm device required on the exterior address side of the building shall be a weatherproof horn/strobe notification appliance with a minimum 75 candela strobe rating and provides a temporal three sound to be clearly heard from the street fronting the property under normal ambient sound level as approved by the Fire Code Official. (Reason: Cleary identifies the building in alarm to the fire department personnel and passersby’s) Section 905.2; change to read as follows: 905.2 Installation standard. Standpipe systems shall be installed in accordance with this section and NFPA 14. Manual dry standpipe systems shall be supervised with a minimum of 10 psig and a maximum of 40 psig air pressure with a high/low alarm. (Reason: To define manual dry standpipe supervision requirements. Helps ensure the integrity of the standpipe system via supervision, such that open hose valves will result in a supervisory low air alarm.) Section 905.3; add Section 905.3.9 and exception to read as follows: 905.3.9 Building area. In buildings exceeding 10,000 square feet in area per story, Class I automatic wet or manual wet standpipes shall be provided where any portion of the building’s interior area is more than 200 feet (60960 mm) of travel, vertically and horizontally, from the nearest point of fire department vehicle access. Exception: Automatic dry and semi-automatic dry standpipes are allowed as provided for in NFPA 14. (Reason: Allows for the rapid deployment of hose lines to the body of the fire.) Section 905.4, item 5; change to read as follows: 5. Where the roof has a slope less than four units vertical in 12 units horizontal (33.3-percent slope), each standpipe shall be provided with a two-way a hose connection shall be located to serve the roof or at the highest landing of a stairway with stair access to the roof provided in accordance with Section 1009.16. An additional hose connection shall be provided at the top of the most hydraulically remote standpipe for testing purposes. (Reason: Reduces the amount of pressure required to facilitate testing, and provides backup protection for fire fighter safety.) Section 905.4; add the following item 7: 7. When required by this Chapter, standpipe connections shall be placed adjacent to all required exits to the structure and at two hundred feet (200’) intervals along major corridors thereafter, or as otherwise approved by the fire code official. (Reason: Allows for the rapid deployment of hose lines to the body of the fire.) Section 905.9; add a second paragraph after the exceptions to read as follows: Ordinance 717 Page 23 of 36 Sprinkler and standpipe system water-flow detectors shall be provided for each floor tap to the sprinkler system and shall cause an alarm upon detection of water flow for more than 45 seconds. All control valves in the sprinkler and standpipe systems except for fire department hose connection valves shall be electrically supervised to initiate a supervisory signal at the central station upon tampering. (Reason: To avoid significant water losses. Consistent with amendment to IFC 903.4.) Section 907.1; add Section 907.1.4 to read as follows: 907.1.4 Design standards. All alarm systems new or replacement shall be addressable. Alarm systems serving more than 20 smoke detectors shall be analog addressable. Exception: Existing systems need not comply unless the total building remodel or expansion initiated after the effective date of this code, as adopted, exceeds 30% of the building. When cumulative building remodel or expansion exceeds 50% of the building must comply within 38 months of permit application. (Reason: Consistent with local practice and emerging technology. Reduces need for panel replacement in the future.) Section 907.2.1; change to read as follows: 907.2.1 Group A. A manual fire alarm system that activates the occupant notification system in accordance with new Section 907.6 shall be installed in Group A occupancies where the having an occupant load due to the assembly occupancy is of 300 or more persons or more than 100 persons above or below the lowest level of exit discharge. Group A occupancies not separated from one another in accordance with Section 707.3.910 of the International Building Code shall be considered as a single occupancy for the purposes of applying this section. Portions of Group E occupancies occupied for assembly purposes shall be provided with a fire alarm system as required for the Group E occupancy. Exception: {No change.} Activation of fire alarm notification appliances shall: 1. Cause illumination of the means of egress with light of not less than 1 foot-candle (11 lux) at the walking surface level, and 2. Stop any conflicting or confusing sounds and visual distractions. (Reason: Increases the requirement to be consistent with Group B requirement. Also addresses issue found in Group A occupancies of reduced lighting levels and other A/V equipment that distracts from fire alarm notification devices. Also reflects regional practice.) Section 907.2.3; change to read as follows: 907.2.3 Group E. A manual fire alarm system that initiates the occupant notification signal utilizing an emergency voice/alarm communication system meeting the requirements of Section 907.5.2.2 and installed in accordance with Section 907.6 shall be installed in Group E educational occupancies. When automatic sprinkler systems or smoke detectors are installed, such systems or detectors shall be connected to the building fire alarm system. An approved smoke detection system shall be installed in Group E day care occupancies. Unless separated by a minimum of 100' open space, all buildings, whether portable buildings or the main building, will be considered one building for alarm occupant Ordinance 717 Page 24 of 36 load consideration and interconnection of alarm systems. (Reason: To distinguish educational from day care occupancy minimum protection requirements. Further, to define threshold at which portable buildings are considered a separate building for the purposes of alarm systems.) Section 907.2.3; change exception 1. to read as follows: Exceptions: 1. A manual fire alarm system is not required in Group E educational and day care occupancies with an occupant load of less than 30 or less when provided with an approved automatic sprinkler system. 1.1. Residential In-Home day care with not more than 12 children may use interconnected single station detectors in all habitable rooms. (For care of more than five children 2 1/2 or less years of age, see Section 907.2.6.) (Reason: Consistent with Texas State laws concerning day care facility requirements.) Section 907.2.13, Exception 3; change to read as follows: 3. Open air portions of buildings with an occupancy in Group A-5 in accordance with Section 303.1 of the International Building Code; however, this exception does not apply to accessory uses including but not limited to sky boxes, restaurants and similarly enclosed areas. (Reason: To indicate that enclosed areas within open air seating type occupancies are not exempted from automatic fire alarm system requirements.) Section 907.4.2; add Section 907.4.2.7 to read as follows: 907.4.2.7 Type. Manual alarm initiating devices shall be an approved double action type. (Reason: Helps to reduce false alarms. Consistent with regional requirements.) Section 907.6.1; add Section 907.6.1.1 to read as follows: 907.6.1.1 Wiring Installation. All fire alarm systems shall be installed in such a manner that a failure of any single initiating device or single open in an initiating circuit conductor will not interfere with the normal operation of other such devices. All signaling line circuits (SLC) shall be installed in such a way that a single open will not interfere with the operation of any addressable devices (Class A). Outgoing and return SLC conductors shall be installed in accordance with NFPA 72 requirements for Class A circuits and shall have a minimum of four feet separation horizontal and one foot vertical between supply and return circuit conductors. The initiating device circuit (IDC) from an addressable input (monitor) module may be wired Class B, provided the distance from the addressable module to the initiating device is ten feet or less. (Reason: To provide uniformity in system specifications and guidance to design engineers. Improves reliability of fire alarm devices and systems.) Ordinance 717 Page 25 of 36 Section 907.6.5; add Section 907.6.5.3 to read as follows: 907.6.5.3 Communication requirements. All alarm systems, new or replacement, shall transmit alarm, supervisory and trouble signals descriptively to the approved central station, remote supervisory station or proprietary supervising station as defined in NFPA 72, with the correct device designation and location of addressable device identification. Alarms shall not be permitted to be transmitted as a General Alarm or Zone condition. (Reason: To assist responding personnel in locating the emergency event.) Section 910.1; change Exception 2 to read as follows: 2. Where areas of buildings are equipped with early suppression fast-response (ESFR) sprinklers, automatic only manual smoke and heat vents or manually activated engineered mechanical smoke exhaust systems shall not be required within these areas. Automatic smoke and heat vents are prohibited. (Reason: Allows the fire department to control the smoke and heat during and after a fire event. Also gives an alternative to smoke and heat vents.) Section 910.2; add subsections 910.2.3 with exceptions and 910.2.4 to read as follows: 910.2.3 Group H. Buildings and portions thereof used as a Group H occupancy as follows: 1. In occupancies classified as Group H-2 or H-3, any of which are more than 15,000 square feet (1394 m2) in single floor area. Exception: Buildings of noncombustible construction containing only noncombustible materials. 2. In areas of buildings in Group H used for storing Class 2, 3, and 4 liquid and solid oxidizers, Class 1 and unclassified detonable organic peroxides, Class 3 and 4 unstable (reactive) materials, or Class 2 or 3 water-reactive materials as required for a high-hazard commodity classification. Exception: Buildings of noncombustible construction containing only noncombustible materials. (Reason: Maintains a fire protection device utilized in such occupancies where it is sometimes necessary to allow chemicals to burn out, rather than extinguish.) Table 910.3; Change the title of the first row of the table from “Group F-1 and S-1” to include “Group H” and to read as follows: Group H, F-1 and S-1 (Reason: Consistency with the amendment 910.2.4 to include Group H.) Section 910.3; replace Sections 910.3.1 through 910.3.3, and add second paragraph to Section 910.3.2.2 as follows: 910.3.1 Design. Smoke and heat vents shall be listed and labeled to indicate compliance with UL 793. Ordinance 717 Page 26 of 36 910.3.2 Vent operation. Smoke and heat vents shall be capable of being operated by approved automatic and manual means. Automatic operation of smoke and heat vents shall conform to the provisions of Sections 910.3.2.1 through 910.3.2.3. 910.3.2.1 Gravity-operated drop out vents. Automatic smoke and heat vents containing heat-sensitive glazing designed to shrink and drop out of the vent opening when exposed to fire shall fully open within 5 minutes after the vent cavity is exposed to a simulated fire represented by a time-temperature gradient that reaches an air temperature of 500°F (260°C) within 5 minutes. 910.3.2.2 Sprinklered buildings. Where installed in buildings equipped with an approved automatic sprinkler system, smoke and heat vents shall be designed to operate automatically. The automatic operating mechanism of the smoke and heat vents shall operate at a temperature rating at least 100 degrees F (approximately 38 degrees Celsius) greater than the temperature rating of the sprinklers installed. 910.3.2.3 Nonsprinklered buildings. Where installed in buildings not equipped with an approved automatic sprinkler system, smoke and heat vents shall operate automatically by actuation of a heat-responsive device rated at between 100°F (56°C) and 220°F (122°C) above ambient. Exception: Gravity-operated drop out vents complying with Section 910.3.2.1. 910.3.3 Vent dimensions. The effective venting area shall not be less than 16 square feet (1.5 m2) with no dimension less than 4 feet (1219 mm), excluding ribs or gutters having a total width not exceeding 6 inches (152 mm). (Reason: Errata – see ICC website for more information - Replaces text from the 2009 IFC that was accidentally lost/left out of the 2012 edition first printing, as exemplified by the Section number skipping. Amendment to Section 910.3.2.2 specifies a temperature range at which smoke and heat vents should activate in sprinklered buildings to ensure that the sprinkler system has an opportunity to activate and control the fire prior to vent operation.) Section 912.2; add Section 912.2.3 to read as follows: 912.2.3 Hydrant distance. An approved fire hydrant shall be located within 100 feet of the fire department connection as the fire hose lies along an unobstructed path. (Reason: Consistent with regional practices.) Section 913.1; add second paragraph and exception to read as follows: When located on the ground level at an exterior wall, the fire pump room shall be provided with an exterior fire department access door that is not less than 3 ft. in width and 6 ft. – 8 in. in height, regardless of any interior doors that are provided. A key box shall be provided at this door, as required by Section 506.1. Exception: When it is necessary to locate the fire pump room on other levels or not at an exterior wall, the corridor leading to the fire pump room access from the exterior of the building shall be provided with equivalent fire resistance as that required for the pump room, or as approved by the fire code official. Access keys shall be provided in the key box as required by Section 506.1. (Reason: This requirement allows fire fighters safer access to the fire pump room. The requirement allows access without being required to enter the building and locate the fire pump room interior access door during a fire event. The exception recognizes that this will not always be a feasible design scenario for some buildings, and as such, provides an acceptable alternative to protect the pathway to Ordinance 717 Page 27 of 36 the fire pump room.) Chapter 10: Sections 1001 through 1029; replace all references to “fire code official” with “building official”. (Reason: Past regional practice and legacy language has always referenced the “building official” as the authority over Chapter 10 issues, except for the maintenance of the means of egress section. The 2012 edition of the IBC references “building official” in these sections, but references “fire code official” in the 2012 IFC, providing for a direct contradiction when both codes are adopted.) Section 1004.1.2; delete exception: 1004.1.2 Areas without fixed seating. The number of occupants shall be computed at the rate of one occupant per unit of area as prescribed in Table 1004.1.2. For areas without fixed seating, the occupant load shall not be less than that number determined by dividing the floor area under consideration by the occupant load factor assigned to the function of the space as set forth in Table 1004.1.2. Where an intended function is not listed in Table 1004.1.2, the building official shall establish a function based on a listed function that most nearly resembles the intended function. Exception: Where approved by the building official, the actual number of occupants for whom each occupied space, floor or building is designed, although less than those determined by calculation, shall be permitted to be used in the determination of the design occupant load. (Reason: Authority having jurisdiction (AHJ) already has this authority. Technical substantiation is required to support deviation from table values.) Section 1007.1; add the following Exception 4: Exceptions: {previous exceptions unchanged} 4. Buildings regulated under State Law and built in accordance with State registered plans, including any variances or waivers granted by the State, shall be deemed to be in compliance with the requirements of Section 1007. (Reason: To accommodate buildings regulated under Texas State Law and to be consistent with amendments to Chapter 11.) Section 1007.5; Platform lifts, amend to read as follows: 1007.5 Platform lifts. Platform (wheelchair) lifts . . . required accessible route in Section 1109.7 8, Items 1 through 9 10. Standby power . . {remainder unchanged} (Reason: Editorial.) Section 1008.1.9.4; amend exceptions 3 and 4 as follows: Exceptions: 3. Where a pair of doors serves an occupant load of less than 50 persons in a Group B, F, M or S occupancy. {Remainder unchanged} 4. Where a pair of doors serves a Group A, B, F, M or S occupancy. {Remainder unchanged} Ordinance 717 Page 28 of 36 (Reason: Application to M occupancies reflects regional practice; No. 4 expanded to Group A due to it being a similar scenario to other uses; No. 4 was regional practice.) Section 1008.1.9.9; change to read as follows: 1008.1.9.9 Electromagnetically locked egress doors. Doors in the means of egress in buildings with an occupancy in Group A, B, E, I-1, I-2, M, R-1 or R-2 and doors to tenant spaces in Group A, B, E, I- 1, I-2, M, R-1 or R-2 shall be permitted to be electromagnetically locked if equipped with listed hardware that incorporates a built-in switch and meet the requirements below: {remaining text unchanged} (Reason: Regional practice to permit such locks due to the presence of trained staff.) Section 1015; add new section 1015.7 to read as follows: 1015.7 Electrical Rooms. For electrical rooms, special exiting requirements may apply. Reference the electrical code as adopted. (Reason: Cross reference necessary for coordination.) Section 1016; add new section 1016.2.2 to read as follows: 1016.2.2 Group F-1 and S-1 increase. The maximum exit access travel distance shall be 400 feet (122 m) in Group F-1 or S-1 occupancies where all of the following are met: 1. The portion of the building classified as Group F-1 or S-1 is limited to one story in height; 2. The minimum height from the finished floor to the bottom of the ceiling or roof slab or deck is 24 feet (7315 mm); and 3. The building is equipped throughout with an automatic fire sprinkler system in accordance with Section 903.3.1.1. (Reason: Past regional practice allowed smoke and heat vents to be utilized to increase travel distance, which resulted in problems when utilizing ESFR systems. This amendment adopts wording from the upcoming 2015 IBC, which has been approved by final action via the ICC code development process but is not yet published.) Section 1038.1; add exception 6 to read as follows: {previous text unchanged} 6. In Group B office buildings, corridor walls and ceilings within single tenant spaces need not be of fire-resistive construction when the tenant space corridor is provided with system smoke detectors tied to an approved automatic fire alarm. The actuation of any detector shall activate alarms audible in all areas served by the corridor. (Reason: To reduce redundant requirements in a single tenant situation. Intended to be consistent with regional amendment to IFC. Section 1038.6; amend to read as follows: Ordinance 717 Page 29 of 36 1038.6, Corridor Continuity. Fire-Resistance-Rated All corridors shall be continuous from the point of entry to an exit, and shall not be interrupted by intervening rooms. {Remainder unchanged} {Exception unchanged} (Reason: Once in corridor, corridor should not be interrupted or discontinuous.) Section 1026.6; amend exception 4 to read as follows: Exceptions: {Exceptions 1 through 3 unchanged} 4. Separation from the interior open-ended corridors of the building… {remaining text unchanged} (Reason: To clarify that Section 1022.7, i.e., the 380 degree rule is applicable; and is further reinforced by new Exception 4.4.) Section 1028.1.1.1; delete. (Reason: Unenforceable.) Section 1029.1; amend to read as follows: 1029.1 General. In addition to the means of egress required by this chapter, provisions shall be made for emergency escape and rescue openings in Group R and I-1 Group R-2 occupancies in accordance with Tables 1021.2(1) and 1021.2(2) and Group R-3 occupancies. {Remainder unchanged} Exceptions: {Exceptions 1 through 3 unchanged.} 4. In other than Group R-3 occupancies, buildings equipped throughout with an approved automatic sprinkler system in accordance with Section 903.3.1.1 or 903.3.1.2. (Reason: Maintains legacy language to ensure egress from residential type occupancies and maintain exception for residential occupancies where an NFPA 13 or 13R sprinkler system is installed, but not for a 13D system.) Section 1030.2; change to read as follows: 1030.2 Reliability. Required exit accesses, exits and exit discharges shall be continuously maintained free from obstructions or impediments to full instant use in the case of fire or other emergency when the building area served by the means of egress is occupied. An exit or exit passageway shall not be used for any purpose that interferes with a means of egress. (Reason: Maintain legacy levels of protection and long-standing regional practice, and provide firefighter safety.) Section 1103.3; add sentence to end of paragraph as follows: Provide emergency signage as required by Section 607.2. (Reason: Coordinates requirements of previous amendment.) Ordinance 717 Page 30 of 36 Section 1103.5; add Section 1103.5.3 to read as follows: 1103.5.3 Spray booths and rooms. Existing spray booths and spray rooms shall be protected by an approved automatic fire-extinguishing system in accordance with Section 2404. (Reason: Consistent with amendment to IFC 2404, regional practice, and long-standing regional requirement.) Section 2304.1; change to read as follows: 2304.1 Supervision of dispensing. The dispensing of fuel at motor fuel-dispensing facilities shall be conducted by a qualified attendant or shall be under the supervision of a qualified attendant at all times or shall be in accordance with Section 2204.3. the following: 1. Conducted by a qualified attendant; and/or, 2. Shall be under the supervision of a qualified attendant; and/or 3. Shall be an unattended self-service facility in accordance with Section 2304.3. At any time the qualified attendant of item Number 1 or 2 above is not present, such operations shall be considered as an unattended self-service facility and shall also comply with Section 2304.3. (Reason: Allows a facility to apply the attended and unattended requirements of the code when both are potentially applicable.) Section 2401.2; delete this section. (Reason: This section eliminates such booths from all compliance with Chapter 15 including, but not limited to: size, ventilation, fire protection, construction, etc. If the product utilized is changed to a more flammable substance, the lack of compliance with Chapter 15 could result in significant fire or deflagration and subsequent life safety hazard.) Table 3206.2, footnote j; change text to read as follows: j. Not required when storage areas are protected by Where areas of buildings are equipped with early suppression fast-response (ESFR) sprinkler systems installed in accordance with NFPA 13 sprinklers, manual smoke and heat vents or manually activated engineered mechanical smoke exhaust systems shall be required within these areas. (Reason: Allows the fire department to control the smoke and heat during and after a fire event, while ensuring proper operation of the sprinkler protection provided. Also, gives an alternative to smoke and heat vents.) Section 3310.1; add sentence to end of paragraph to read as follows: When fire apparatus access roads are required to be installed for any structure or development, they shall be approved prior to the time of which construction has progressed beyond completion of the foundation of any structure. Ordinance 717 Page 31 of 36 (Reason: Reference requirement of Section 501.4.) Section 5601.1.3; change to read as follows: 5601.1.3 Fireworks. The possession, manufacture, storage, sale, handling and use of fireworks are prohibited. Exceptions: 1. Only when approved for fireworks displays, Storage and handling of fireworks as allowed in Section 5604 and 5608. 2. Manufacture, assembly and testing of fireworks as allowed in Section 5605. 3.2. The use of fireworks for approved fireworks displays as allowed in Section 5608. 4. The possession, storage, sale… {Delete remainder of text.} (Reason: Restricts fireworks to approved displays only, which is consistent with regional practice.) Section 5703.6; add a sentence to read as follows: 5703.6 Piping systems. Piping systems, and their component parts, for flammable and combustible liquids shall be in accordance with Sections 5703.6.1 through 5703.6.11. An approved method of secondary containment shall be provided for underground tank and piping systems. (Reason: Increased protection in response to underground leak problems and remediation difficulty in underground applications. Maintains long-standing regional practice.) Section 5704.2.9.5; change Section 5704.2.9.5 and add Section 5704.2.9.5.3 to read as follows: 5704.2.9.5 Above-ground tanks inside of buildings. Above-ground tanks inside of buildings shall comply with Section 5704.2.9.5.1 and 5704.2.9.5.2 through 5704.2.9.5.3. 5704.2.9.5.1 {No change.} 5704.2.9.5.2 {No change.} 5704.2.9.5.3 Combustible liquid storage tanks inside of buildings. The maximum aggregate allowable quantity limit shall be 3,000 gallons (11 356 L) of Class II or III combustible liquid for storage in protected aboveground tanks complying with Section 5704.2.9.7 when all of the following conditions are met: 1. The entire 3,000 gallon (11 356 L) quantity shall be stored in protected above-ground tanks; 2. The 3,000 gallon (11 356 L) capacity shall be permitted to be stored in a single tank or multiple smaller tanks; 3. The tanks shall be located in a room protected by an automatic sprinkler system complying with Section 903.3.1.1; and 4. Tanks shall be connected to fuel-burning equipment, including generators, utilizing an approved closed piping system. Ordinance 717 Page 32 of 36 The quantity of combustible liquid stored in tanks complying with this section shall not be counted towards the maximum allowable quantity set forth in Table 5003.1.1(1), and such tanks shall not be required to be located in a control area. Such tanks shall not be located more than two stories below grade. (Reason: Relocated from exception to 603.3.2.1 as published, as per reason statement for deletion in that section. Maintains consistency with current regional requirements relative to interior flammable/combustible liquid storage tanks.) Section 5704.2.11.5; add a sentence to read as follows: 5704.2.11.5 Leak prevention. Leak prevention for underground tanks shall comply with Sections 5704.2.11.5.1 and 5704.2.11.5.2 through 5704.2.11.5.3. An approved method of secondary containment shall be provided for underground tank and piping systems. (Reason: Increased protection in response to underground leak problems and remediation difficulty in underground applications. References regional amendment to IFC 5704.2.11.5.3.) Section 5704.2.11.5.2; change to read as follows: 5704.2.11.5.2 Leak detection. Underground storage tank systems shall be provided with an approved method of leak detection from any component of the system that is designed and installed in accordance with NFPA 30 and as specified in Section 5704.2.11.5.3. (Reason: Reference to IFC Section 5704.2.11.5.3 amendment.) Section 5704.2.11.5; add Section 5704.2.11.5.3 to read as follows: 5704.2.11.5.3 Observation wells. Approved sampling tubes of a minimum 4 inches in diameter shall be installed in the backfill material of each underground flammable or combustible liquid storage tank. The tubes shall extend from a point 12 inches below the average grade of the excavation to ground level and shall be provided with suitable surface access caps. Each tank site shall provide a sampling tube at the corners of the excavation with a minimum of 4 tubes. Sampling tubes shall be placed in the product line excavation within 10 feet of the tank excavation and one every 50 feet routed along product lines towards the dispensers, a minimum of two are required. (Reason: Provides an economical means of checking potential leaks at each tank site.) Section 5706.5.4; delete Section 5706.5.4.5 and replace with the following: 5706.5.4.5 Commercial, industrial, governmental or manufacturing. Dispensing of Class II and III motor vehicle fuel from tank vehicles into the fuel tanks of motor vehicles located at commercial, industrial, governmental or manufacturing establishments is allowed where permitted, provided such dispensing operations are conducted in accordance with Sections 5706.5.4.5.1 through 5706.5.4.5.3. 5706.5.4.5.1 Site requirements. 1. Dispensing may occur at sites that have been permitted to conduct mobile fueling. 2. A detailed site plan shall be submitted with each application for a permit. The site plan must indicate: Ordinance 717 Page 33 of 36 a. all buildings, structures, and appurtenances on site and their use or function; b. all uses adjacent to the property lines of the site; c. the locations of all storm drain openings, adjacent waterways or wetlands; d. information regarding slope, natural drainage, curbing, impounding and how a spill will be retained upon the site property; and, e. The scale of the site plan. 3. The Code Official is authorized to impose limits upon: the times and/or days during which mobile fueling operations are allowed to take place and specific locations on a site where fueling is permitted. 4. Mobile fueling operations shall be conducted in areas not generally accessible to the public. 5. Mobile fueling shall not take place within 15 feet (4.572 m) of buildings, property lines, or combustible storage. 5706.5.4.5.2 Refueling Operator Requirements. 1. The owner of a mobile fueling operations shall provide to the jurisdiction a written response plan which demonstrates readiness to respond to a fuel spill, carry out appropriate mitigation measures, and to indicate its process to properly dispose of contaminated materials when circumstances require. 2. The tank vehicle shall comply with the requirements of NFPA 385 and Local, State and Federal requirements. The tank vehicle's specific functions shall include that of supplying fuel to motor vehicle fuel tanks. The vehicle and all its equipment shall be maintained in good repair. 3. Signs prohibiting smoking or open flames within 25 feet (7.62 m) of the tank vehicle or the point of fueling shall be prominently posted on 3 sides of the vehicle including the back and both sides. 4. A fire extinguisher with a minimum rating of 40:BC shall be provided on the vehicle with signage clearly indicating its location. 5. The dispensing nozzles and hoses shall be of an approved and listed type. 6. The dispensing hose shall not be extended from the reel more than 100 feet (30.48m) in length. 7. Absorbent materials, non-water absorbent pads, a 10 foot (3.048 m) long containment boom, an approved container with lid, and a non-metallic shovel shall be provided to mitigate a minimum 5-gallon fuel spill. 8. Tanker vehicles shall be equipped with a fuel limit switch such as a count-back switch, Ordinance 717 Page 34 of 36 limiting the amount of a single fueling operation to a maximum of 500 gallons (3893 L) between resetting of the limit switch. Exception: Tankers utilizing remote emergency shut-off device capability where the operator constantly carries the shut-off device which, when activated, immediately causes flow of fuel from the tanker to cease. 9. Persons responsible for dispensing operations shall be trained in the appropriate mitigating actions in the event of a fire, leak, or spill. Training records shall be maintained by the dispensing company and shall be made available to the fire code official upon request. 10. Operators of tank vehicles used for mobile fueling operations shall have in their possession at all times an emergency communications device to notify the proper authorities in the event of an emergency. 5706.5.4.5.3 Operational Requirements. 1. The tank vehicle dispensing equipment shall be constantly attended and operated only by designated personnel who are trained to handle and dispense motor fuels. 2. Prior to beginning dispensing operations, precautions shall be taken to assure ignition sources are not present. 3. The engines of vehicles being fueled shall be shut off during dispensing operations. 4. Night time fueling operations shall only take place in adequately lighted areas. 5. The tank vehicle shall be positioned with respect to vehicles being fueled so as to preclude traffic from driving over the delivery hose and between the tank vehicle and the motor vehicle being fueled. 6. During fueling operations, tank vehicle brakes shall be set, chock blocks shall be in place and warning lights shall be in operation. 7. Motor vehicle fuel tanks shall not be topped off. 8. The dispensing hose shall be properly placed on an approved reel or in an approved compartment prior to moving the tank vehicle. 9. The Code Official and other appropriate authorities shall be notified when a reportable spill or unauthorized discharge occurs. (Reason: Provides clarity and organization of the site, operation and use requirements. Maintains long-standing regional practice.) Section 6103.2.1; add Section 6103.2.1.8 to read as follows: 6103.2.1.8 Jewelry Repair, Dental Labs and Similar Occupancies. Where natural gas service is not available, portable LP-Gas containers are allowed to be used to supply approved torch assemblies or Ordinance 717 Page 35 of 36 similar appliances. Such containers shall not exceed 20-pound (9.0 kg) water capacity. Aggregate capacity shall not exceed 60-pound (27.2 kg) water capacity. Each device shall be separated from other containers by a distance of not less than 20 feet. (Reason: To provide a consistent and reasonable means of regulating the use of portable LP-Gas containers in these situations.) Section 6104.2, Exception; add an exception 2 to read as follows: Exceptions: 1. {existing text unchanged} 2. Except as permitted in 308 and 6104.3.2, LP-gas containers are not permitted in residential areas. (Reason: To provide a consistent and reasonable means of regulating the use of portable LP-Gas containers. References regional amendment to IFC 6104.3.2.) Section 6104.3; add Section 6104.3.2 to read as follows: 6104.3.2 Spas, Pool Heaters and other listed devices. Where natural gas service is not available, an LP-Gas container is allowed to be used to supply spa and pool heaters or other listed devices. Such container shall not exceed 250-gallon water capacity per lot. See Table 6104.3 for location of containers. Exception: Lots where LP can be off loaded wholly on the property where the tank is located may install 500 gallon above ground or 1,000 gallon underground approved containers. (Reason: Allows for an alternate fuel source. Dwelling density must be considered and possibly factored into zoning restrictions.) Sec. 38-43--38-60 Reserved SECTION 3: That all provisions of the Westlake Code of Ordinances not hereby amended shall remain in full force and effect. SECTION 4: It is hereby declared to be the intention of the Town Council of the Town of Westlake, Texas, that sections, paragraphs, clauses and phrases of this Ordinance are severable, and if any phrase, clause, sentence, paragraph or section of this Ordinance shall be declared legally invalid or unconstitutional by the valid judgment or decree of any court of competent jurisdiction, such legal invalidity or unconstitutionality shall not affect any of the remaining phrases, clauses, sentences, paragraphs or sections of this Ordinance, since the same would have been enacted by the Town Council of the Town of Westlake, Texas, without the incorporation in this Ordinance, of any such legally invalid or unconstitutional, phrase, sentence, paragraph or section. SECTION 5: That any person, firm or corporation violating any of the provisions or terms of this ordinance shall be subject to the same penalty as provided for in the Code of Ordinances of the Town of Westlake, and upon conviction shall be punishable by a fine not to exceed the sum of Two Thousand Dollars ($2,000.00) for each offense. Each day that a violation is permitted to exist shall constitute a separate offense. Ordinance 717 Page 36 of 36 SECTION 6: The Town Secretary of the Town of Westlake is hereby directed to publish in the official newspaper of the Town of Westlake, the caption, penalty clause, publication clause and the effective date of this ordinance. SECTION 7: This ordinance shall take effect immediately from and after its passage as the law in such case provides. PASSED AND APPROVED ON THIS 28th DAY OF OCTOBER 2013. _____________________________ ATTEST: Laura Wheat, Mayor ____________________________ ______________________________ Kelly Edwards, Town Secretary Thomas E. Brymer, Town Manager APPROVED AS TO FORM: ____________________________ L. Stanton Lowry, Town Attorney Page 1 of 2 estlake Town Council TYPE OF ACTION Regular Meeting - Consent Westlake Town Council Meeting Monday, October 28, 2013 TOPIC: Consider a resolution authorizing the Town Manager to execute an Advanced Funding Agreement for Change Order number 3 with the Texas Department of Transportation for FM 1938 Green Ribbon landscape enhancements. STAFF CONTACT: Jarrod Greenwood, Director of Public Works DECISION POINTS Start Date Completion Date Timeframe: October 28, 2013 October 28, 2013 Work has been completed Funding: Amount- $42,249 Status- Funded Source- Capital Projects Fund Decision Alignment VVM Perspective Desired Outcome Sense of Place Customer Focus CF.Enhance and Maintain a Sense of Community Strategic Issue Outcome Strategy Staff Action Capital Investment 6. Maximize the service provision level to our customers through the use of the shared services model, public/private partnerships, and implementation of SA 06.1: Seek Partnerships Page 2 of 2 innovative inter- governmental agreements. Strategy Map or VVM Connection Strategic Issue Connection EXECUTIVE SUMMARY As you may recall, Town staff applied for a TxDOT landscaping enhancement grant for FM 1938 medians last year and we were awarded $670,000 with the Town responsible for any project cost above this amount. The total project cost was estimated to be $856,000. At the June 18, 2012 regular Council meeting, Town Council authorized an Advanced Funding Agreement (AFA) with TxDOT in order to provide the additional $186,000 needed to complete the improvements as bid. The TxDOT Green Ribbon Funding provided funding grant paid for the landscape and irrigation materials, while Westlake is responsible for the installation costs and any project cost over-runs. The proposed AFA change order number 3 provides funding for the installation of silt fence that was installed along the perimeter. While this work was not originally included in the plans, TxDOT deemed it necessary and required the contractor to install. Once the project has been completed, TXDOT will perform an audit to determine the actual construction cost and make any applicable adjustments to the amount due to, or from, the Town. ORGANIZATIONAL HISTORY/RECOMMENDATION Staff recommends approval ATTACHMENTS Resolution - Exhibit A Proposed AFA CO # 3 with TxDOT – Exhibit B Resolution 13-29 Page 1 of 2 TOWN OF WESTLAKE RESOLUTION NO. 13-29 A RESOLUTION OF THE TOWN COUNCIL OF THE TOWN OF WESTLAKE, TEXAS, AUTHORIZING THE TOWN MANAGER TO EXECUTE AN ADVANCED FUNDING AGREEMENT FOR CHANGE ORDER NUMBER 3 WITH THE TEXAS DEPARTMENT OF TRANSPORTATION FOR FM 1938 GREEN RIBBON LANDSCAPE ENHANCEMENTS. WHEREAS, the City Council finds that wayfinding and landscape enhancements benefits commuters and citizens and is in the best interest of residential and corporate citizens; and WHEREAS, Westlake desires to provide residents and commuters safe and aesthetically pleasing streets to travel; and WHEREAS, Westlake desires to provide an attractive road enhancement project; and WHEREAS, the Town Council finds that the Advanced Funding Agreement for Change Order number 3 in the amount of $42,249 for work deemed necessary to complete the desired median landscape improvements consistent with the FM 1938 Streetscape Master Plan; and WHEREAS, the Town Council finds that the passage of this Resolution is in the best interest of the public. NOW, THEREFORE, BE IT RESOLVED BY THE TOWN COUNCIL OF THE TOWN OF WESTLAKE, TEXAS: SECTION 1: All matters stated in the Recitals above are found to be true and correct and are incorporated herein by reference as if copied in their entirety. SECTION 2: The Town Council of the Town of Westlake hereby approves the Advance Funding Agreement for Change Order number 3 with the Texas Department of Transportation, for the construction of landscape enhancements related to FM 1938, attached as Exhibit “A”, and further authorizes the Town Manager to execute the agreement on behalf of the Town of Westlake, Texas. SECTION 3: If any portion of this Resolution shall, for any reason, be declared invalid by any court of competent jurisdiction, such invalidity shall not affect the remaining provisions hereof and the Council hereby determines that it would have adopted this Resolution without the invalid provision. Resolution 13-29 Page 2 of 2 SECTION 4: That this resolution shall become effective from and after its date of passage. PASSED AND APPROVED ON THIS 28TH DAY OF OCTOBER, 2013. _______________________________ Laura Wheat, Mayor ATTEST: ____________________________ ________________________________ Kelly Edwards, Town Secretary Tom Brymer, Town Manager APPROVED AS TO FORM: ____________________________ L. Stanton Lowry, Town Attorney TEXAS DEPARTMENT OF TRANSPORTATION CONSTRUCTION CONTRACT CHANGE ORDER NUMBER:3 Third Party Funding Notification Sheet This form is used when the subject change order involves funding by a source other than TxDOT/U.S. DOT, and involves third parties who are providing funding under an Advance Funding Agreement or Donation Agreement. 1. Outside funding provided by: CCSJ: 1978-01-028 Town of Westlake . (Outside Entity's Legal Name) Project:STP 2012(570) 2. Type of outside funding agreement for this change: Highway: FM 1938 Existing Amended New County:Tarrant [ Check one ] District:Fort Worth 3. Indicate the type and amount of funding: Contract Fixed Price (Lump Sum)(Estimated Amount ) Number:05123245 Actual Cost (a) Contract Items (Bid Items):$42,249.00 Use as needed: I hereby acknowledge notification of the modifications (b) E&C*: (a) x 4.88% =$2,061.75 covered by this Change Order. enter % (c) Indirect Cost**: (a + b) x =$0.00 enter %Date TOTAL $44,310.75 By Typed/Printed Name Typed/Printed Title * The percentage (%) for E&C (Engineering and Contingencies) charges varies from project to project from approximately 6% to 11% depending on the contract amount of the project. Projects with higher contract amount will have the lower rate of E&C charge. For a specific project, E&C rate (%) can be derived from the cost of "Engineering and Contingencies" in the "Estimated Cost" of the project. ** Use the statewide district rate as established by Finance Division each year. This line 3(c) is for Service Project only, unless otherwise specified in the Advance Funding Agreement. See Stand Alone Manual Notice 98-2 for instructions. Funding for this Change Order has been arranged: TxDOT Representative Date Typed/Printed Name: TXDOT Form 2146-AFA (Rev. 6/2005) CONTRACT ID: PROJECT: CONTRACT: CONTRACTOR: AWARD AMOUNT: HIGHWAY: DISTRICT: COUNTY: AREA ENGINEER: AREA NUMBER: STP 2012(570) 05123245 LEGENDS LANDSCAPES LLC FM 1938 02 052 TARRANT DESCRIPTION:Additional Temporary Sediment Control Fence APPRV LEVEL:OVERRIDE REASON:CO TYPE:STATE LETTER OF AUTH - PARTICIPATING CHANGE ORDER NBR. 3 Ricardo Gonzalez, P.E. 197801055 $0.003RD PARTY AMOUNT: CO AMOUNT:$42,249.00 - REPORT DATE: SECONDARY REASON(S): 1B-INCORRECT PS&E (CONSULTANT DESIGN)1B $856,000.00 PROJECTED AMOUNT: $856,000.00 Extra Work Functions: Zero Dollar Overrun/Underrun Time Adjustment Force Account Final Quantity Change Project Limits Delete/Add CSJ 7/10/2013 12:10:17PM DESCRIBE THE REASON FOR THE CHANGE ORDER AND WHAT IS BEING CHANGED. WHEN NECESSARY, INCLUDE EXCEPTIONS TO THIS AGREEMENT: Limits: Entire Project Description: This change order is necessary to compensate the Contractor for furnishing and installing additional temporary sediment control fence throughout the entire project. This addition is to control silt and debris until the disturbed areas has been adequately stabilized. New or Revised Plan Sheet(s): None. ADDITIONAL TIME NOT NEEDED DATE DATE BY: THE CONTRACTOR "By signing this change order, the contractor agrees to waive any and all claims for additional compensation due to any and all other expenses; additional changes for time, overhead and profit; or loss of compensation as a result of this change and that this agreement is made in accordance Item 4 and the Contract. Exceptions should be noted in explanation above." TYPED/PRINTED TITLE: TYPED/PRINTED NAME: AREA ENGINEER: DATE DISTRICT ENGINEER: DATE DATE DATE DIRECTOR, CONSTRUCTION DIVISION: DEPUTY EXECUTIVE DIRECTOR: DATE FHWA: DATE AREA ENGINEER'S SEAL: CONTRACT ID 197801055 CHANGE ORDER NBR. Page 2 of 2 3 CONTRACT ITEMS PROJECT NBR 197801055 CATG NBR LINE ITEM SP CODE NBR DESCRIPTION UNIT UNIT PRICE ORIG + PREV REV QTY QTY THIS CO NEW QTY THIS CO AMOUNT ITEM 2.00000 100.000 21,124.500 21,224.500 $42,249.00001013005062034010TEMPORARY SEDIMENT CONTROL FENCE LF $42,249.00CHANGE ORDER AMOUNT Page 1 of 2 estlake Town Council TYPE OF ACTION Regular Meeting - Consent Westlake Town Council Meeting Monday, October 28, 2013 TOPIC: Consider a resolution authorizing the Town Manager to execute an agreement with C. Green Scaping, LP for FM 1938 PH 3 Streetscape enhancements. STAFF CONTACT: Jarrod Greenwood, Director of Public Works DECISION POINTS Start Date Completion Date Timeframe: October 28, 2013 June 30, 2014 Estimated time of contract Funding: Amount- $1,621,704.93 Status- Funded Source- Capital Projects Fund Decision Alignment VVM Perspective Desired Outcome Sense of Place Customer Focus CF.Enhance and Maintain a Sense of Community Strategic Issue Outcome Strategy Staff Action Capital Investment 1. Existing Infrastructure Reinvestment (Current Assets) SA 01.3: FM 1938 Strategy Map or VVM Connection Strategic Issue Connection Page 2 of 2 EXECUTIVE SUMMARY With FM 1938 being a major roadway, Westlake Town Council recognized the importance to the community’s economic development and sense of place. Therefore, in 2008, the Town Council approved the first step in developing an enhanced corridor by approving a contract for a streetscape master plan. Since that time, work that has been completed as a part of the streetscape master plan includes: enhanced pavement at key intersections, crosswalks, medians, wheelchair ramps, and the pedestrian tunnel; the Westlake “W” and arched metal railing were used at the pedestrian underpass; retaining walls were upgraded to be stamped and stained to mimic the stone used throughout the Town; trees, shrubs and grass planted in the medians. We are now at the final stage of our streetscape improvement CIP. The proposed project will include 8' wide concrete trails, trees, shrubs, ornamental grasses, irrigation, grass (sod), gateway monuments, shade structures, and lighting. The apparent lowest bidder was C. Green Scaping, LP with a total of $1,621,704.93, which includes the base bid of $1,113,131.08, a contingency of $25,000.00, Alternate # 1 for $442,155.00, and Alternate # 3 for $66,418.85. The 1999 Fidelity developer’s agreement stipulates that Fidelity is responsible for the installation and maintenance of landscape along the west side of FM 1938 and the medians from Dove Road to SH 114. To date, we have billed and received approximately $82,000 for the median plantings. We will bill Fidelity for the remaining improvements according to the developer’s agreement. The amount to be reimbursed by Fidelity, based on the proposed bid, is approximately $350,000. Staff will audit the project upon completion to determine the actual constructed costs and adjust the reimbursement due from Fidelity accordingly. ORGANIZATIONAL HISTORY/RECOMMENDATION Staff recommends approval. ATTACHMENTS Resolution Proposed Agreement – Exhibit A Resolution 13-30 Page 1 of 2 TOWN OF WESTLAKE RESOLUTION NO. 13-30 A RESOLUTION OF THE TOWN COUNCIL OF THE TOWN OF WESTLAKE, TEXAS, AUTHORIZING THE TOWN MANAGER TO EXECUTE A CONTRACT WITH C. GREEN SCAPING, LP FOR FM 1938 PH 3 STREETSCAPE ENHANCEMENTS. WHEREAS, the Town Council finds that wayfinding and landscape enhancements benefits commuters and citizens and is in the best interest of residential and corporate citizens; and WHEREAS, Westlake desires to provide residents and commuters safe and aesthetically pleasing streets to travel; and WHEREAS, Westlake desires to provide an attractive road enhancement project; and WHEREAS, the Town Council finds that the proposed contract with C. Green Scaping, LP is necessary for the construction of the landscape enhancements consistent with the FM 1938 Streetscape Master Plan; and WHEREAS, the Town Council finds that the passage of this Resolution is in the best interest of the public. NOW, THEREFORE, BE IT RESOLVED BY THE TOWN COUNCIL OF THE TOWN OF WESTLAKE, TEXAS: SECTION 1: That, all matters stated in the Recitals hereinabove are found to be true and correct and are incorporated herein by reference as if copied in their entirety. SECTION 2: That, the Town Council of the Town of Westlake, Texas, hereby approves the contract with C. Green Scaping, LP in the amount of $1,621,704.93 for the construction of FM 1938 PH 3 streetscape enhancements attached here to as Exhibit A; and further authorizes the Town Manager to execute said contract on behalf of the Town of Westlake, Texas. SECTION 3: If any portion of this Resolution shall, for any reason, be declared invalid by any court of competent jurisdiction, such invalidity shall not affect the remaining provisions hereof and the Council hereby determines that it would have adopted this Resolution without the invalid provision. Resolution 13-30 Page 2 of 2 SECTION 4: That this resolution shall become effective from and after its date of passage. PASSED AND APPROVED ON THIS 28TH DAY OF OCTOBER 2013. ATTEST: _____________________________ Laura L. Wheat, Mayor ____________________________ ______________________________ Kelly Edwards, Town Secretary Thomas E. Brymer, Town Manager APPROVED AS TO FORM: ____________________________ L. Stanton Lowry, Town Attorney Page 1 of 2 estlake Town Council TYPE OF ACTION Regular Meeting - Consent Westlake Town Council Meeting Monday, October 28, 2013 TOPIC: Consider a resolution authorizing the Town Manager to execute an agreement with C. Green Scaping, LP for FM 1938 PH 3 Streetscape enhancements. STAFF CONTACT: Jarrod Greenwood, Director of Public Works DECISION POINTS Start Date Completion Date Timeframe: October 28, 2013 June 30, 2014 Estimated time of contract Funding: Amount- $1,621,704.93 Status- Funded Source- Capital Projects Fund Decision Alignment VVM Perspective Desired Outcome Sense of Place Customer Focus CF.Enhance and Maintain a Sense of Community Strategic Issue Outcome Strategy Staff Action Capital Investment 1. Existing Infrastructure Reinvestment (Current Assets) SA 01.3: FM 1938 Strategy Map or VVM Connection Strategic Issue Connection Page 2 of 2 EXECUTIVE SUMMARY With FM 1938 being a major roadway, Westlake Town Council recognized the importance to the community’s economic development and sense of place. Therefore, in 2008, the Town Council approved the first step in developing an enhanced corridor by approving a contract for a streetscape master plan. Since that time, work that has been completed as a part of the streetscape master plan includes: enhanced pavement at key intersections, crosswalks, medians, wheelchair ramps, and the pedestrian tunnel; the Westlake “W” and arched metal railing were used at the pedestrian underpass; retaining walls were upgraded to be stamped and stained to mimic the stone used throughout the Town; trees, shrubs and grass planted in the medians. We are now at the final stage of our streetscape improvement CIP. The proposed project will include 8' wide concrete trails, trees, shrubs, ornamental grasses, irrigation, grass (sod), gateway monuments, shade structures, and lighting. The apparent lowest bidder was C. Green Scaping, LP with a total of $1,621,704.93, which includes the base bid of $1,113,131.08, a contingency of $25,000.00, Alternate # 1 for $442,155.00, and Alternate # 3 for $66,418.85. The 1999 Fidelity developer’s agreement stipulates that Fidelity is responsible for the installation and maintenance of landscape along the west side of FM 1938 and the medians from Dove Road to SH 114. To date, we have billed and received approximately $82,000 for the median plantings. We will bill Fidelity for the remaining improvements according to the developer’s agreement. The amount to be reimbursed by Fidelity, based on the proposed bid, is approximately $350,000. Staff will audit the project upon completion to determine the actual constructed costs and adjust the reimbursement due from Fidelity accordingly. ORGANIZATIONAL HISTORY/RECOMMENDATION Staff recommends approval. ATTACHMENTS Resolution Proposed Agreement – Exhibit A Resolution 13-30 Page 1 of 2 TOWN OF WESTLAKE RESOLUTION NO. 13-30 A RESOLUTION OF THE TOWN COUNCIL OF THE TOWN OF WESTLAKE, TEXAS, AUTHORIZING THE TOWN MANAGER TO EXECUTE A CONTRACT WITH C. GREEN SCAPING, LP FOR FM 1938 PH 3 STREETSCAPE ENHANCEMENTS. WHEREAS, the Town Council finds that wayfinding and landscape enhancements benefits commuters and citizens and is in the best interest of residential and corporate citizens; and WHEREAS, Westlake desires to provide residents and commuters safe and aesthetically pleasing streets to travel; and WHEREAS, Westlake desires to provide an attractive road enhancement project; and WHEREAS, the Town Council finds that the proposed contract with C. Green Scaping, LP is necessary for the construction of the landscape enhancements consistent with the FM 1938 Streetscape Master Plan; and WHEREAS, the Town Council finds that the passage of this Resolution is in the best interest of the public. NOW, THEREFORE, BE IT RESOLVED BY THE TOWN COUNCIL OF THE TOWN OF WESTLAKE, TEXAS: SECTION 1: That, all matters stated in the Recitals hereinabove are found to be true and correct and are incorporated herein by reference as if copied in their entirety. SECTION 2: That, the Town Council of the Town of Westlake, Texas, hereby approves the contract with C. Green Scaping, LP in the amount of $1,621,704.93 for the construction of FM 1938 PH 3 streetscape enhancements attached here to as Exhibit A; and further authorizes the Town Manager to execute said contract on behalf of the Town of Westlake, Texas. SECTION 3: If any portion of this Resolution shall, for any reason, be declared invalid by any court of competent jurisdiction, such invalidity shall not affect the remaining provisions hereof and the Council hereby determines that it would have adopted this Resolution without the invalid provision. Resolution 13-30 Page 2 of 2 SECTION 4: That this resolution shall become effective from and after its date of passage. PASSED AND APPROVED ON THIS 28TH DAY OF OCTOBER 2013. ATTEST: _____________________________ Laura L. Wheat, Mayor ____________________________ ______________________________ Kelly Edwards, Town Secretary Thomas E. Brymer, Town Manager APPROVED AS TO FORM: ____________________________ L. Stanton Lowry, Town Attorney Page 1 of 3 estlake Town Council TYPE OF ACTION Workshop – Discussion Item Meeting – Consent Agenda Westlake Town Council Meeting Monday, October 28, 2013 TOPIC: Discussion and Consideration of Resolution 13-31, Completing Appointments to the Comprehensive Plan Review and Update Steering Committee STAFF CONTACT: Tom Brymer, Town Manager Decision Points Start Date Completion Date Timeframe: September 16, 2013 October 28, 2013 (Note: this is for appointment of the Steering Committee) Funding: Amount - $338,950 Status- Funded Source - General Fund Decision Alignment VVM Perspective Desired Outcome Exemplary Governance Customer Focus CF. Promote Best Practice Policy Governance Strategic Issue Outcome Strategy Staff Action N/A N/A N/A Page 2 of 3 EXECUTIVE SUMMARY Reviewing and updating the Town’s existing 1992 Comprehensive Plan (Comp Plan) has been identified as a Town Council priority. The existing Comprehensive Plan has not had a thorough, holistic review for possible updating since it was adopted, with the exception of changes to the land use plan portion of the Comp Plan that were made to reflect previous zoning decisions. As a point of comparison, in municipalities located in high growth areas like ours, it would be customary to perform a holistic review and update of the comprehensive plan at least once over a twenty (20) year time frame. At the August 26, 2013 Regular Meeting, the Town Council retained MESA Planning as the Planning Consultant to assist the Town in the review and update of its 1992 Comprehensive Plan It is important to note that this proposed review and update of the Town’s Comp Plan utilizes an extensive public participation component through the use of a task force/steering committee appointed by the Town Council. This public involvement process helps to attain transparency in the process of reviewing the plan and insures input from the community’s various stakeholder groups in the Comp Plan’s updated content. The Role of the Steering Committee: The Westlake Comprehensive Plan Steering Committee is a central link between the on-going work of the Planning Consultant and the public input that informs that work. The Steering Committee assures the Town that key public concerns are heard by the consultant and addressed in the process of plan formulation. As the planning moves toward finalization, adoption, and application, the Steering Committee emerges as a leadership that: • Speaks to adoption of the plan when brought to the Planning Commission and Council (as the product of a process of community participation) • Observes and advocates for application of the plan in the on-going decision processes of governance • Advises as to the meaning of the plan in areas where such understanding is needed (using their participation in the Plan Process as a basis for such clarification) Characteristics of the Steering Committee: Staff and our planning consultant recommend that the Town Council recruit and appoint community members, land owners, residents, business people, and other key stakeholders across the Town to this Steering Committee. Further, Staff recommends that the size of the working group be no more than 12 persons, appointed to the Committee by the Council. It is also recommended that the Steering Committee have one chairperson. Update from September 16, 2013 Town Council Regular Meeting: At this meeting the Council made some appointments to the Steering Committee on Resolution 13-28 as follows: Darrell Johnson, Paul Beachamp (pending acceptance), Greg Goble, Joe Schneider (pending acceptance, note- Mr. Schneider accepted), Alesa Belvedere, Mehrdad Mooayedi or a representative, Roland Arthur, (pending acceptance). Staff will report on some recommendations at this workshop meeting about some additional members that the Council might want to consider placing on this Committee. Page 3 of 3 Further appointments are needed if Council wishes to make this group 9-12 in size (including a Town Council liaison), which is the size recommended by Staff. Consequently, this item has been scheduled for discussion of additional appointments at the workshop. A resolution is on the regular meeting agenda to appoint remaining members of this Steering Committee. ORGANIZATIONAL HISTORY/RECOMMENDATION Staff recommends a Steering Committee membership of 9-12 members which would include a chair person and a member of the Town Council to serve as a liaison between the Steering Committee and Town Council. ATTACHMENTS 1. Resolution 13-28, approved September 16, 2013 2. Resolution 13-31 3. Resolution 13-31, Exhibit A-Job description for Members of Comprehensive Plan Update Steering Committee Resolution 13-31 Page 1 of 2 TOWN OF WESTLAKE RESOLUTION 13-31 A RESOLUTION OF THE TOWN COUNCIL OF THE TOWN OF WESTLAKE, TEXAS, COMPLETING APPOINNTMENT OF THE COMPREHENSIVE PLAN REVIEW & UPDATE STEERING COMMITTEE. WHEREAS, the Town Council recognizes the importance of citizen engagement and involvement as a critical component to the Town’s efforts to review and update its existing Comprehensive Plan; and, WHEREAS, the Westlake Town Council has identified as a priority the review and update of the 1992 Comprehensive Plan and has retained the services of a Planning Consultant to assist the Town’s efforts in the review process; and, WHEREAS, to provide for citizen engagement and involvement during this important process, the Town Council wishes to create and appoint a Comprehensive Plan Steering Committee to serve as a central link between the on-going work of the Planning Consultant and the public input that informs that work; and, WHEREAS, the Town Council intends for the Comprehensive Plan Steering Committee to represent a cross section of the Town of Westlake and, as such, the Committee will be constituted of stakeholders including land owners, residents, business people, and other key Town of Westlake stakeholders; and, WHEREAS, The Comprehensive Plan Steering Committee is intended to assure the Town that key public concerns are heard by the Planning Consultant and addressed in the process of plan review and formulation and the Town Council Appointed Some Members to this Committee at its September 16, 2013 Regular Meeting and Wishes to Complete These Appointments; and, WHEREAS, the Town Council finds that the passage of this Resolution is in the best interest of the citizens of Westlake. NOW, THEREFORE, BE IT RESOLVED BY THE TOWN COUNCIL OF THE TOWN OF WESTLAKE, TEXAS: SECTION 1: That all matters stated in the Recitals hereinabove are found to be true and correct and are incorporated herein by reference as if copied in their entirety. SECTION 2: That the Town of Westlake Town Council appointed the following persons to the Comprehensive Plan Update Steering Committee at the Council’s September 16, 2013 Regular Meeting and approved Resolution 13-28 as follows: Darrell Johnson Paul Beauchamp (pending acceptance) Resolution 13-31 Page 2 of 2 Greg Goble Joe Schneider Alesa Belvedere Roland Arthur, (pending acceptance) Mehrdad Moayedi or a representative SECTION 3: That the Town of the Westlake Town Council wishes to complete the appointment of remaining members of the Comprehensive Plan Update Steering Committee as follows: NAMES TO BE INSERTED SECTION 4: That, the Town Council approves the attached Exhibit “A” as a part of this resolution providing a general description of the scope and duties of this Steering Committee as it works with the Town’s Planning Consultant on the update and review of the Town’s 1992 Comprehensive Plan. SECTION 5: If any portion of this Resolution shall, for any reason, be declared invalid by any court of competent jurisdiction, such invalidity shall not affect the remaining provisions hereof and the Council hereby determines that it would have adopted this Resolution without the invalid provision. SECTION 6: That, this resolution shall become effective from and after its date of passage. PASSED AND APPROVED ON THIS 28TH DAY OF OCTOBER, 2013. ___________________________________ Laura Wheat, Mayor ATTEST: ________________________________ ___________________________________ Kelly Edwards, TRMC, Town Secretary Thomas E. Brymer, Town Manager APPROVED AS TO FORM: ________________________________ Stan Lowry, Town Attorney Page 1 of 2 FORGING THE FUTURE: WESTLAKE COMPREHENSIVE PLAN UPDATE STEERING COMMITTEE JOB DESCRIPTION The Role of the Steering Committee: The Westlake Comprehensive Plan Steering Committee is a central link between the on-going work of the Planning Consultant and the Public Input that informs that work. The Steering Committee assures the City that key public concerns are heard by the consultant and addressed in the process of plan formulation. As the planning process moves toward finalization, adoption, and application; the Steering Committee emerges as a leadership that: • Speaks to adoption of the plan when brought to the Commission and Council (as the product of a process of community participation) • Observes and advocates for application of the plan in the on-going decision processes of governance • Advises as to the meaning of the plan in areas where such understanding is needed (using their participation in the Plan Process as a basis for such clarification) Characteristics of the Steering Committee: Efforts will be made to recruit community members, land owners, residents, business people, and other key stakeholders across the Town of Westlake. The size of the working group will be no more than 12 persons, appointed to the Steering Committee by the Town Council. The working group will have one chairperson. Responsibilities of the Steering Committee Member: In order to fulfill the above described role, each member of the Steering Committee is an active participant in the planning process with the following responsibilities: • Steering Committee members will be asked to speak in behalf of the Comprehensive Plan as it moves toward completion. • Steering Committee members will be asked to lead discussion groups during the public participation process • Steering Committee members will be asked to review materials to be presented to pubic workshops. • Steering Committee members will be asked to clarify public input received. • More specifically, members of the Steering Committee will: o Attend the Kick-off meeting with the consultant Planning Team to become familiar with the scope of work, the planning process, and the general materials that the plan must address. Page 2 of 2 o Attend three pre-public workshop work sessions to become familiar with the consultant’s work to date, review material to be presented at each of the public workshops, comment on the workshop materials, collaborate with the consultant as to the sequence of workshop events, understand the Committee Members’ role in each workshop, and strategize with the consultant as to how attendance can be maximized. o Attend each of the three public workshops, performing the following workshop activities:  Workshop #1: Goals and Objectives  Leading breakout group sessions and document key points of discussion on a flip chart  Presenting the key ideas, suggestions, comments, concerns identified during the break-out group to the full body of participants (assembled after the break-out group discussions are completed)  Help the Consultant team understand the input received  Workshop #2: Planning Framework  Same as above  Public Workshop #3: Putting It All Together (Town hall Session)  Monitor one of the Plan Component Stations (such as a land use station) set up for the public review as they walk among all stations  Answer questions posed by participants  Document further key inputs o Attend a post workshop/ pre-report submittal work session to review the final plan components, public input received at Workshop #3, and strategize regarding plan adoption o Attend Public Hearings during the process of plan consideration and adoption. Members of the Steering Committee will lead the presentation by introduction and closing statements. o Help launch/ establish a planning advisory committee that will be an on-going link between the plan process and plan application over time. Time Commitments: It is anticipated that a minimum of 20 hours will be devoted to meetings over the 9 month duration of the plan process. Page 1 of 2 estlake Town Council TYPE OF ACTION Workshop - Discussion Regular Meeting - Consent Westlake Town Council Workshop Meeting Monday, October 28, 2013 TOPIC: Discussion and consideration of adopting an ordinance authorizing the issuance of general obligation refunding bonds; establishing procedures for the sale and delivery of the bonds; providing for the security for and payment of said bonds; providing an effective date; and enacting other provisions related to the subject to include “Delegated Pricing”. STAFF CONTACT: Debbie Piper, Finance Director Decision Points Start Date Completion Date Timeframe: October 28, 2013 January 7, 2014 Funding: Amount- None. Status- N/A Source- N/A Decision Alignment VVM Perspective Desired Outcome Exemplary Governance Financial Stewardship FS.Sustain Fiscal Health Strategic Issue Outcome Strategy Staff Action Fiscal Stewardship & Organizational Effectiveness N/A SA 09B1: Financial Analysis Strategy Map or VVM Connection Strategic Issue Connection Page 2 of 2 EXECUTIVE SUMMARY Tom Lawrence, our financial advisor, has been closel y watching the bond rates and working the numbers in order to notify the Town at the earliest time it would be beneficial to refund a portion of our bonds. He has identified significant estimated cost savings that can be obtained by moving forward on the refunding of certain 2003 Certificates of Obligation previously issued by the Town. He has forwarded the attached report to make us aware of potential savings if we proceed. As stated in our Financial Policies, the present value savings of a particular refunding should exceed 3.5% of the principal amount to be refunded. The attached report, based on current interest rates (as of October 18, 2013), reflects present values savings of 8%, with an overall savings of $221,944 (page 1 of report). This proposed refunding would need to close after December 31st for “bank-qualified” status due to the Certificates of Obligation issued earlier this year. The sale could occur this year (some time after Thanksgiving), but the closing would need to be set for the first week of January or later. Staff is also recommending the Council consider adopting a “Delegated Pricing” ordinance that gives us more timing flexibility. This is a more flexible approach than the traditional method of locking in an interest rate on the day that the Town Council meets to approve the sale of the bonds. This involves the Council approving a set of parameters that must be met before the refunding bonds could be issued. Such parameters include, among others, maximum amount of refunding bonds (e.g. $7 million), minimum amount of present value savings (e.g. 5.0%) and a time limit for completing the transaction, (e.g. six months). In addition to establishing parameters, a Delegated Pricing Ordinance delegates the final approval of the refunding bonds to its staff, e.g. Town Manager or Finance Director, who would have to sign off on the transaction before a bond sale and closing may occur. No further Council action would be required. A schedule is attached of the events that will need to take place if we move forward with the bond refunding and “Delegated Pricing” ordinance in October. ORGANIZATIONAL HISTORY/RECOMMENDATION Staff recommends approval of an ordinance authorizing the issuance of general obligation refunding bonds, including “Delegated Pricing” at the October Council meeting in order for Town Staff to take advantage of rates when they are at a point that best benefits the Town regarding the refunding. Attachments a) Schedule of Events b) Refunding report prepared by Lawrence Financial Consulting LLC c) Ordinance TOWN OF WESTLAKE GENERAL OBLIGATION REFUNDING BONDS, SERIES 2014 SCHEDULE OF EVENTS (Council Meeting Dates Highlighted) Action Date Bond Sale/Delegated Pricing Approved by Town Council10/28/13 Application for Credit Rating; initial draft of POS distributed 10/31/13 Credit Rating Received 11/18/13 Preliminary Official Statement Distributed to Investors11/21/13 Bond Pricing Completed 12/04/13 Bond Counsel Submits Transcript to AG for Review12/06/13 Final Official Statement printed12/11/13 Closing Memorandum Distributed12/12/13 Attorney General Approval Received01/03/14 Closing 01/07/14 Lawrence Financial Consulting LLC 10/18/2013 Town of Westlake, Texas General Obligation Refunding Bonds, Series 2014 Table of Contents Report Debt Service Comparison 1 Debt Service Schedule 2 Pricing Summary 4 Total Refunded Debt Service 5 Debt Service To Maturity And To Call 6 Operation of Current Refunding 8 Escrow Summary Cost 9 Refunding Summary 10 2014 Rfd | SINGLE PURPOSE | 10/18/2013 | 2:18 PM Lawrence Financial Consulting LLC Registered Municipal Advisor & Texas Securities Dealer Town of Westlake, Texas General Obligation Refunding Bonds, Series 2014 Debt Service Comparison Date Total P+I Existing D/S Net New D/S Old Net D/S Savings 09/30/2014 40,850.78 178,390.63 219,241.41 223,705.63 4,464.22 09/30/2015 260,510.00 -260,510.00 275,630.00 15,120.00 09/30/2016 261,560.00 -261,560.00 273,230.00 11,670.00 09/30/2017 64,470.00 -64,470.00 75,250.00 10,780.00 09/30/2018 64,290.00 -64,290.00 75,250.00 10,960.00 09/30/2019 64,110.00 -64,110.00 75,250.00 11,140.00 09/30/2020 63,930.00 -63,930.00 75,250.00 11,320.00 09/30/2021 63,750.00 -63,750.00 75,250.00 11,500.00 09/30/2022 63,570.00 -63,570.00 75,250.00 11,680.00 09/30/2023 63,390.00 -63,390.00 75,250.00 11,860.00 09/30/2024 63,210.00 -63,210.00 75,250.00 12,040.00 09/30/2025 63,030.00 -63,030.00 75,250.00 12,220.00 09/30/2026 62,850.00 -62,850.00 75,250.00 12,400.00 09/30/2027 62,670.00 -62,670.00 75,250.00 12,580.00 09/30/2028 62,490.00 -62,490.00 75,250.00 12,760.00 09/30/2029 412,000.00 -412,000.00 425,250.00 13,250.00 09/30/2030 409,200.00 -409,200.00 422,750.00 13,550.00 09/30/2031 414,000.00 -414,000.00 424,500.00 10,500.00 09/30/2032 413,100.00 -413,100.00 425,250.00 12,150.00 Total $2,972,980.78 $178,390.63 $3,151,371.41 $3,373,315.63 $221,944.22 PV Analysis Summary (Net to Net) Gross PV Debt Service Savings 158,328.82 Net PV Cashflow Savings @ 3.742%(TIC)158,328.82 Contingency or Rounding Amount 484.30 Net Present Value Benefit $158,813.12 Net PV Benefit / $1,880,000 Refunded Principal 8.448% Net PV Benefit / $1,980,000 Refunding Principal 8.021% Refunding Bond Information Refunding Dated Date 1/07/2014 Refunding Delivery Date 1/07/2014 2014 Rfd | SINGLE PURPOSE | 10/18/2013 | 2:18 PM Lawrence Financial Consulting LLC Registered Municipal Advisor & Texas Securities Dealer Page 1 Town of Westlake, Texas General Obligation Refunding Bonds, Series 2014 Debt Service Schedule Part 1 of 2 Date Principal Coupon Interest Total P+I Fiscal Total 01/07/2014 ----- 08/15/2014 --40,850.78 40,850.78 - 09/30/2014 ----40,850.78 02/15/2015 195,000.00 2.000%33,730.00 228,730.00 - 08/15/2015 --31,780.00 31,780.00 - 09/30/2015 ----260,510.00 02/15/2016 200,000.00 2.000%31,780.00 231,780.00 - 08/15/2016 --29,780.00 29,780.00 - 09/30/2016 ----261,560.00 02/15/2017 5,000.00 3.600%29,780.00 34,780.00 - 08/15/2017 --29,690.00 29,690.00 - 09/30/2017 ----64,470.00 02/15/2018 5,000.00 3.600%29,690.00 34,690.00 - 08/15/2018 --29,600.00 29,600.00 - 09/30/2018 ----64,290.00 02/15/2019 5,000.00 3.600%29,600.00 34,600.00 - 08/15/2019 --29,510.00 29,510.00 - 09/30/2019 ----64,110.00 02/15/2020 5,000.00 3.600%29,510.00 34,510.00 - 08/15/2020 --29,420.00 29,420.00 - 09/30/2020 ----63,930.00 02/15/2021 5,000.00 3.600%29,420.00 34,420.00 - 08/15/2021 --29,330.00 29,330.00 - 09/30/2021 ----63,750.00 02/15/2022 5,000.00 3.600%29,330.00 34,330.00 - 08/15/2022 --29,240.00 29,240.00 - 09/30/2022 ----63,570.00 02/15/2023 5,000.00 3.600%29,240.00 34,240.00 - 08/15/2023 --29,150.00 29,150.00 - 09/30/2023 ----63,390.00 02/15/2024 5,000.00 3.600%29,150.00 34,150.00 - 08/15/2024 --29,060.00 29,060.00 - 09/30/2024 ----63,210.00 02/15/2025 5,000.00 3.600%29,060.00 34,060.00 - 08/15/2025 --28,970.00 28,970.00 - 09/30/2025 ----63,030.00 02/15/2026 5,000.00 3.600%28,970.00 33,970.00 - 08/15/2026 --28,880.00 28,880.00 - 09/30/2026 ----62,850.00 02/15/2027 5,000.00 3.600%28,880.00 33,880.00 - 08/15/2027 --28,790.00 28,790.00 - 09/30/2027 ----62,670.00 02/15/2028 5,000.00 3.600%28,790.00 33,790.00 - 2014 Rfd | SINGLE PURPOSE | 10/18/2013 | 2:18 PM Lawrence Financial Consulting LLC Registered Municipal Advisor & Texas Securities Dealer Page 2 Town of Westlake, Texas General Obligation Refunding Bonds, Series 2014 Debt Service Schedule Part 2 of 2 Date Principal Coupon Interest Total P+I Fiscal Total 08/15/2028 --28,700.00 28,700.00 - 09/30/2028 ----62,490.00 02/15/2029 360,000.00 3.000%28,700.00 388,700.00 - 08/15/2029 --23,300.00 23,300.00 - 09/30/2029 ----412,000.00 02/15/2030 370,000.00 4.000%23,300.00 393,300.00 - 08/15/2030 --15,900.00 15,900.00 - 09/30/2030 ----409,200.00 02/15/2031 390,000.00 4.000%15,900.00 405,900.00 - 08/15/2031 --8,100.00 8,100.00 - 09/30/2031 ----414,000.00 02/15/2032 405,000.00 4.000%8,100.00 413,100.00 - 09/30/2032 ----413,100.00 Total $1,980,000.00 -$992,980.78 $2,972,980.78 - Yield Statistics Bond Year Dollars $26,554.00 Average Life 13.411 Years Average Coupon 3.7394772% Net Interest Cost (NIC)3.7552967% True Interest Cost (TIC)3.7420844% Bond Yield for Arbitrage Purposes 3.6437444% All Inclusive Cost (AIC)3.9985637% IRS Form 8038 Net Interest Cost 3.6935032% Weighted Average Maturity 13.381 Years 2014 Rfd | SINGLE PURPOSE | 10/18/2013 | 2:18 PM Lawrence Financial Consulting LLC Registered Municipal Advisor & Texas Securities Dealer Page 3 Town of Westlake, Texas General Obligation Refunding Bonds, Series 2014 Pricing Summary Maturity Type of Bond Coupon Yield Maturity Value Price Dollar Price 02/15/2015 Serial Coupon 2.000%0.500%195,000.00 101.651% 198,219.45 02/15/2016 Serial Coupon 2.000%0.700%200,000.00 102.712% 205,424.00 02/15/2028 Term 1 Coupon 3.600%3.600%60,000.00 100.000% 60,000.00 02/15/2029 Serial Coupon 3.000%3.500%360,000.00 94.170% 339,012.00 02/15/2030 Serial Coupon 4.000%3.650%370,000.00 102.687%c 379,941.90 02/15/2031 Serial Coupon 4.000%3.750%390,000.00 101.910%c 397,449.00 02/15/2032 Serial Coupon 4.000%3.850%405,000.00 101.139%c 409,612.95 Total ---$1,980,000.00 --$1,989,659.30 Bid Information Par Amount of Bonds $1,980,000.00 Reoffering Premium or (Discount)9,659.30 Gross Production $1,989,659.30 Total Underwriter's Discount (0.700%)$(13,860.00) Bid (99.788%)1,975,799.30 Total Purchase Price $1,975,799.30 Bond Year Dollars $26,554.00 Average Life 13.411 Years Average Coupon 3.7394772% Net Interest Cost (NIC)3.7552967% True Interest Cost (TIC)3.7420844% 2014 Rfd | SINGLE PURPOSE | 10/18/2013 | 2:18 PM Lawrence Financial Consulting LLC Registered Municipal Advisor & Texas Securities Dealer Page 4 Town of Westlake, Texas Combination Tax and Limited Pledge Revenue Certificates of Obligation Series 2003 Total Refunded Debt Service Date Principal Coupon Interest Total P+I 05/01/2014 -3.875%45,315.00 45,315.00 05/01/2015 185,000.00 4.000%90,630.00 275,630.00 05/01/2016 190,000.00 4.200%83,230.00 273,230.00 05/01/2017 --75,250.00 75,250.00 05/01/2018 --75,250.00 75,250.00 05/01/2019 --75,250.00 75,250.00 05/01/2020 --75,250.00 75,250.00 05/01/2021 --75,250.00 75,250.00 05/01/2022 --75,250.00 75,250.00 05/01/2023 --75,250.00 75,250.00 05/01/2024 --75,250.00 75,250.00 05/01/2025 --75,250.00 75,250.00 05/01/2026 --75,250.00 75,250.00 05/01/2027 --75,250.00 75,250.00 05/01/2028 --75,250.00 75,250.00 05/01/2029 350,000.00 5.000%75,250.00 425,250.00 05/01/2030 365,000.00 5.000%57,750.00 422,750.00 05/01/2031 385,000.00 5.000%39,500.00 424,500.00 05/01/2032 405,000.00 5.000%20,250.00 425,250.00 Total $1,880,000.00 -$1,314,925.00 $3,194,925.00 Yield Statistics Base date for Avg. Life & Avg. Coupon Calculation 1/07/2014 Average Life 13.875 Years Average Coupon 4.9771628% Weighted Average Maturity (Par Basis) 13.875 Years Refunding Bond Information Refunding Dated Date 1/07/2014 Refunding Delivery Date 1/07/2014 2003 after 2011 rfd | SINGLE PURPOSE | 10/18/2013 | 2:18 PM Lawrence Financial Consulting LLC Registered Municipal Advisor & Texas Securities Dealer Page 5 Town of Westlake, Texas General Obligation Refunding Bonds, Series 2014 Debt Service To Maturity And To Call Part 1 of 2 Date Refunded Bonds Interest to Call D/S To Call Principal Interest Refunded D/S Fiscal Total 05/01/2014 1,880,000.00 45,315.00 1,925,315.00 -45,315.00 45,315.00 - 09/30/2014 ------45,315.00 11/01/2014 ----45,315.00 45,315.00 - 05/01/2015 ---185,000.00 45,315.00 230,315.00 - 09/30/2015 ------275,630.00 11/01/2015 ----41,615.00 41,615.00 - 05/01/2016 ---190,000.00 41,615.00 231,615.00 - 09/30/2016 ------273,230.00 11/01/2016 ----37,625.00 37,625.00 - 05/01/2017 ----37,625.00 37,625.00 - 09/30/2017 ------75,250.00 11/01/2017 ----37,625.00 37,625.00 - 05/01/2018 ----37,625.00 37,625.00 - 09/30/2018 ------75,250.00 11/01/2018 ----37,625.00 37,625.00 - 05/01/2019 ----37,625.00 37,625.00 - 09/30/2019 ------75,250.00 11/01/2019 ----37,625.00 37,625.00 - 05/01/2020 ----37,625.00 37,625.00 - 09/30/2020 ------75,250.00 11/01/2020 ----37,625.00 37,625.00 - 05/01/2021 ----37,625.00 37,625.00 - 09/30/2021 ------75,250.00 11/01/2021 ----37,625.00 37,625.00 - 05/01/2022 ----37,625.00 37,625.00 - 09/30/2022 ------75,250.00 11/01/2022 ----37,625.00 37,625.00 - 05/01/2023 ----37,625.00 37,625.00 - 09/30/2023 ------75,250.00 11/01/2023 ----37,625.00 37,625.00 - 05/01/2024 ----37,625.00 37,625.00 - 09/30/2024 ------75,250.00 11/01/2024 ----37,625.00 37,625.00 - 05/01/2025 ----37,625.00 37,625.00 - 09/30/2025 ------75,250.00 11/01/2025 ----37,625.00 37,625.00 - 05/01/2026 ----37,625.00 37,625.00 - 09/30/2026 ------75,250.00 11/01/2026 ----37,625.00 37,625.00 - 05/01/2027 ----37,625.00 37,625.00 - 09/30/2027 ------75,250.00 11/01/2027 ----37,625.00 37,625.00 - 05/01/2028 ----37,625.00 37,625.00 - 2014 Rfd | SINGLE PURPOSE | 10/18/2013 | 2:18 PM Lawrence Financial Consulting LLC Registered Municipal Advisor & Texas Securities Dealer Page 6 Town of Westlake, Texas General Obligation Refunding Bonds, Series 2014 Debt Service To Maturity And To Call Part 2 of 2 Date Refunded Bonds Interest to Call D/S To Call Principal Interest Refunded D/S Fiscal Total 09/30/2028 ------75,250.00 11/01/2028 ----37,625.00 37,625.00 - 05/01/2029 ---350,000.00 37,625.00 387,625.00 - 09/30/2029 ------425,250.00 11/01/2029 ----28,875.00 28,875.00 - 05/01/2030 ---365,000.00 28,875.00 393,875.00 - 09/30/2030 ------422,750.00 11/01/2030 ----19,750.00 19,750.00 - 05/01/2031 ---385,000.00 19,750.00 404,750.00 - 09/30/2031 ------424,500.00 11/01/2031 ----10,125.00 10,125.00 - 05/01/2032 ---405,000.00 10,125.00 415,125.00 - 09/30/2032 ------425,250.00 Total $1,880,000.00 $45,315.00 $1,925,315.00 $1,880,000.00 $1,314,925.00 $3,194,925.00 - Yield Statistics Base date for Avg. Life & Avg. Coupon Calculation 1/07/2014 Average Life 13.875 Years Average Coupon 5.0408595% Weighted Average Maturity (Par Basis) 13.875 Years Refunding Bond Information Refunding Dated Date 1/07/2014 Refunding Delivery Date 1/07/2014 2014 Rfd | SINGLE PURPOSE | 10/18/2013 | 2:18 PM Lawrence Financial Consulting LLC Registered Municipal Advisor & Texas Securities Dealer Page 7 Town of Westlake, Texas General Obligation Refunding Bonds, Series 2014 Operation of Current Refunding Date Principal Rate Receipts Disbursements Cash Balance 01/07/2014 ----- 05/01/2014 1,925,315.00 -1,925,315.00 1,925,315.00 - Total $1,925,315.00 -$1,925,315.00 $1,925,315.00 - Investment Parameters Investment Model [PV, GIC, or Securities]Securities Default investment yield target Bond Yield Cost of Investments Purchased with Bond Proceeds 1,925,315.00 Total Cost of Investments $1,925,315.00 Target Cost of Investments at bond yield $1,903,425.04 Actual positive or (negative) arbitrage (21,889.96) Yield to Receipt -3.92E-11 Yield for Arbitrage Purposes 3.6437444% 2014 Rfd | SINGLE PURPOSE | 10/18/2013 | 2:18 PM Lawrence Financial Consulting LLC Registered Municipal Advisor & Texas Securities Dealer Page 8 Town of Westlake, Texas General Obligation Refunding Bonds, Series 2014 Escrow Summary Cost Maturity Type Coupon Yield $ Price Par Amount Principal Cost +Accrued Interest = Total Cost Escrow 05/01/2014 SLGS-CI --100.0000000%1,925,315 1,925,315.00 -1,925,315.00 Subtotal ---$1,925,315 $1,925,315.00 -$1,925,315.00 Total ---$1,925,315 $1,925,315.00 -$1,925,315.00 Escrow Cost of Investments Purchased with Bond Proceeds 1,925,315.00 Total Cost of Investments $1,925,315.00 Delivery Date 1/07/2014 2014 Rfd | SINGLE PURPOSE | 10/18/2013 | 2:18 PM Lawrence Financial Consulting LLC Registered Municipal Advisor & Texas Securities Dealer Page 9 Town of Westlake, Texas General Obligation Refunding Bonds, Series 2014 Refunding Summary Part 1 of 2 Dated 01/07/2014 | Delivered 01/07/2014 Sources Of Funds Par Amount of Bonds $1,980,000.00 Reoffering Premium 9,659.30 Total Sources $1,989,659.30 Uses Of Funds Deposit to Net Cash Escrow Fund 1,925,315.00 Costs of Issuance 50,000.00 Total Underwriter's Discount (0.700%)13,860.00 Rounding Amount 484.30 Total Uses $1,989,659.30 Flow of Funds Detail State and Local Government Series (SLGS) rates for 3/15/2013 Date of OMP Candidates Net Cash Escrow Fund Solution Method Net Funded Total Cost of Investments $1,925,315.00 Total Draws $1,925,315.00 Issues Refunded And Call Dates 2003 after 2011 rfd 5/01/2014 PV Analysis Summary (Net to Net) Net PV Cashflow Savings @ 3.742%(TIC)158,328.82 Contingency or Rounding Amount 484.30 Net Present Value Benefit $158,813.12 Net PV Benefit / $1,880,000 Refunded Principal 8.448% Net PV Benefit / $1,980,000 Refunding Principal 8.021% 2014 Rfd | SINGLE PURPOSE | 10/18/2013 | 2:18 PM Lawrence Financial Consulting LLC Registered Municipal Advisor & Texas Securities Dealer Page 10 Town of Westlake, Texas General Obligation Refunding Bonds, Series 2014 Refunding Summary Part 2 of 2 Dated 01/07/2014 | Delivered 01/07/2014 Bond Statistics Average Life 13.411 Years Average Coupon 3.7394772% Net Interest Cost (NIC)3.7552967% Bond Yield for Arbitrage Purposes 3.6437444% True Interest Cost (TIC)3.7420844% All Inclusive Cost (AIC)3.9985637% 2014 Rfd | SINGLE PURPOSE | 10/18/2013 | 2:18 PM Lawrence Financial Consulting LLC Registered Municipal Advisor & Texas Securities Dealer Page 11 Ordinance 718 Page 1 of 28 TOWN OF WESTLAKE ORDINANCE NO. 718 ORDINANCE AUTHORIZING THE ISSUANCE OF TOWN OF WESTLAKE, TEXAS, GENERAL OBLIGATION REFUNDING BONDS; ESTABLISHING PROCEDURES FOR THE SALE AND DELIVERY OF THE BONDS; PROVIDING FOR THE SECURITY FOR AND PAYMENT OF SAID BONDS; PROVIDING AN EFFECTIVE DATE; AND ENACTING OTHER PROVISIONS RELATING TO THE SUBJECT THE STATE OF TEXAS § COUNTIES OF TARRANT AND DENTON § TOWN OF WESTLAKE § WHEREAS, there are presently the outstanding obligations of the Town of Westlake, Texas (the "Issuer") described in Schedule I attached hereto, collectively, the "Eligible Refunded Obligations"; WHEREAS, the Issuer now desires to refund all or part of the Eligible Refunded Obligations, and those Eligible Refunded Obligations designated by the Pricing Officer in the Pricing Certificate, each as defined below, to be refunded are herein referred to as the "Refunded Obligations"; WHEREAS, Chapter 1207, Texas Government Code, authorizes the Issuer to issue refunding bonds and to deposit the proceeds from the sale thereof, together with any other available funds or resources, directly with a paying agent for any of the Refunded Obligations or a trust company or commercial bank that does not act as a depository for the Issuer and is named in these proceedings, and such deposit, if made before the payment dates of the Refunded Obligations, shall constitute the making of firm banking and financial arrangements for the discharge and final payment of the Refunded Obligations; WHEREAS, Chapter 1207, Texas Government Code, further authorizes the Issuer to enter into an escrow or similar agreement with such paying agent for the Refunded Obligations or trust company or commercial bank with respect to the safekeeping, investment, reinvestment, administration and disposition of any such deposit, upon such terms and conditions as the Issuer and such paying agent or trust company or commercial bank may agree; WHEREAS, this Town Council hereby finds and determines that it is a public purpose and in the best interests of the Issuer to refund the Refunded Obligations in order to achieve a present value debt service savings of not less than 5.00%, with such savings, among other information and terms to be included in a pricing certificate (the "Pricing Certificate") to be executed by the Pricing Officer (hereinafter designated), all in accordance with the provisions of Section 1207.007, Texas Government Code; WHEREAS, all the Refunded Obligations mature or are subject to redemption prior to maturity within 20 years of the date of the bonds hereinafter authorized; WHEREAS, the bonds hereafter authorized are being issued and delivered pursuant to said Chapter 1207, Texas Government Code; and WHEREAS, it is officially found, determined, and declared that the meeting at which this Ordinance has been adopted was open to the public and public notice of the time, place and subject matter Ordinance 718 Page 2 of 28 of the public business to be considered and acted upon at said meeting, including this Ordinance, was given, all as required by the applicable provisions of Tex. Gov't Code Ann. ch. 551; Now, Therefore BE IT ORDAINED BY THE TOWN COUNCIL OF THE TOWN OF WESTLAKE, TEXAS: SECTION 1. RECITALS, AMOUNT, PURPOSE AND DESIGNATION OF THE BONDS. (a) The recitals set forth in the preamble hereof are incorporated herein and shall have the same force and effect as if set forth in this Section. (b) The bonds of the Town of Westlake, Texas (the "Issuer") are hereby authorized to be issued and delivered in the aggregate principal amount hereinafter provided for the public purpose of providing funds to refund a portion of the Issuer's outstanding indebtedness and to pay the costs incurred in connection with the issuance of the Bonds. (c) Each bond issued pursuant to this Ordinance shall be designated: "TOWN OF WESTLAKE, TEXAS, GENERAL OBLIGATION REFUNDING BOND, SERIES 2014," and initially there shall be issued, sold, and delivered hereunder fully registered Bonds, without interest coupons, payable to the respective registered owners thereof (with the initial bonds being made payable to the initial purchaser as described in Section 10 hereof), or to the registered assignee or assignees of said bonds or any portion or portions thereof (in each case, the "Registered Owner"). The Bonds shall be in the respective denominations and principal amounts, shall be numbered, shall mature and be payable on the date or dates in each of the years and in the principal amounts, and shall bear interest to their respective dates of maturity or redemption prior to maturity at the rates per annum, as set forth in the Pricing Certificate. SECTION 2. DELEGATION TO PRICING OFFICER. (a) As authorized by Section 1207.007, Texas Government Code, as amended, the Town Manager or Finance Director of the Town, or either of them (the "Pricing Officer"), are hereby authorized to act on behalf of the Issuer in selling and delivering the Bonds, determining which of the Eligible Refunded Obligations shall be refunded and carrying out the other procedures specified in this Ordinance, including, determining the date of the Bonds, any additional or different designation or title by which the Bonds shall be known, the price at which the Bonds will be sold, the years in which the Bonds will mature, the principal amount to mature in each of such years, the rate of interest to be borne by each such maturity, the interest payment and record dates, the price and terms upon and at which the Bonds shall be subject to redemption prior to maturity at the option of the Issuer, as well as any mandatory sinking fund redemption provisions, whether the Bonds shall be issued on a tax-exempt basis or on a taxable basis, whether the Bonds shall be designated as "qualified tax-exempt obligations" as defined in section 265(b)(3) of the of the Code, and all other matters relating to the issuance, sale, and delivery of the Bonds and the refunding of the Refunded Bonds, including without limitation establishing the redemption date for and effecting the redemption of the Refunded Obligations and obtaining the Permanent School Fund guarantee for the Bonds, if available, and/or procuring municipal bond insurance, including the execution of any commitment agreements, membership agreements in mutual insurance companies, and other similar agreements, for all or any portion of the Bonds and providing for the terms and provisions thereof applicable to the Bonds, all of which shall be specified in the Pricing Certificate; provided that: (i) the aggregate original principal amount of the Bonds shall not exceed $2,100,000; (ii) the refunding must produce a present value debt service savings of at least 5.00%; Ordinance 718 Page 3 of 28 (iii) the true interest cost of the Bonds shall not exceed 4.50% per annum provided that the net effective interest rate on the Bonds shall not exceed the maximum rate set forth in Chapter 1204, Texas Government Code, as amended; (iv) the final maturity of the Bonds may not be later than May 1, 2032; and (v) the delegation made hereby shall expire if not exercised by the Pricing Officer on or before April 28, 2014. (b) In establishing the aggregate principal amount of the Bonds, the Pricing Officer shall establish an amount not exceeding the amount authorized in Subsection (a) hereof, which shall be sufficient in amount to provide for the purposes for which the Bonds are authorized and to pay costs of issuing the Bonds. The Bonds shall be sold with and subject to such terms as set forth in the Pricing Certificate. SECTION 3. CHARACTERISTICS OF THE BONDS. (a) Registration, Transfer, Conversion and Exchange. The selection and appointment of the paying agent/registrar for the Bonds (the "Paying Agent/Registrar") shall be as provided in the Pricing Certificate. The Mayor or the Town Manager is authorized and directed to execute and deliver in the name and under the corporate seal and on behalf of the Issuer a Paying Agent/Registrar Agreement with the Paying Agent/Registrar in substantially the form presented at this meeting (b) Registration, Transfer, Conversion and Exchange. The Issuer shall keep or cause to be kept at the corporate trust office of the Paying Agent/Registrar books or records for the registration of the transfer, conversion and exchange of the Bonds (the "Registration Books"), and the Issuer hereby appoints the Paying Agent/Registrar as its registrar and transfer agent to keep such books or records and make such registrations of transfers, conversions and exchanges under such reasonable regulations as the Issuer and Paying Agent/Registrar may prescribe; and the Paying Agent/Registrar shall make such registrations, transfers, conversions and exchanges as herein provided within three days of presentation in due and proper form. The Paying Agent/Registrar shall obtain and record in the Registration Books the address of the registered owner of each Bond to which payments with respect to the Bonds shall be mailed, as herein provided; but it shall be the duty of each registered owner to notify the Paying Agent/Registrar in writing of the address to which payments shall be mailed, and such interest payments shall not be mailed unless such notice has been given. The Issuer shall have the right to inspect the Registration Books during regular business hours of the Paying Agent/Registrar, but otherwise the Paying Agent/Registrar shall keep the Registration Books confidential and, unless otherwise required by law, shall not permit their inspection by any other entity. The Issuer shall pay the Paying Agent/Registrar's standard or customary fees and charges for making such registration, transfer, conversion, exchange and delivery of a substitute Bond or Bonds. Registration of assignments, transfers, conversions and exchanges of Bonds shall be made in the manner provided and with the effect stated in the FORM OF BOND set forth in this Ordinance. Each substitute Bond shall bear a letter and/or number to distinguish it from each other Bond. (c) Authentication. Except as provided in subsection (i) of this section, an authorized representative of the Paying Agent/Registrar shall, before the delivery of any such Bond, date and manually sign said Bond, and no such Bond shall be deemed to be issued or outstanding unless such Bond is so executed. The Paying Agent/Registrar promptly shall cancel all paid Bonds and Bonds surrendered for conversion and exchange. No additional ordinances, orders or resolutions need be passed or adopted by the governing body of the Issuer or any other body or person so as to accomplish the foregoing conversion and exchange of any Bond or portion thereof, and the Paying Agent/Registrar shall provide for the printing, execution and delivery of the substitute Bonds in the manner prescribed herein. Pursuant to Ordinance 718 Page 4 of 28 Subchapter D, Chapter 1201, Texas Government Code, the duty of conversion and exchange of Bonds as aforesaid is hereby imposed upon the Paying Agent/Registrar, and, upon the execution of said Bond, the converted and exchanged Bond shall be valid, incontestable, and enforceable in the same manner and with the same effect as the Bonds which initially were issued and delivered pursuant to this Ordinance, approved by the Attorney General, and registered by the Comptroller of Public Accounts. (d) Payment of Principal and Interest. The Issuer hereby further appoints the Paying Agent/Registrar to act as the paying agent for paying the principal of and interest on the Bonds, all as provided in this Ordinance. The Paying Agent/Registrar shall keep proper records of all payments made by the Issuer and the Paying Agent/Registrar with respect to the Bonds, and of all conversions and exchanges of Bonds, and all replacements of Bonds, as provided in this Ordinance. However, in the event of a nonpayment of interest on a scheduled payment date, and for thirty (30) days thereafter, a new record date for such interest payment (a "Special Record Date") will be established by the Paying Agent/Registrar, if and when funds for the payment of such interest have been received from the Issuer. Notice of the Special Record Date and of the scheduled payment date of the past due interest (which shall be 15 days after the Special Record Date) shall be sent at least five (5) business days prior to the Special Record Date by United States mail, first class postage prepaid, to the address of each registered owner appearing on the Registration Books at the close of business on the last business day next preceding the date of mailing of such notice. (e) Payment to Registered Owner. Notwithstanding any other provision of this Ordinance to the contrary, the Issuer and the Paying Agent/Registrar shall be entitled to treat and consider the person in whose name each Bond is registered in the Registration Books as the absolute owner of such Bond for the purpose of payment of principal and interest with respect to such Bond, for the purpose of registering transfers with respect to such Bond, and for all other purposes whatsoever. The Paying Agent/Registrar shall pay all principal of and interest on the Bonds only to or upon the order of the registered owners, as shown in the Registration Books as provided in this Ordinance, or their respective attorneys duly authorized in writing, and all such payments shall be valid and effective to fully satisfy and discharge the Issuer's obligations with respect to payment of principal of and interest on the Bonds to the extent of the sum or sums so paid. No person other than a registered owner, as shown in the Registration Books, shall receive a Bond certificate evidencing the obligation of the Issuer to make payments of principal and interest pursuant to this Ordinance. (f) Paying Agent/Registrar. The Issuer covenants with the registered owners of the Bonds that at all times while the Bonds are outstanding the Issuer will provide a competent and legally qualified bank, trust company, financial institution or other agency to act as and perform the services of Paying Agent/Registrar for the Bonds under this Ordinance, and that the Paying Agent/Registrar will be one entity. By accepting the position and performing as such, each Paying Agent/Registrar shall be deemed to have agreed to the provisions of this Ordinance, and a certified copy of this Ordinance shall be delivered to each Paying Agent/Registrar. (g) Substitute Paying Agent/Registrar. The Issuer reserves the right to, and may, at its option, change the Paying Agent/Registrar upon not less than 120 days written notice to the Paying Agent/Registrar, to be effective not later than 60 days prior to the next principal or interest payment date after such notice. In the event that the entity at any time acting as Paying Agent/Registrar (or its successor by merger, acquisition, or other method) should resign or otherwise cease to act as such, the Issuer covenants that promptly it will appoint a competent and legally qualified bank, trust company, financial institution, or other agency to act as Paying Agent/Registrar under this Ordinance. Upon any change in the Paying Agent/Registrar, the previous Paying Agent/Registrar promptly shall transfer and deliver the Registration Books (or a copy thereof), along with all other pertinent books and records relating to the Bonds, to the new Paying Agent/Registrar designated and appointed by the Issuer. Upon any change in the Paying Agent/Registrar, the Issuer promptly will cause a written notice thereof to be Ordinance 718 Page 5 of 28 sent by the new Paying Agent/Registrar to each registered owner of the Bonds, by United States mail, first-class postage prepaid, which notice also shall give the address of the new Paying Agent/Registrar. (g) Book-Entry Only System. The Bonds issued in exchange for the Bonds initially issued to the purchaser or purchasers specified herein shall be initially issued in the form of a separate single fully registered Bond for each of the maturities thereof and the ownership of each such Bond shall be registered in the name of Cede & Co., as nominee of The Depository Trust Company of New York ("DTC"), and except as provided in subsections (i) and (j) of this Section, all of the outstanding Bonds shall be registered in the name of Cede & Co., as nominee of DTC. (h) Blanket Letter of Representations. The previous execution and delivery of the Blanket Letter of Representations with respect to obligations of the Issuer is hereby ratified and confirmed; and the provisions thereof shall be fully applicable to the Bonds. Notwithstanding anything to the contrary contained herein, while the Bonds are subject to DTC's Book-Entry Only System and to the extent permitted by law, the Letter of Representations is hereby incorporated herein and its provisions shall prevail over any other provisions of this Ordinance in the event of conflict. (i) Bonds Registered in the Name of Cede & Co. With respect to Bonds registered in the name of Cede & Co., as nominee of DTC, the Issuer and the Paying Agent/Registrar shall have no responsibility or obligation to any securities brokers and dealers, banks, trust companies, clearing corporations and certain other organizations on whose behalf DTC was created ("DTC Participant") to hold securities to facilitate the clearance and settlement of securities transactions among DTC Participants or to any person on behalf of whom such a DTC Participant holds an interest in the Bonds. Without limiting the immediately preceding sentence, the Issuer and the Paying Agent/Registrar shall have no responsibility or obligation with respect to (i) the accuracy of the records of DTC, Cede & Co. or any DTC Participant with respect to any ownership interest in the Bonds, (ii) the delivery to any DTC Participant or any other person, other than a registered owner of Bonds, as shown on the Registration Books, of any notice with respect to the Bonds, or (iii) the payment to any DTC Participant or any other person, other than a registered owner of Bonds, as shown in the Registration Books of any amount with respect to principal of or interest on the Bonds. Upon delivery by DTC to the Paying Agent/Registrar of written notice to the effect that DTC has determined to substitute a new nominee in place of Cede & Co., and subject to the provisions in this Ordinance with respect to interest checks being mailed to the registered owner at the close of business on the Record date, the words "Cede & Co." in this Ordinance shall refer to such new nominee of DTC. (j) Successor Securities Depository; Transfers Outside Book-Entry Only System. In the event that the Issuer determines that DTC is incapable of discharging its responsibilities described herein and in the representation letter of the Issuer to DTC or that it is in the best interest of the beneficial owners of the Bonds that they be able to obtain certificated Bonds, the Issuer shall (i) appoint a successor securities depository, qualified to act as such under Section 17A of the Securities and Exchange Act of 1934, as amended, notify DTC and DTC Participants of the appointment of such successor securities depository and transfer one or more separate Bonds to such successor securities depository or (ii) notify DTC and DTC Participants of the availability through DTC of Bonds and transfer one or more separate Bonds to DTC Participants having Bonds credited to their DTC accounts. In such event, the Bonds shall no longer be restricted to being registered in the Registration Books in the name of Cede & Co., as nominee of DTC, but may be registered in the name of the successor securities depository, or its nominee, or in whatever name or names registered owners transferring or exchanging Bonds shall designate, in accordance with the provisions of this Ordinance. (k) Payments to Cede & Co. Notwithstanding any other provision of this Ordinance to the contrary, so long as any Bond is registered in the name of Cede & Co., as nominee of DTC, all payments Ordinance 718 Page 6 of 28 with respect to principal of and interest on such Bond and all notices with respect to such Bond shall be made and given, respectively, in the manner provided in the representation letter of the Issuer to DTC. (l) General Characteristics of the Bonds. The Bonds (i) shall be issued in fully registered form, without interest coupons, with the principal of and interest on such Bonds to be payable only to the Registered Owners thereof, (ii) may and shall be redeemed prior to their scheduled maturities, (iii) may be transferred and assigned, (iv) may be converted and exchanged for other Bonds, (v) shall have the characteristics, (vi) shall be signed, sealed, executed and authenticated, (vii) the principal of and interest on the Bonds shall be payable, and (viii) shall be administered and the Paying Agent/Registrar and the Issuer shall have certain duties and responsibilities with respect to the Bonds, all as provided, and in the manner and to the effect as required or indicated, in the FORM OF BOND set forth in this Ordinance. The Bonds initially issued and delivered pursuant to this Ordinance is not required to be, and shall not be, authenticated by the Paying Agent/Registrar, but on each substitute Bond issued in conversion of and exchange for any Bond or Bonds issued under this Ordinance the Paying Agent/Registrar shall execute the Paying Agent/registrar's Authentication Bond, in the FORM OF BOND set forth in this Ordinance. (m) Cancellation of Initial Bond. On the closing date, one initial Bond representing the entire principal amount of the Bonds, payable in stated installments to the order of the initial purchaser of the Bonds or its designee, executed by manual or facsimile signature of the President and Secretary of the Board, approved by the Attorney General of Texas, and registered and manually signed by the Comptroller of Public Accounts of the State of Texas, will be delivered to such purchaser or its designee. Upon payment for the initial Bond, the Paying Agent/Registrar shall insert the Issuance Date on Bond No. T-1, cancel each of the initial Bonds and deliver to The Depository Trust Company ("DTC") on behalf of such purchaser one registered definitive Bond for each year of maturity of the Bonds, in the aggregate principal amount of all of the Bonds for such maturity, registered in the name of Cede & Co., as nominee of DTC. To the extent that the Paying Agent/Registrar is eligible to participate in DTC's FAST System, pursuant to an agreement between the Paying Agent/Registrar and DTC, the Paying Agent/Registrar shall hold the definitive Bonds in safekeeping for DTC. SECTION 4. FORM OF BONDS. The form of the Bonds, including the form of Paying Agent/Registrar's Authentication Certificate, the form of Assignment and the form of Registration Certificate of the Comptroller of Public Accounts of the State of Texas to be attached to the Bonds initially issued and delivered pursuant to this Ordinance, shall be, respectively, substantially as follows, with such appropriate variations, omissions or insertions as are permitted or required by this Ordinance, and with the Bonds to be completed with information set forth in the Pricing Certificate. (a) Form of Bond. NO. R- UNITED STATES OF AMERICA STATE OF TEXAS PRINCIPAL AMOUNT $________ TOWN OF WESTLAKE, TEXAS GENERAL OBLIGATION REFUNDING BOND SERIES 2014 INTEREST RATE DATE OF BONDS MATURITY DATE CUSIP NO. ____________ ____________ ____________ ____________ REGISTERED OWNER: Ordinance 718 Page 7 of 28 PRINCIPAL AMOUNT: DOLLARS ON THE MATURITY DATE specified above, the Town of Westlake, in Tarrant and Denton Counties, Texas (the "Issuer"), being a political subdivision and municipal corporation of the State of Texas, hereby promises to pay to the Registered Owner specified above, or registered assigns (hereinafter called the "Registered Owner"), on the Maturity Date specified above, the Principal Amount specified above. The Issuer promises to pay interest on the unpaid principal amount hereof (calculated on the basis of a 360-day year of twelve 30-day months) from ___________, _____ at the Interest Rate per annum specified above. Interest is payable on ______________, ____ and semiannually on each _____________ and _____________ thereafter to the Maturity Date specified above, or the date of redemption prior to maturity; except, if this Bond is required to be authenticated and the date of its authentication is later than the first Record Date (hereinafter defined), such principal amount shall bear interest from the interest payment date next preceding the date of authentication, unless such date of authentication is after any Record Date but on or before the next following interest payment date, in which case such principal amount shall bear interest from such next following interest payment date; provided, however, that if on the date of authentication hereof the interest on the Bond or Bonds, if any, for which this Bond is being exchanged is due but has not been paid, then this Bond shall bear interest from the date to which such interest has been paid in full. THE PRINCIPAL OF AND INTEREST ON this Bond are payable in lawful money of the United States of America, without exchange or collection charges. The principal of this Bond shall be paid to the registered owner hereof upon presentation and surrender of this Bond at maturity, or upon the date fixed for its redemption prior to maturity, at the principal corporate trust office of ___________________, ______, Texas, which is the "Paying Agent/Registrar" for this Bond. The payment of interest on this Bond shall be made by the Paying Agent/Registrar to the registered owner hereof on each interest payment date by check or draft, dated as of such interest payment date, drawn by the Paying Agent/Registrar on, and payable solely from, funds of the Issuer required by the ordinance authorizing the issuance of this Bond (the "Bond Ordinance") to be on deposit with the Paying Agent/Registrar for such purpose as hereinafter provided; and such check or draft shall be sent by the Paying Agent/Registrar by United States mail, first-class postage prepaid, on each such interest payment date, to the registered owner hereof, at its address as it appeared on the ________________ day of the month preceding each such date (the "Record Date") on the Registration Books kept by the Paying Agent/Registrar, as hereinafter described. In addition, interest may be paid by such other method, acceptable to the Paying Agent/Registrar, requested by, and at the risk and expense of, the registered owner. In the event of a non- payment of interest on a scheduled payment date, and for 30 days thereafter, a new record date for such interest payment (a "Special Record Date") will be established by the Paying Agent/Registrar, if and when funds for the payment of such interest have been received from the Issuer. Notice of the Special Record Date and of the scheduled payment date of the past due interest (which shall be 15 days after the Special Record Date) shall be sent at least five business days prior to the Special Record Date by United States mail, first-class postage prepaid, to the address of each owner of a Bond appearing on the Registration Books at the close of business on the last business day next preceding the date of mailing of such notice. ANY ACCRUED INTEREST due at maturity or upon the redemption of this Bond prior to maturity as provided herein shall be paid to the registered owner upon presentation and surrender of this Bond for payment or redemption at the principal corporate trust office of the Paying Agent/Registrar. The Issuer covenants with the registered owner of this Bond that on or before each principal payment date and interest payment date for this Bond it will make available to the Paying Agent/Registrar, from the "Interest and Sinking Fund" created by the Bond Ordinance, the amounts required to provide for the payment, in immediately available funds, of all principal of and interest on the Bonds, when due. Ordinance 718 Page 8 of 28 IF THE DATE for any payment of the principal of or interest on this Bond shall be a Saturday, Sunday, a legal holiday or a day on which banking institutions in the city where the principal corporate trust office of the Paying Agent/Registrar is located are authorized by law or executive order to close, then the date for such payment shall be the next succeeding day that is not such a Saturday, Sunday, legal holiday or day on which banking institutions are authorized to close; and payment on such date shall have the same force and effect as if made on the original date payment was due. THIS BOND is one of a series of Bonds dated _________________, ______, authorized in accordance with the Constitution and laws of the State of Texas in the principal amount of $____________ for the public purposes of refunding certain outstanding obligations of the Issuer, and to pay the costs incurred in connection with the issuance of the Bonds. ON _____________________, or on any date thereafter, the Bonds of this series may be redeemed prior to their scheduled maturities, at the option of the Issuer, with funds derived from any available and lawful source, as a whole, or in part, and, if in part, the particular Bonds, or portions thereof, to be redeemed shall be selected and designated by the Issuer (provided that a portion of a Bond may be redeemed only in an integral multiple of $5,000), at a redemption price equal to the principal amount to be redeemed plus accrued interest to the date fixed for redemption. THE BONDS scheduled to mature on _____________ in the years ____ and ____ (the "Term Bonds") are subject to scheduled mandatory redemption by the Paying Agent/Registrar by lot, or by any other customary method that results in a random selection, at a price equal to the principal amount thereof, plus accrued interest to the redemption date, out of moneys available for such purpose in the interest and sinking fund for the Bonds, on the dates and in the respective principal amounts, set forth in the following schedule: Term Bond Maturity: _________, ____ Term Bond Maturity: _________, ____ Mandatory Redemption Date Principal Amount Mandatory Redemption Date Principal Amount _________, ____ $___________ _________, ____ $___________ _________, ____ ___________ _________, ____ ___________ _________, ____ (maturity) ___________ _________, ____ (maturity) ___________ The principal amount of Term Bonds of a stated maturity required to be redeemed on any mandatory redemption date pursuant to the operation of the mandatory sinking fund redemption provisions shall be reduced, at the option of the District, by the principal amount of any Term Bonds of the same maturity which, at least 50 days prior to a mandatory redemption date (1) shall have been acquired by the District at a price not exceeding the principal amount of such Term Bonds plus accrued interest to the date of purchase thereof, and delivered to the Paying Agent/Registrar for cancellation, (2) shall have been purchased and canceled by the Paying Agent/Registrar at the request of the District at a price not exceeding the principal amount of such Term Bonds plus accrued interest to the date of purchase, or (3) shall have been redeemed pursuant to the optional redemption provisions and not theretofore credited against a mandatory redemption requirement. IF AT THE TIME OF MAILING of notice of optional redemption there shall not have either been deposited with the Paying Agent/Registrar or legally authorized escrow agent immediately available funds sufficient to redeem all the Bonds called for redemption, such notice may state that it is conditional, and is subject to the deposit of the redemption moneys with the Paying Agent/Registrar or legally authorized escrow agent at or prior to the redemption date. If such redemption is not effectuated, the Ordinance 718 Page 9 of 28 Paying Agent/Registrar shall, within five days thereafter, give notice in the manner in which the notice of redemption was given that such moneys were not so received and shall rescind the redemption. AT LEAST 30 days prior to the date fixed for any redemption of Bonds or portions thereof prior to maturity a written notice of such redemption shall be sent by the Paying Agent/Registrar by United States mail, first-class postage prepaid, at least 30 days prior to the date fixed for any such redemption, to the registered owner of each Bond to be redeemed at its address as it appeared on the 45th day prior to such redemption date; provided, however, that the failure of the registered owner to receive such notice, or any defect therein or in the sending or mailing thereof, shall not affect the validity or effectiveness of the proceedings for the redemption of any Bond. By the date fixed for any such redemption due provision shall be made with the Paying Agent/Registrar for the payment of the required redemption price for the Bonds or portions thereof that are to be so redeemed. If such written notice of redemption is sent and if due provision for such payment is made, all as provided above, the Bonds or portions thereof that are to be so redeemed thereby automatically shall be treated as redeemed prior to their scheduled maturities, and they shall not bear interest after the date fixed for redemption, and they shall not be regarded as being outstanding except for the right of the registered owner to receive the redemption price from the Paying Agent/Registrar out of the funds provided for such payment. If a portion of any Bond shall be redeemed, a substitute Bond or Bonds having the same maturity date, bearing interest at the same rate, in any denomination or denominations in any integral multiple of $5,000, at the written request of the registered owner, and in aggregate principal amount equal to the unredeemed portion thereof, will be issued to the registered owner upon the surrender thereof for cancellation, at the expense of the Issuer, all as provided in the Bond Ordinance. ALL BONDS OF THIS SERIES are issuable solely as fully registered bonds, without interest coupons, in the denomination of any integral multiple of $5,000. As provided in the Bond Ordinance, this Bond may, at the request of the registered owner or the assignee or assignees hereof, be assigned, transferred, converted into and exchanged for a like aggregate principal amount of fully registered Bonds, without interest coupons, payable to the appropriate registered owner, assignee or assignees, as the case may be, having the same denomination or denominations in any integral multiple of $5,000 as requested in writing by the appropriate registered owner, assignee or assignees, as the case may be, upon surrender of this Bond to the Paying Agent/Registrar for cancellation, all in accordance with the form and procedures set forth in the Bond Ordinance. Among other requirements for such assignment and transfer, this Bond must be presented and surrendered to the Paying Agent/Registrar, together with proper instruments of assignment, in form and with guarantee of signatures satisfactory to the Paying Agent/Registrar, evidencing assignment of this Bond or any portion or portions hereof in any integral multiple of $5,000 to the assignee or assignees in whose name or names this Bond or any such portion or portions hereof is or are to be registered. The form of Assignment printed or endorsed on this Bond may be executed by the registered owner to evidence the assignment hereof, but such method is not exclusive, and other instruments of assignment satisfactory to the Paying Agent/Registrar may be used to evidence the assignment of this Bond or any portion or portions hereof from time to time by the registered owner. The Paying Agent/Registrar's reasonable standard or customary fees and charges for assigning, transferring, converting and exchanging any Bond or portion thereof will be paid by the Issuer. In any circumstance, any taxes or governmental charges required to be paid with respect thereto shall be paid by the one requesting such assignment, transfer, conversion or exchange, as a condition precedent to the exercise of such privilege. The Paying Agent/Registrar shall not be required to make any such transfer, conversion, or exchange (i) during the period commencing with the close of business on any Record Date and ending with the opening of business on the next following principal or interest payment date, or (ii) with respect to any Bond or any portion thereof called for redemption prior to maturity, within 45 days prior to its redemption date. IN THE EVENT any Paying Agent/Registrar for the Bonds is changed by the Issuer, resigns, or otherwise ceases to act as such, the Issuer has covenanted in the Bond Ordinance that it promptly will Ordinance 718 Page 10 of 28 appoint a competent and legally qualified substitute therefor, and cause written notice thereof to be mailed to the registered owners of the Bonds. IT IS HEREBY certified, recited and covenanted that this Bond has been duly and validly authorized, issued and delivered; that all acts, conditions and things required or proper to be performed, exist and be done precedent to or in the authorization, issuance and delivery of this Bond have been performed, existed and been done in accordance with law; and that annual ad valorem taxes sufficient to provide for the payment of the interest on and principal of this Bond, as such interest comes due and such principal matures, have been levied and ordered to be levied against all taxable property in said Issuer, and have been pledged for such payment, within the limit prescribed by law. THE ISSUER HAS RESERVED THE RIGHT to amend the Bond Ordinance as provided therein, and under some (but not all) circumstances amendments thereto must be approved by the registered owners of a majority in aggregate principal amount of the outstanding Bonds. BY BECOMING the registered owner of this Bond, the registered owner thereby acknowledges all of the terms and provisions of the Bond Ordinance, agrees to be bound by such terms and provisions, acknowledges that the Bond Ordinance is duly recorded and available for inspection in the official minutes and records of the governing body of the Issuer, and agrees that the terms and provisions of this Bond and the Bond Ordinance constitute a contract between each registered owner hereof and the Issuer. IN WITNESS WHEREOF, the Issuer has caused this Bond to be signed with the manual or facsimile signature of the Mayor of the Issuer (or in the Mayor's absence, the Mayor Pro Tem of the Issuer) and countersigned with the manual or facsimile signature of the Town Secretary of said Issuer, and has caused the official seal of the Issuer to be duly impressed, or placed in facsimile, on this Bond. (signature) (signature) Town Secretary Mayor (SEAL) (b) Form of Paying Agent/Registrar's Authentication Certificate. PAYING AGENT/REGISTRAR'S AUTHENTICATION CERTIFICATE (To be executed if this Bond is not accompanied by an executed Registration Certificate of the Comptroller of Public Accounts of the State of Texas) It is hereby certified that this Bond has been issued under the provisions of the Bond Ordinance described in the text of this Bond; and that this Bond has been issued in conversion or replacement of, or in exchange for, a Bond, Bonds, or a portion of a Bond or Bonds of a series that originally was approved by the Attorney General of the State of Texas and registered by the Comptroller of Public Accounts of the State of Texas. Dated: _________________________. _____________________________________ ________________________, Texas Paying Agent/Registrar By: ______________________________________ Authorized Representative (c) Form of Assignment. Ordinance 718 Page 11 of 28 ASSIGNMENT (Please print or type clearly) For value received, the undersigned hereby sells, assigns and transfers unto: Transferee's Social Security or Taxpayer Identification Number: Transferee's name and address, including zip code: the within Bond and all rights thereunder, and hereby irrevocably constitutes and appoints , attorney, to register the transfer of the within Bond on the books kept for registration thereof, with full power of substitution in the premises. Dated: . Signature Guaranteed: NOTICE: Signature(s) must be guaranteed by an eligible guarantor institution participating in a securities transfer association recognized signature guarantee program. NOTICE: The signature above must correspond with the name of the registered owner as it appears upon the front of this Bond in every particular, without alteration or enlargement or any change whatsoever. (d) Form of Registration Certificate of the Comptroller of Public Accounts. COMPTROLLER'S REGISTRATION CERTIFICATE: REGISTER NO. I hereby certify that this Bond has been examined, certified as to validity and approved by the Attorney General of the State of Texas, and that this Bond has been registered by the Comptroller of Public Accounts of the State of Texas. Witness my signature and seal this ______________________. ___________________________________________ Comptroller of Public Accounts of the State of Texas (COMPTROLLER'S SEAL) (e) Initial Bond Insertions. (i) The initial Bond shall be in the form set forth is paragraph (a) of this Section, except that: A. immediately under the name of the Bond, the headings "Interest Rate" and "Maturity Date" shall both be completed with the words "As shown below" and "CUSIP No. _____" shall be deleted. Ordinance 718 Page 12 of 28 B. the first paragraph shall be deleted and the following will be inserted: "THE TOWN OF WESTLAKE, TEXAS, in Tarrant and Denton Counties, Texas (the "Issuer"), being a political subdivision and municipal corporation of the State of Texas, hereby promises to pay to the Registered Owner specified above, or registered assigns (hereinafter called the "Registered Owner"), on ___________________ in each of the years, in the principal installments and bearing interest at the per annum rates set forth in the following schedule: Years Principal Amount Interest Rates (Information from Section 2 to be inserted) The Issuer promises to pay interest on the unpaid principal amount hereof (calculated on the basis of a 360-day year of twelve 30-day months) from ____________, ____ at the respective Interest Rate per annum specified above. Interest is payable on _____________, ____, and semiannually on each _______________ and _______________ thereafter to the date of payment of the principal installment specified above, or the date of redemption prior to maturity; except, that if this Bond is required to be authenticated and the date of its authentication is later than the first Record Date (hereinafter defined), such Principal Amount shall bear interest from the interest payment date next preceding the date of authentication, unless such date of authentication is after any Record Date but on or before the next following interest payment date, in which case such principal amount shall bear interest from such next following interest payment date; provided, however, that if on the date of authentication hereof the interest on the Bond or Bonds, if any, for which this Bond is being exchanged is due but has not been paid, then this Bond shall bear interest from the date to which such interest has been paid in full." C. The Initial Bond shall be numbered "T-1." SECTION 5. INTEREST AND SINKING FUND. (a) A special "Interest and Sinking Fund" is hereby created and shall be established and maintained by the Issuer as a separate fund or account and the funds therein shall be deposited into and held in an account at an official depository bank of said Issuer. Said Interest and Sinking Fund shall be kept separate and apart from all other funds and accounts of said Issuer, and shall be used only for paying the interest on and principal of said Bonds. All amounts received from the sale of the Bonds as accrued interest shall be deposited upon receipt to the Interest and Sinking Fund, and all ad valorem taxes levied and collected for and on account of said Bonds shall be deposited, as collected, to the credit of said Interest and Sinking Fund. During each year while any of said Bonds are outstanding and unpaid, the governing body of said Issuer shall compute and ascertain a rate and amount of ad valorem tax that will be sufficient to raise and produce the money required to pay the interest on said Bonds as such interest comes due, and to provide and maintain a sinking fund adequate to pay the principal of said Bonds as such principal matures (but never less than 2% of the original amount of said Bonds as a sinking fund each year); and said tax shall be based on the latest approved tax rolls of said Issuer, with full allowances being made for tax delinquencies and the cost of tax collection. Said rate and amount of ad valorem tax is hereby levied, and is hereby ordered to be levied, against all taxable property in said Issuer, for each year while any of said Bonds are outstanding and unpaid, and said tax shall be assessed and collected each such year and deposited to the credit of the aforesaid Interest and Sinking Fund. Said ad valorem taxes sufficient to provide for the payment of the interest on and principal of said Bonds, as such interest comes due and such principal matures, are hereby pledged for such payment, within the limit prescribed by law. If lawfully available moneys of the Issuer are actually on deposit in the Interest and Sinking Fund in advance of the time when ad valorem taxes are scheduled to be levied for any year, then the amount of Ordinance 718 Page 13 of 28 taxes that otherwise would have been required to be levied pursuant to this Section may be reduced to the extent and by the amount of the lawfully available funds then on deposit in the Interest and Sinking Fund. (b) Article 1208, Government Code, applies to the issuance of the Bonds and the pledge of the taxes granted by the Issuer under this Section and is therefore valid, effective, and perfected. Should Texas law be amended at any time while the Bonds are outstanding and unpaid, the result of such amendment being that the pledge of the taxes granted by the Issuer under this Section is to be subject to the filing requirements of Chapter 9, Business & Commerce Code, in order to preserve to the registered owners of the Bonds a security interest in said pledge, the Issuer agrees to take such measures as it determines are reasonable and necessary under Texas law to comply with the applicable provisions of Chapter 9, Business & Commerce Code and enable a filing of a security interest in said pledge to occur. SECTION 6. DEFEASANCE OF BONDS. (a) Any Bond and the interest thereon shall be deemed to be paid, retired and no longer outstanding (a "Defeased Bond") within the meaning of this Ordinance, except to the extent provided in subsection (d) of this Section, when payment of the principal of such Bond, plus interest thereon to the due date (whether such due date be by reason of maturity or otherwise) either (i) shall have been made or caused to be made in accordance with the terms thereof, or (ii) shall have been provided for on or before such due date by irrevocably depositing with or making available to the Paying Agent/Registrar in accordance with an escrow agreement or other instrument (the "Future Escrow Agreement") for such payment (1) lawful money of the United States of America sufficient to make such payment or (2) Defeasance Securities that mature as to principal and interest in such amounts and at such times as will insure the availability, without reinvestment, of sufficient money to provide for such payment, and when proper arrangements have been made by the Issuer with the Paying Agent/Registrar for the payment of its services until all Defeased Bonds shall have become due and payable. At such time as a Bond shall be deemed to be a Defeased Bond hereunder, as aforesaid, such Bond and the interest thereon shall no longer be secured by, payable from, or entitled to the benefits of, the ad valorem taxes herein levied and pledged as provided in this Ordinance, and such principal and interest shall be payable solely from such money or Defeasance Securities. Notwithstanding any other provision of this Ordinance to the contrary, it is hereby provided that any determination not to redeem Defeased Bonds that is made in conjunction with the payment arrangements specified in subsection (a)(i) or (ii) of this Section shall not be irrevocable, provided that: (1) in the proceedings providing for such payment arrangements, the Issuer expressly reserves the right to call the Defeased Bonds for redemption; (2) gives notice of the reservation of that right to the owners of the Defeased Bonds immediately following the making of the payment arrangements; and (3) directs that notice of the reservation be included in any redemption notices that it authorizes. (b) Any moneys so deposited with the Paying Agent/Registrar may at the written direction of the Issuer be invested in Defeasance Securities, maturing in the amounts and times as hereinbefore set forth, and all income from such Defeasance Securities received by the Paying Agent/Registrar that is not required for the payment of the Bonds and interest thereon, with respect to which such money has been so deposited, shall be turned over to the Issuer, or deposited as directed in writing by the Issuer. Any Future Escrow Agreement pursuant to which the money and/or Defeasance Securities are held for the payment of Defeased Bonds may contain provisions permitting the investment or reinvestment of such moneys in Defeasance Securities or the substitution of other Defeasance Securities upon the satisfaction of the requirements specified in subsection (a)(i) or (ii) of this Section. All income from such Defeasance Securities received by the Paying Agent/Registrar which is not required for the payment of the Defeased Bonds, with respect to which such money has been so deposited, shall be remitted to the Issuer or deposited as directed in writing by the Issuer. Ordinance 718 Page 14 of 28 (c) The term "Defeasance Securities" means any securities and obligations now or hereafter authorized by State law that are eligible to refund, retire or otherwise discharge obligations such as the Bonds. (d) Until all Defeased Bonds shall have become due and payable, the Paying Agent/Registrar shall perform the services of Paying Agent/Registrar for such Defeased Bonds the same as if they had not been defeased, and the Issuer shall make proper arrangements to provide and pay for such services as required by this Ordinance. (e) In the event that the Issuer elects to defease less than all of the principal amount of Bonds of a maturity, the Paying Agent/Registrar shall select, or cause to be selected, such amount of Bonds by such random method as it deems fair and appropriate. SECTION 7. DAMAGED, MUTILATED, LOST, STOLEN, OR DESTROYED BONDS. (a) Replacement Bonds. In the event any outstanding Bond is damaged, mutilated, lost, stolen or destroyed, the Paying Agent/Registrar shall cause to be printed, executed and delivered, a new Bond of the same principal amount, maturity and interest rate, as the damaged, mutilated, lost, stolen or destroyed Bond, in replacement for such Bond in the manner hereinafter provided. (b) Application for Replacement Bonds. Application for replacement of damaged, mutilated, lost, stolen or destroyed Bonds shall be made by the registered owner thereof to the Paying Agent/Registrar. In every case of loss, theft or destruction of a Bond, the registered owner applying for a replacement Bond shall furnish to the Issuer and to the Paying Agent/Registrar such security or indemnity as may be required by them to save each of them harmless from any loss or damage with respect thereto. Also, in every case of loss, theft or destruction of a Bond, the registered owner shall furnish to the Issuer and to the Paying Agent/Registrar evidence to their satisfaction of the loss, theft or destruction of such Bond, as the case may be. In every case of damage or mutilation of a Bond, the registered owner shall surrender to the Paying Agent/Registrar for cancellation the Bond so damaged or mutilated. (c) No Default Occurred. Notwithstanding the foregoing provisions of this , in the event any such Bond shall have matured, and no default has occurred that is then continuing in the payment of the principal of, redemption premium, if any, or interest on the Bond, the Issuer may authorize the payment of the same (without surrender thereof except in the case of a damaged or mutilated Bond) instead of issuing a replacement Bond, provided security or indemnity is furnished as above provided in this Section. (d) Charge for Issuing Replacement Bonds. Prior to the issuance of any replacement Bond, the Paying Agent/Registrar shall charge the registered owner of such Bond with all legal, printing, and other expenses in connection therewith. Every replacement Bond issued pursuant to the provisions of this Section by virtue of the fact that any Bond is lost, stolen or destroyed shall constitute a contractual obligation of the Issuer whether or not the lost, stolen or destroyed Bond shall be found at any time, or be enforceable by anyone, and shall be entitled to all the benefits of this Ordinance equally and proportionately with any and all other Bonds duly issued under this Ordinance. (e) Authority for Issuing Replacement Bonds. In accordance with Sec. 1206.022, Government Code, this Section 7 of this Ordinance shall constitute authority for the issuance of any such replacement Bond without necessity of further action by the governing body of the Issuer or any other body or person, and the duty of the replacement of such Bonds is hereby authorized and imposed upon the Paying Agent/Registrar, and the Paying Agent/Registrar shall authenticate and deliver such Bonds in the form and manner and with the effect, as provided in Section 3(a) of this Ordinance for Bonds issued in conversion and exchange for other Bonds. Ordinance 718 Page 15 of 28 SECTION 8. CUSTODY, APPROVAL, AND REGISTRATION OF BONDS; BOND COUNSEL'S OPINION; CUSIP NUMBERS AND CONTINGENT INSURANCE PROVISION, IF OBTAINED; ENGAGEMENT OF BOND COUNSEL. (a) The Mayor of the Issuer and the Pricing Officer are hereby authorized to have control of the Bonds initially issued and delivered hereunder and all necessary records and proceedings pertaining to the Bonds pending their delivery and their investigation, examination, and approval by the Attorney General of the State of Texas, and their registration by the Comptroller of Public Accounts of the State of Texas. Upon registration of the Bonds said Comptroller of Public Accounts (or a deputy designated in writing to act for said Comptroller) shall manually sign the Comptroller's Registration Certificate attached to such Bonds, and the seal of said Comptroller shall be impressed, or placed in facsimile, on such Bond. The approving legal opinion of the Issuer's Bond Counsel and the assigned CUSIP numbers may, at the option of the Issuer, be printed on the Bonds issued and delivered under this Ordinance, but neither shall have any legal effect, and shall be solely for the convenience and information of the registered owners of the Bonds. In addition, if bond insurance or the Permanent School Fund guarantee are obtained, the Bonds may bear an appropriate legend as provided by the insurer or the Texas Education Agency. (b) The obligation of the initial purchaser to accept delivery of the Bonds is subject to the initial purchaser being furnished with the final, approving opinion of McCall, Parkhurst & Horton L.L.P., bond counsel to the Issuer, which opinion shall be dated as of and delivered on the date of initial delivery of the Bonds to the initial purchaser. The engagement of such firm as bond counsel to the Issuer in connection with issuance, sale and delivery of the Bonds is hereby approved and confirmed. The execution and delivery of an engagement letter between the Issuer and such firm, with respect to such services as bond counsel, is hereby authorized in such form as may be approved by the Mayor, and the Mayor is hereby authorized to execute such engagement letter. SECTION 9. COVENANTS REGARDING TAX EXEMPTION OF INTEREST ON THE BONDS. (a) Covenants. The Issuer covenants to take any action necessary to assure, or refrain from any action that would adversely affect, the treatment of the Bonds as Obligation described in section 103 of the Internal Revenue Code of 1986, as amended (the "Code"), the interest on which is not includable in the "gross income" of the holder for purposes of federal income taxation. In furtherance thereof, the Issuer covenants as follows: (1) to take any action to assure that no more than 10 percent of the proceeds of the Bonds (less amounts deposited to a reserve fund, if any) are used for any "private business use," as defined in section 141(b)(6) of the Code or, if more than 10 percent of the proceeds or the projects financed or refinanced therewith (the "Projects") are so used, such amounts, whether or not received by the Issuer, with respect to such private business use, do not, under the terms of this Ordinance or any underlying arrangement, directly or indirectly, secure or provide for the payment of more than 10 percent of the debt service on the Bonds, in contravention of section 141(b)(2) of the Code; (2) to take any action to assure that in the event that the "private business use" described in subsection (1) hereof exceeds 5 percent of the proceeds of the Bonds or the projects financed therewith (less amounts deposited into a reserve fund, if any) then the amount in excess of 5 percent is used for a "private business use" that is "related" and not "disproportionate," within the meaning of section 141(b)(3) of the Code, to the governmental use; Ordinance 718 Page 16 of 28 (3) to take any action to assure that no amount that is greater than the lesser of $5,000,000, or 5 percent of the proceeds of the Bonds (less amounts deposited into a reserve fund, if any) is directly or indirectly used to finance loans to persons, other than state or local governmental units, in contravention of section 141(c) of the Code; (4) to refrain from taking any action that would otherwise result in the Bonds being treated as "private activity bonds" within the meaning of section 141(b) of the Code; (5) to refrain from taking any action that would result in the Bonds being "federally guaranteed" within the meaning of section 149(b) of the Code; (6) to refrain from using any portion of the proceeds of the Bonds, directly or indirectly, to acquire or to replace funds that were used, directly or indirectly, to acquire investment property (as defined in section 148(b)(2) of the Code) that produces a materially higher yield over the term of the Bonds, other than investment property acquired with – (A) proceeds of the Bonds invested for a reasonable temporary period of 3 years or less or, in the case of an advance refunding bond, for a period of 30 days or less until such proceeds are needed for the purpose for which the bonds are issued, and in the case of a current refunding bond, for a period of 90 days or less, (B) amounts invested in a bona fide debt service fund, within the meaning of section 1.148-1(b) of the Treasury Regulations, and (C) amounts deposited in any reasonably required reserve or replacement fund to the extent such amounts do not exceed 10 percent of the proceeds of the Bonds; (7) to otherwise restrict the use of the proceeds of the Bonds or amounts treated as proceeds of the Bonds, as may be necessary, so that the Bonds do not otherwise contravene the requirements of section 148 of the Code (relating to arbitrage) and, to the extent applicable, section 149(d) of the Code (relating to advance refundings); and (8) to pay to the United States of America at least once during each five-year period (beginning on the date of delivery of the Bonds) an amount that is at least equal to 90 percent of the "Excess Earnings," within the meaning of section 148(f) of the Code and to pay to the United States of America, not later than 60 days after the Bonds have been paid in full, 100 percent of the amount then required to be paid as a result of Excess Earnings under section 148(f) of the Code. (b) Rebate Fund. In order to facilitate compliance with the above covenant (a)(8), a "Rebate Fund" is hereby established by the Issuer for the sole benefit of the United States of America, and such Fund shall not be subject to the claim of any other person, including without limitation the Bondholders. The Rebate Fund is established for the additional purpose of compliance with section 148 of the Code. (c) Use of Proceeds. For purposes of the foregoing covenants (a)(1) and (a)(2), the Issuer understands that the term "proceeds" includes "disposition proceeds" as defined in the Treasury Regulations and, in the case of refunding bonds, transferred proceeds (if any) and proceeds of the Refunded Obligations expended prior to the date of issuance of the Bonds. It is the understanding of the Issuer that the covenants contained herein are intended to assure compliance with the Code and any regulations or rulings promulgated by the U.S. Department of the Treasury pursuant thereto. In the event that regulations or rulings are hereafter promulgated that modify or expand provisions of the Code, as applicable to the Bonds, the Issuer will not be required to comply with any covenant contained herein to Ordinance 718 Page 17 of 28 the extent that such failure to comply, in the opinion of nationally recognized bond counsel, will not adversely affect the exemption from federal income taxation of interest on the Bonds under section 103 of the Code. In the event that regulations or rulings are hereafter promulgated that impose additional requirements applicable to the Bonds, the Issuer agrees to comply with the additional requirements to the extent necessary, in the opinion of nationally recognized bond counsel, to preserve the exemption from federal income taxation of interest on the Bonds under section 103 of the Code. In furtherance of such intention, the Issuer hereby authorizes and directs the Mayor and the Pricing Officer to execute any documents, certificates or reports required by the Code and to make such elections, on behalf of the Issuer, that may be permitted by the Code as are consistent with the purpose for the issuance of the Bonds. (d) Disposition of Project. The Issuer covenants that the Project will not be sold or otherwise disposed in a transaction resulting in the receipt by the Issuer of cash or other compensation, unless the Issuer obtains an opinion of nationally-recognized bond counsel that such sale or other disposition will not adversely affect the tax-exempt status of the Bonds. For purposes of the foregoing, the portion of the property comprising personal property and disposed in the ordinary course shall not be treated as a transaction resulting in the receipt of cash or other compensation. For purposes hereof, the Issuer shall not be obligated to comply with this covenant if it obtains a legal opinion that such failure to comply will not adversely affect the excludability for federal income tax proposes from gross income of the interest. (e) Designation as Qualified Tax-Exempt Obligations. IF THE PRICING OFFICER, PURSUANT TO THE AUTHORITY GRANTED BY THIS ORDER, AUTHORIZES THE ISSUANCE OF BONDS THAT OTHERWISE MEET THE QUALIFICATIONS FOR DESIGNATION AS BEING "QUALIFIED TAX-EXEMPT BONDS", the Issuer hereby designates, or deems designated, the Bonds as "qualified tax-exempt obligations" as defined in section 265(b)(3) of the Code, conditioned upon the purchaser identified in the Pricing Certificate certifying that the aggregate initial offering price of the Bonds to the sold to the public (excluding any accrued interest) is no greater than $10,000,000 (or such other amount permitted by such section 265 of the Code). Assuming such condition is met, in furtherance of such designation, the Issuer represents, covenants and warrants the following: (a) that during the calendar year in which the Bonds are issued, the Issuer (including any subordinate entities) has not designated nor will designate obligations, which when aggregated with the Bonds, will result in more than $10,000,000 (or such other amount permitted by such section 265 of the Code) of "qualified tax-exempt obligations" being issued; (b) that the Issuer reasonably anticipates that the amount of tax-exempt obligations issued, during the calendar year in which the Bonds are issued, by the Issuer (or any subordinate entities) will not exceed $10,000,000 (or such other amount permitted by such section 265 of the Code); and, (c) that the Issuer will take such action or refrain from such action as necessary, and as more particularly set forth above in this Section 9, in order that the Bonds will not be considered "private activity bonds" within the meaning of section 141 of the Code. SECTION 10. SALE OF BONDS AND APPROVAL OF OFFICIAL STATEMENT; FURTHER PROCEDURES. (a) The Bonds shall be sold and delivered subject to the provisions of Section 1 and Section 3 and pursuant to the terms and provisions of a bond purchase agreement (the "Purchase Agreement") which the Pricing Officer is hereby authorized to execute and deliver and in which the purchaser or purchasers (the "Underwriters") of the Bonds shall be designated. The Bonds shall initially be registered in the name of the purchaser thereof as set forth in the Pricing Certificate. (b) The Mayor and Town Secretary are further authorized and directed to execute and deliver for and on behalf of the Issuer copies of a Preliminary Official Statement and Official Statement, prepared in connection with the offering of the Bonds by the Purchasers, in final form as may be required by the Purchasers, and such final Official Statement in the form and content as approved by the Pricing Officer Ordinance 718 Page 18 of 28 or as manually executed by said officials shall be deemed to be approved by the Town Council of the Issuer and constitute the Official Statement authorized for distribution and use by the Purchasers. The form and substance of the Preliminary Official Statement for the Bonds and any addenda, supplement or amendment thereto, all as approved by the Pricing Officer, are hereby deemed to be approved in all respects by the Town Council of the Issuer, and the Preliminary Official Statement is hereby deemed final as of its date (except for the omission of pricing and related information) within the meaning and for the purpose of paragraph (b)(1) of the Rule (hereinafter defined). (c) The Pricing Officer is authorized, in connection with effecting the sale of the Bonds, to obtain from a municipal bond insurance company so designated in the Pricing Certificate (the "Insurer") a municipal bond insurance policy (the "Insurance Policy") in support of the Bonds. To that end, should the Pricing Officer exercise such authority and commit the Issuer to obtain a municipal bond insurance policy, for so long as the Insurance Policy is in effect, the requirements of the Insurer relating to the issuance of the Insurance Policy as set forth in the Pricing Certificate are incorporated by reference into this Ordinance and made a part hereof for all purposes, notwithstanding any other provision of this Ordinance to the contrary. The Pricing Officer shall have the authority to execute any documents to effect the issuance of the Insurance Policy by the Insurer. (d) The Pricing Officer is further authorized to submit an application for guarantee of the Bonds by the Permanent School Fund of the State of Texas (the "Permanent School Fund"). If the Permanent School Fund guarantee of the bonds is obtained, the Issuer covenants as follows: (i) To timely comply with all applicable requirements and procedures under Article VII, Section 5 of the Texas Constitution, Subchapter C of Chapter 45, Texas Education Code and the Rules of the State Board of Education relating to the guarantee of the principal and interest on the Bonds by the Permanent School Fund. (ii) Upon defeasance of such Bonds prior to maturity in accordance with applicable law, the guarantee of the principal and interest on such Bonds by the Permanent School Fund shall cease and no longer be available. (iii) In case of a default in the payment of principal or interest on the Bonds, and in accordance with Section 45.061, Texas Education Code, the Comptroller of Public Accounts of the State of Texas shall be authorized to withhold from the Issuer amounts equal to the amounts paid by the Permanent School Fund on account of such default, plus interest thereon, from the first state money payable to the Issuer from the following sources and in the following order, to wit: foundation school fund, available school fund. (d) The Mayor and Mayor Pro Tem, the Town Secretary and the Pricing Officer shall be and they are hereby expressly authorized, empowered and directed from time to time and at any time to do and perform all such acts and things and to execute, acknowledge and deliver in the name and on behalf of the Issuer such documents, certificates and other instruments, whether or not herein mentioned, as may be necessary or desirable in order to carry out the terms and provisions of this Ordinance, the Pricing Certificate, the Bonds, the sale of the Bonds and the Official Statement. In case any officer whose signature shall appear on any Bond shall cease to be such officer before the delivery of such Bond, such signature shall nevertheless be valid and sufficient for all purposes the same as if such officer had remained in office until such delivery. SECTION 11. COMPLIANCE WITH RULE 15c2-12. (a) Definitions. That as used in this Section, the following terms have the meanings ascribed to such terms below: Ordinance 718 Page 19 of 28 "MSRB" means the Municipal Securities Rulemaking Board. "Rule" means SEC Rule 15c2-12, as amended from time to time. "SEC" means the United States Securities and Exchange Commission. (b) Annual Reports. (i) The Issuer agrees to provide annually to the MSRB, in an electronic format as prescribed by the MSRB, within six months after the end of each fiscal year, financial information and operating data with respect to the Issuer, as provided in the Pricing Certificate. Any financial statements so to be provided shall be (1) prepared in accordance with the accounting principles described in the financial statements of the Issuer appended to the Official Statement, or such other accounting principles as the Issuer may be required to employ from time to time pursuant to state law or regulation, and (2) audited, if the Issuer commissions an audit of such statements and the audit is completed within the period during which they must be provided. If the audit of such financial statements is not complete within such period, then the Issuer shall provide unaudited financial information by the required time, and shall provide audited financial statements for the applicable fiscal year to the MSRB, when and if the audit report on such statements become available. (ii) If the Issuer changes its fiscal year, it will notify the MSRB of the change (and of the date of the new fiscal year end) prior to the next date by which the Issuer otherwise would be required to provide financial information and operating data pursuant to this Section. The financial information and operating data to be provided pursuant to this Section may be set forth in full in one or more documents or may be included by specific reference to any document that is available to the public on the MSRB's internet website or filed with the SEC. All documents provided to the MSRB pursuant to this Section shall be accompanied by identifying information as prescribed by the MSRB. (c) Event Notices. (i) The Issuer shall notify the MSRB in an electronic format as prescribed by the MSRB, in a timely manner (but not in excess of ten business days after the occurrence of the event) of any of the following events with respect to the Bonds, if such event is material within the meaning of the federal securities laws: 1. Non-payment related defaults; 2. Modifications to rights of Bondholders; 3. Bond calls; 4. Release, substitution, or sale of property securing repayment of the Bonds; 5. The consummation of a merger, consolidation, or acquisition involving an obligated person or the sale of all or substantially all of the assets of the obligated person, other than in the ordinary course of business, the entry into a definitive agreement to undertake such an action or the termination of a definitive agreement relating to any such actions, other than pursuant to its terms; and Ordinance 718 Page 20 of 28 6. Appointment of a successor or additional trustee or the change of name of a trustee. (ii) The Issuer shall notify the MSRB in an electronic format as prescribed by the MSRB, in a timely manner (but not in excess of ten business days after the occurrence of the event) of any of the following events with respect to the Bonds, without regard to whether such event is considered material within the meaning of the federal securities laws: 1. Principal and interest payment delinquencies; 2. Unscheduled draws on debt service reserves reflecting financial difficulties; 3. Unscheduled draws on credit enhancements reflecting financial difficulties; 4. Substitution of credit or liquidity providers, or their failure to perform; 5. Adverse tax opinions or the issuance by the Internal Revenue Service of proposed or final determinations of taxability, Notices of Proposed Issue (IRS Form 5701–TEB) or other material notices or determinations with respect to the tax-exempt status of the Bonds, or other material events affecting the tax- exempt status of the Bonds; 6. Tender offers; 7. Defeasances; 8. Rating changes; and 9. Bankruptcy, insolvency, receivership or similar event of an obligated person. (iii) The Issuer shall notify the MSRB, in a timely manner, of any failure by the Issuer to provide financial information or operating data in accordance with subsection (b) of this Section by the time required by such subsection. (d) Limitations, Disclaimers, and Amendments. (i) The Issuer shall be obligated to observe and perform the covenants specified in this Section for so long as, but only for so long as, the Issuer remains an "obligated person" with respect to the Bonds within the meaning of the Rule, except that the Issuer in any event will give notice of any deposit made in accordance with this Ordinance or applicable law that causes Bonds no longer to be outstanding. (ii) The provisions of this Section are for the sole benefit of the registered owners and beneficial owners of the Bonds, and nothing in this Section, express or implied, shall give any benefit or any legal or equitable right, remedy, or claim hereunder to any other person. The Issuer undertakes to provide only the financial information, operating data, financial statements, and notices which it has expressly agreed to provide pursuant to this Section and does not hereby undertake to provide any other information that may be relevant or material to a complete presentation of the Issuer's financial results, condition, or prospects or hereby undertake to update any information provided in accordance with this Section or otherwise, except as expressly provided herein. The Issuer Ordinance 718 Page 21 of 28 does not make any representation or warranty concerning such information or its usefulness to a decision to invest in or sell Bonds at any future date. (iii) UNDER NO CIRCUMSTANCES SHALL THE ISSUER BE LIABLE TO THE REGISTERED OWNER OR BENEFICIAL OWNER OF ANY BOND OR ANY OTHER PERSON, IN CONTRACT OR TORT, FOR DAMAGES RESULTING IN WHOLE OR IN PART FROM ANY BREACH BY THE ISSUER, WHETHER NEGLIGENT OR WITHOUT FAULT ON ITS PART, OF ANY COVENANT SPECIFIED IN THIS SECTION, BUT EVERY RIGHT AND REMEDY OF ANY SUCH PERSON, IN CONTRACT OR TORT, FOR OR ON ACCOUNT OF ANY SUCH BREACH SHALL BE LIMITED TO AN ACTION FOR MANDAMUS OR SPECIFIC PERFORMANCE. (iv) No default by the Issuer in observing or performing its obligations under this Section shall comprise a breach of or default under this Ordinance for purposes of any other provision of this Ordinance. Nothing in this Section is intended or shall act to disclaim, waive, or otherwise limit the duties of the Issuer under federal and state securities laws. (v) Should the Rule be amended to obligate the Issuer to make filings with or provide notices to entities other than the MSRB, the Issuer hereby agrees to undertake such obligation with respect to the Bonds in accordance with the Rule as amended. The provisions of this Section may be amended by the Issuer from time to time to adapt to changed circumstances that arise from a change in legal requirements, a change in law, or a change in the identity, nature, status, or type of operations of the Issuer, but only if (1) the provisions of this Section, as so amended, would have permitted an underwriter to purchase or sell Bonds in the primary offering of the Bonds in compliance with the Rule, taking into account any amendments or interpretations of the Rule since such offering as well as such changed circumstances and (2) either (a) the registered owners of a majority in aggregate principal amount (or any greater amount required by any other provision of this Ordinance that authorizes such an amendment) of the outstanding Bonds consent to such amendment or (b) a person that is unaffiliated with the Issuer (such as nationally recognized bond counsel) determined that such amendment will not materially impair the interest of the registered owners and beneficial owners of the Bonds. The Issuer may also amend or repeal the provisions of this continuing disclosure agreement if the SEC amends or repeals the applicable provision of the Rule or a court of final jurisdiction enters judgment that such provisions of the Rule are invalid, but only if and to the extent that the provisions of this sentence would not prevent an underwriter from lawfully purchasing or selling Bonds in the primary offering of the Bonds. If the Issuer so amends the provisions of this Section, it shall include with any amended financial information or operating data next provided in accordance with subsection (b) of this Section an explanation, in narrative form, of the reason for the amendment and of the impact of any change in the type of financial information or operating data so provided. SECTION 12. METHOD OF AMENDMENT. The Issuer hereby reserves the right to amend this Ordinance subject to the following terms and conditions, to-wit: (a) The Issuer may from time to time, without the consent of any holder, except as otherwise required by paragraph (b) below, amend or supplement this Ordinance in order to (i) cure any ambiguity, defect or omission in this Ordinance that does not materially adversely affect the interests of the holders, (ii) grant additional rights or security for the benefit of the holders, (iii) add events of default as shall not be inconsistent with the provisions of this Ordinance and that shall not materially adversely affect the interests of the holders, (iv) qualify this Ordinance under the Trust Indenture Act of 1939, as amended, or corresponding provisions of federal laws from time to time in effect, or (v) make such other provisions in regard to matters or questions arising under this Ordinance as shall not be inconsistent with the provisions Ordinance 718 Page 22 of 28 of this Ordinance and that shall not in the opinion of nationally recognized bond counsel materially adversely affect the interests of the holders. (b) Except as provided in paragraph (a) above, the holders of Bonds aggregating in principal amount 51% of the aggregate principal amount of then outstanding Bonds that are the subject of a proposed amendment shall have the right from time to time to approve any amendment hereto that may be deemed necessary or desirable by the Issuer; provided, however, that without the consent of 100% of the holders in aggregate principal amount of the then outstanding Bonds, nothing herein contained shall permit or be construed to permit amendment of the terms and conditions of this Ordinance or in any of the Bonds so as to: (1) Make any change in the maturity of any of the outstanding Bonds; (2) Reduce the rate of interest borne by any of the outstanding Bonds; (3) Reduce the amount of the principal of, or redemption premium, if any, payable on any outstanding Bonds; (4) Modify the terms of payment of principal or of interest or redemption premium on outstanding Bonds or any of them or impose any condition with respect to such payment; or (5) Change the minimum percentage of the principal amount of the Bonds necessary for consent to such amendment. (c) If at any time the Issuer shall desire to amend this Ordinance under this Section, the Issuer shall send by U.S. mail to each registered owner of the affected Bonds a copy of the proposed amendment. Such published notice shall briefly set forth the nature of the proposed amendment and shall state that a copy thereof is on file at the office of the Issuer for inspection by all holders of such Bonds. (d) Whenever at any time within one year from the date of mailing of such notice the Issuer shall receive an instrument or instruments executed by the holders of at least 51% in aggregate principal amount of all of the Bonds then outstanding that are required for the amendment, which instrument or instruments shall consent to and approve such amendment, the Issuer may adopt the amendment in substantially the same form. (e) Upon the adoption of any amendatory Ordinance pursuant to the provisions of this Section, this Ordinance shall be deemed to be modified and amended in accordance with such amendatory Ordinance, and the respective rights, duties, and obligations of the Issuer and all holders of such affected Bonds shall thereafter be determined, exercised, and enforced, subject in all respects to such amendment. (f) Any consent given by the holder of a Bond pursuant to the provisions of this Section shall be irrevocable for a period of six months from the date of such consent, and shall be conclusive and binding upon all future holders of the same Bond during such period. Such consent may be revoked at any time after six months from the date of such consent by the holder who gave such consent, or by a successor in title, by filing notice with the Issuer, but such revocation shall not be effective if the holders of 51% in aggregate principal amount of the affected Bonds then outstanding, have, prior to the attempted revocation, consented to and approved the amendment. For the purposes of establishing ownership of the Bonds, the Issuer shall rely solely upon the registration of the ownership of such Bonds on the registration books kept by the Paying Agent/Registrar. Ordinance 718 Page 23 of 28 SECTION 13. DEFAULT AND REMEDIES. (a) Events of Default. Each of the following occurrences or events for the purpose of this Ordinance is hereby declared to be an Event of Default: (i) the failure to make payment of the principal of or interest on any of the Bonds when the same becomes due and payable; or (ii) default in the performance or observance of any other covenant, agreement or obligation of the Issuer, the failure to perform which materially, adversely affects the rights of the Registered Owners of the Bonds, including, but not limited to, their prospect or ability to be repaid in accordance with this Ordinance, and the continuation thereof for a period of 60 days after notice of such default is given by any Registered Owner to the Issuer. (b) Remedies for Default. (i) Upon the happening of any Event of Default, then and in every case, any Registered Owner or an authorized representative thereof, including, but not limited to, a trustee or trustees therefor, may proceed against the Issuer for the purpose of protecting and enforcing the rights of the Registered Owners under this Ordinance, by mandamus or other suit, action or special proceeding in equity or at law, in any court of competent jurisdiction, for any relief permitted by law, including the specific performance of any covenant or agreement contained herein, or thereby to enjoin any act or thing that may be unlawful or in violation of any right of the Registered Owners hereunder or any combination of such remedies. (ii) It is provided that all such proceedings shall be instituted and maintained for the equal benefit of all Registered Owners of Bonds then outstanding. (c) Remedies Not Exclusive. (i) No remedy herein conferred or reserved is intended to be exclusive of any other available remedy or remedies, but each and every such remedy shall be cumulative and shall be in addition to every other remedy given hereunder or under the Bonds or now or hereafter existing at law or in equity; provided, however, that notwithstanding any other provision of this Ordinance, the right to accelerate the debt evidenced by the Bonds shall not be available as a remedy under this Ordinance. (ii) The exercise of any remedy herein conferred or reserved shall not be deemed a waiver of any other available remedy. (iii) By accepting the delivery of a Bond authorized under this Ordinance, such Registered Owner agrees that the certifications required to effectuate any covenants or representations contained in this Ordinance do not and shall never constitute or give rise to a personal or pecuniary liability or charge against the officers, employees or trustees of the Issuer or the Board of Trustees. SECTION 14. APPROVAL OF ESCROW AGREEMENT AND TRANSFER OF FUNDS. In furtherance of authority granted by Section 1207.007(b), Texas Government Code, the Mayor or the Pricing Officer are further authorized to enter into and execute on behalf of the Issuer with the escrow agent named therein, an escrow or similar agreement, in the form and substance as shall be approved by the Pricing Officer, which agreement will provide for the payment in full of the Refunded Obligations. In addition, the Mayor or the Pricing Officer is authorized to purchase such securities, to execute such Ordinance 718 Page 24 of 28 subscriptions for the purchase of the Escrowed Securities (as defined in the agreement), if any, and to authorize such contributions for the escrow fund as provided in the agreement. SECTION 15. REDEMPTION OF REFUNDED OBLIGATIONS. (a) Subject to execution and delivery of the Purchase Agreement with the Purchaser, the Issuer hereby directs that the Refunded Obligations be called for redemption on the dates and at such prices as set forth in the Pricing Certificate. The Pricing Officer is hereby authorized and directed to issue or cause to be issued a Notice of Redemption of the Refunded Obligations in substantially the form set forth in Exhibit B attached hereto, completed with information from the Pricing Certificate, to the paying agents for the Refunded Obligations. (b) In addition, the paying agents for the Refunded Obligations are hereby directed to provide the appropriate notices of redemption and defeasance as specified by the ordinances authorizing the issuance of Refunded Obligations and is hereby directed to make appropriate arrangements so that the Refunded Obligations may be redeemed on their redemption dates. The Refunded Obligations shall be presented for redemption at the paying agents therefor, and shall not bear interest after the date fixed for redemption. (c) If the redemption of the Refunded Obligations results in the partial refunding of any maturity of the Refunded Obligations, the Pricing Officer shall direct the paying agent/registrar for the Refunded Obligations to designate at random and by lot which of the Refunded Obligations will be payable from and secured solely from ad valorem taxes of the Issuer pursuant to the ordinance of the Issuer authorizing the issuance of such Refunded Obligations (the "Refunded Bond Ordinance"). The paying agent/registrar shall notify by first-class mail all registered owners of all affected bonds of such maturities that: (i) a portion of such bonds have been refunded and are secured until final maturity solely with cash and investments maintained by the Escrow Agent in the Escrow Fund, (ii) the principal amount of all affected bonds of such maturities registered in the name of such registered owner that have been refunded and are payable solely from cash and investments in the Escrow Fund and the remaining principal amount of all affected bonds of such maturities registered in the name of such registered owner, if any, have not been refunded and are payable and secured solely from ad valorem taxes of the Issuer described in the Refunded Obligation Ordinance, (iii) the registered owner is required to submit his or her Refunded Obligations to the paying agent/registrar, for the purposes of re-registering such registered owner's bonds and assigning new CUSIP numbers in order to distinguish the source of payment for the principal and interest on such bonds, and (iv) payment of principal of and interest on such bonds may, in some circumstances, be delayed until such bonds have been re-registered and new CUSIP numbers have been assigned as required by (iii) above. (d) The source of funds for payment of the principal of and interest on the Refunded Obligations on their respective maturity or redemption dates shall be from the funds deposited with the Escrow Agent pursuant to the Escrow Agreement approved in Section 14 of this Ordinance. SECTION 16. APPROPRIATION. To pay the debt service coming due on the Bonds, if any (as determined by the Pricing Officer in the Pricing Certificate) prior to receipt of the taxes levied to pay such debt service, there is hereby appropriated from current funds on hand, which are hereby certified to be on hand and available for such purpose, an amount sufficient to pay such debt service, and such amount shall be used for no other purpose. SECTION 17. SEVERABILITY. If any section, article, paragraph, sentence, clause, phrase or word in this Ordinance, or application thereof to any persons or circumstances is held invalid or unconstitutional by a court of competent jurisdiction, such holding shall not affect the validity of the Ordinance 718 Page 25 of 28 remaining portion of this Ordinance, despite such invalidity, which remaining portions shall remain in full force and effect. SECTION 18. EFFECTIVE DATE. In accordance with the provisions of Texas Government Code, Section 1201.028, this Ordinance shall be effective immediately upon its adoption by the Town Council. [Execution Page Follows] Ordinance 718 Page 26 of 28 PASSED AND APPROVED ON THIS 28TH DAY OF OCTOBER, 2013. ______________________________ Laura Wheat, Mayor ATTEST: _________________________________ __________________________________ Kelly Edwards, Town Secretary Thomas E. Brymer, Town Manager APPROVED AS TO FORM: __________________________________ L. Stanton Lowry, Town Attorney [CITY SEAL] Ordinance 718 Page 27 of 28 SCHEDULE I SCHEDULE OF ELIGIBLE REFUNDED OBLIGATIONS Town of Westlake, Texas Combination Tax and Limited Pledge Revenue Certificates of Obligation, Series 2003, dated June 1, 2003, maturities May 1 in the years 2015, 2016, and 2032. Ordinance 718 Page 28 of 28 EXHIBIT A NOTICE OF REDEMPTION CUSIP Prefix No. ________ NOTICE IS HEREBY GIVEN that the Town of Westlake, Texas has called for redemption the outstanding Certificates of Obligation of the Town described as follows (collectively, the "Refunded Obligations"): Town of Westlake, Texas Combination Tax and Limited Pledge Revenue Certificates of Obligation, Series 2003, dated June 1, 2003, maturing on May 1 in each of the years 2015, 2016, and 2032, in the aggregate principal amount of $2,100,000, to the call date of the Refunded Obligations so called for redemption at U.S. Bank National Association. Call date: May 1, 2014. On May 1, 2014, interest on the Refunded Obligations shall cease to accrue and be payable. THE REFUNDED OBLIGATIONS shall be redeemed in whole at U.S. Bank National Association, as the Paying Agent/Registrar for said Refunded Obligations. Upon presentation of the Refunded Obligations at the Paying Agent/Registrar on the aforementioned redemption date, the holder thereof shall be entitled to receive the redemption price equal to par and accrued interest to the redemption date. NOTICE IS GIVEN that due and proper arrangements have been made for providing the place of payment of said Refunded Obligations called for redemption with funds sufficient to pay the principal amount of said Refunded Obligations and the interest thereon to the redemption date. In the event said Refunded Obligations, or any of them are not presented for redemption by the date fixed for their redemption, they shall not thereafter bear interest. UNDER THE PROVISIONS of Section 3406 of the Internal Revenue Code of 1986, as amended paying agents making payments of interest and principal on municipal securities may be obligated to withhold a tax from remittance to individuals who have failed to furnish the paying agent with a valid taxpayer identification number. Registered holders who wish to avoid the imposition of the tax should submit certified taxpayer identification numbers (via form W-9) when presenting the Refunded Obligations for payment. THIS NOTICE is issued and given pursuant to the redemption provisions in the proceedings authorizing the issuance of the aforementioned Refunded Obligations and in accordance with the recitals and provisions of said Refunded Obligations. NOTICE IS FURTHER GIVEN that the Refunded Obligations should be submitted to the following addresses: By Mail Overnight Courier/Hand Delivery U.S. Bank National Association Corporate Trust Services P.O. Box 64111 St. Paul, Minnesota 55164-0111 Tel: (800) 934-6802 U.S. Bank National Association Corporate Trust Services 60 Livingston Avenue First Floor - Bond Drop Window St. Paul, Minnesota 55107 Tel: (800) 934-6802 TOWN OF WESTLAKE, TEXAS Page 1 of 2 estlake Town Council TYPE OF ACTION Regular Meeting - Action Item Westlake Town Council Meeting Monday, October 28, 2013 TOPIC: Public Hearing and consideration regarding rezoning from R-1 to PD5, Ruth Baker Survey- A108 Tracts 1C1B6D, 1C1B6F1, and 1C01B6F, commonly known as two lots in the Stagecoach Hills Subdivision at 5944 and 5960 Stagecoach Circle STAFF CONTACT: Eddie Edwards, Director of Planning and Development DECISION POINTS Start Date Completion Date Timeframe: September 20, 2013 October 28, 2013 Funding: Amount- None. Status- N/A Source- N/A . Decision Alignment VVM Perspective Desired Outcome Sense of Place Operational Processes CF.Promote Community Health, Safety & Welfare Strategic Issue Outcome Strategy Staff Action N/A N/A N/A Strategy Map or VVM Connection Strategic Issue Connection Page 2 of 2 EXECUTIVE SUMMARY The applicant currently owns two lots that are each approximately ¾ of an acre in size. One of the lots is vacant and the other has a house and one hangar constructed on it. Neither lot is platted and may not be platted if not in conformance with the zoning regulations applicable to the lots, which currently requires a one acre minimum lot size. By rezoning the property to a district that allows lots of the size currently existing, the property could then be platted. The number of lots will not change and development of the lots will be similar to existing development in the Stagecoach subdivision. The Westlake Planning and Zoning Commission unanimously recommended approval of this item at their October 28, 2013 meeting. ORGANIZATIONAL HISTORY/RECOMMENDATION It is desirous to have all properties in the Town of Westlake platted and in compliance with the zoning regulations applicable to each piece of property. Currently we have two lots made up of multiple parcels, not platted, and currently in a legal-nonconforming status. The approval of the rezoning clears the way for a future platting of the properties and the potential development of one of the lots, while bringing both lots into conforming status. ATTACHMENTS • Zoning Change application • Ordinance 719 w/ attachments: o Exhibits 1. Vicinity Map with legal description 2. Zoning Map (after approval) 3. Concept Plan Ordinance 719 Page 1 of 8 TOWN OF WESTLAKE ORDINANCE NO 719 AN ORDINANCE AMENDING THE TOWN OF WESTLAKE CODE OF ORDINANCES, SECTION 102-31 ZONING MAP, TO BE ATTACHED HERETO AS EXHIBIT “B” TO REFLECT A CHANGE OF ZONING FOR APPROXIMATELY 1.4 ACRES OF LAND, DESCRIBED AS THE FOLLOWING: RUTH BAKER SURVEY – A 108 TRACTS 1C1B6D, 1C1B6F1, AND 1C01B6F, FURTHER DESCRIBED IN EXHIBIT “A” ATTACHED HERETO; PREVIOUSLY ZONED R-1, REZONED BY THIS ORDINANCE TO A RESIDENTIAL PD (PD5) WITH RELATED CONCEPT PLAN, ATTACHED HERETO AS EXHIBIT “C”; PROVIDING FOR A SAVINGS CLAUSE; PROVIDING FOR A PENALTY CLAUSE; AND PROVIDING FOR AN EFFECTIVE DATE. WHEREAS, on August 24, 1992, the Town Council of the Town of Westlake, Texas adopted a Comprehensive Plan for the Town; and WHEREAS, on November 13, 1992, the Town Council of the Town of Westlake, Texas adopted a Comprehensive Zoning Ordinance; and WHEREAS, on September 15, 1997, based upon the recommendations of the Planning and Zoning Commission, the Town Council of the Town of Westlake, Texas amended the Zoning Ordinance and the subdivision regulations by adopting a Unified Development Code for the Town of Westlake (the “Town”); and WHEREAS, on September 22, 2002, based upon the recommendations of the Planning and Zoning Commission, the Town Council of the Town of Westlake, Texas adopted Ordinance #406 amending the Zoning Ordinance and Official Zoning map; and WHEREAS, an analysis of the Town’s codes and regulations has determined that amendments to these codes and regulations are required in order to protect the health, safety, and welfare of the Town and to comply with the development goals for quality low density residential development; and WHEREAS, the Council, at a public hearing called by the Council, did consider the following factors in making a determination as to whether the requested changes should be granted or denied: safety of the motoring public and the pedestrians using the facilities in the areas immediately surrounding the effected zoning districts; safety from fire hazards and measures for fire control, protection of adjacent property from flood or water damages, noise producing elements and glare of the vehicular and stationary lights Ordinance 719 Page 2 of 8 and effect of such lights on established character of the neighborhoods, location, lighting and types of signs and relation of signs to traffic control and adjacent property, street size and adequacy of width for traffic reasonably expected to be generated by the proposed uses around the effected zoning districts and in the immediate neighborhoods, adequacy of parking, location of ingress and egress points for parking, and protection of public health and the general welfare, effect on light and air, the effect on the transportation, water, sewerage, schools, parks and other facilities; and WHEREAS, the Town Council has determined that there is a necessity and need for these changes in the zoning ordinance; and therefore, feels that changes in the zoning ordinance are called for, and are in the best interest of the public at large, the citizens of the Town, and help promote the general health, safety, and welfare of this community. NOW, THEREFORE, BE IT ORDAINED BY THE TOWN COUNCIL OF THE TOWN OF WESTLAKE, TEXAS: SECTION 1: All matters stated in the preamble are found to be true and correct and are incorporated herein as if copied in their entirety. SECTION 2: That the property shown on attached Exhibit "A" is hereby rezoned from R-1 to PD5. SECTION 3: That the Comprehensive Zoning Ordinance of the Town of Westlake, Texas be amended by amending ARTICLE II. DISTRICTS AND MAPS, Section 102-31 Zoning Map, to read as follows: Sec. 102-31. Zoning map. (a) Designated; rezoning of property. Exhibit A to be attached to Ordinance No. 719 is hereby adopted as the Official Zoning Map of the Town of Westlake and shall be identified and maintained by the town in accordance with the provisions of this chapter, as amended from time to time. The Official Zoning Map incorporates the rezoning of properties in the town to conform with the Comprehensive Plan and this chapter. (b) Division of town. (1) The town is divided into eleven zones, or districts, as shown on the Official Zoning map which, together with all explanatory matter thereon, is hereby adopted by reference and declared a part of this chapter. The zones, or districts, hereby established are and shall be known and cited as: Ordinance 719 Page 3 of 8 Zoning Districts TABLE INSET: Abbreviated Designation Zoning District Name R-5 Country Residential R-2 Rural Residential R-1 Estate Residential R-0.5 Neighborhood Residential MF Multifamily Residential LR Local Retail O Office Park O-H Office Park--Hotel O-I Office--Industrial Park PD Planned Development District GU Governmental Use (2) The Official Zoning Map shall be identified by the signature of the mayor attested by the town secretary, under the following words: "This is to certify that this is the Official Zoning Map referred to in chapter 102, article II, of the Code of Ordinances of the Town of Westlake," together with the date of adoption of the Official Zoning Map. (3) When changes are made in district boundaries or other matter portrayed on the Official Zoning Map, such changes shall be entered on the Official Zoning Map by the town secretary promptly after the amendment has been approved by the Town Council, and the change shall note the ordinance number and date that the change was approved. (4) No changes of any nature shall be made in the Official Zoning Map or matter shown thereon except in conformity with the procedures set forth in this chapter. Any unauthorized change of whatever kind by any person or persons shall be considered a violation of this chapter. (5) The original reproducible tracing of the Official Zoning Map shall be located in the office of the town secretary in the town hall and shall be the final authority as to the current zoning status of land and water areas, building and other structures in the town. (6) The Town Council may by resolution adopt a new Official Zoning Map should the original reproducible tracing of the Official Zoning Map be damaged, destroyed, lost or become ambiguous because of the nature or number of changes and additions. The new Official Zoning Map may correct drafting or other errors or omissions in the prior Official Zoning Map, but no other correction shall have the effect of amending the original Official Zoning Map or any subsequent amendment thereof. The new Official Zoning Ordinance 719 Page 4 of 8 Map shall be identified by the signature of the mayor attested by the town secretary, under the following words: "This is to certify that this Official Zoning Map supersedes and replaces the Official Zoning Map adopted (date of adoption of Map being replaced) as a part of the Code of Ordinances of the Town of Westlake, Texas." (7) Unless the prior Official Zoning Map has been lost, or has been totally destroyed, the prior map or any significant parts thereof remaining shall be preserved, together with all available records pertaining to its adoption or amendment. (UDC 1994, art. III, § 1; Ord. No. 203, § 1, 11-16-1992; Ord. No. 373, § 2, 8-14-2000; Ord. No. 426, § 2, 9-23-2002 ) SECTION 4: That the Concept Plan attached hereto as Exhibit “C” be attached to this Ordinance and recorded in Appendix A of the Town of Westlake Code of Ordinances as an approved PD. SECTION5: This Zoning District will be subject to the same regulations that apply to R-0.5 zoned property except for the following: 1. Accessory use buildings are allowed as accessory uses to a home constructed on site or on an adjacent property. 2. Accessory use buildings are allowed to be a maximum of 3,600 sq. ft. and may be constructed with non-masonry materials, or may be all metal with a baked-on pre-painted surface. 3. Wildflowers, when cultivated, are allowed to grow to any height during the time between the first day of February and first day of August, provided a ten (10) foot setback is maintained from adjacent property lines. SECTION 6: It is hereby declared to be the intention of the Town Council of the Town of Westlake, Texas, that sections, paragraphs, clauses and phrases of this Ordinance are severable, and if any phrase, clause, sentence, paragraph or section of this Ordinance shall be declared unconstitutional by the valid judgment or decree of any court of competent jurisdiction, such unconstitutionality shall not affect any of the remaining phrases, clauses, sentences, paragraphs or sections of this Ordinance since the same would have been enacted by the Town Council of the Town of Westlake without the incorporation in this Ordinance of any such unconstitutional phrase, clause, sentence, paragraph or section. SECTION 7: That all provisions of Ordinance not hereby amended shall remain in full force and effect. SECTION 8: That this Ordinance shall be cumulative of all other Town Ordinances and all other provisions of other Ordinances adopted by the Town which are inconsistent with the terms or provisions of this Ordinance are hereby repealed. Ordinance 719 Page 5 of 8 SECTION 9: That any person, firm or corporation violating any of the provisions or terms of this ordinance shall be subject to the same penalty as provided for in the Code of Ordinances of the Town of Westlake, and upon conviction shall be punishable by a fine not to exceed the sum of Two-Thousand ($2,000.00) for each offense. Each day that a violation is permitted to exist shall constitute a separate offense. SECTION 10: This ordinance shall take effect immediately from and after its passage as the law in such case provides. PASSED AND APPROVED BY THE TOWN COUNCIL OF THE TOWN OF WESTLAKE, TEXAS, ON THIS 28th DAY OF OCTOBER 2013. Laura Wheat, Mayor ATTEST: Kelly Edwards, Town Secretary APPROVED AS TO FORM: L. Stanton Lowry, Town Attorney Ordinance 719 Page 6 of 8 EXHIBIT “A” Lots commonly known as: 1. 5944 Stagecoach Circle, Town of Westlake, TX 2. 5960 Stagecoach Circle, Town of Westlake, TX Exhibit A1 – Legal Description attachment Ordinance 719 Page 7 of 8 EXHIBIT “B” Insert Zoning Map as amended. Ordinance 719 Page 8 of 8 Exhibit “C” Concept Plan Page 1 of 3 estlake Town Council TYPE OF ACTION Regular Meeting - Action Item Westlake Town Council Meeting Monday, October 28, 2013 TOPIC: Public Hearing and Consideration of an Ordinance Amending the Zoning for PD1-2 by Approval of a Development Plan, Known as Entrada, an 85 Acre (approx.) Tract Located at the Northeast Corner of FM 1938 (Davis Blvd) and Solana Boulevard. STAFF CONTACTS: Tom Brymer, Town Manager and Eddie Edwards, Director of Planning & Development DECISION POINTS Start Date Completion Date Timeframe: October 14, 2013 October 28, 2013 Funding: Amount- None. Status- N/A Source- N/A Decision Alignment VVM Perspective Desired Outcome Sense of Place Financial Stewardship Enhance and Maintain a Sense of Community Strategic Issue Outcome Strategy Staff Action Comprehensive Planning and Management of Natural Resources N/A SA 09D1: Ordinances Strategy Map or VVM Connection Strategic Issue Connection Page 2 of 3 EXECUTIVE SUMMARY This item pertains to consideration by the Town Council of an amendment to the PD1-2 zoning as established by Ordinance No. 703 approving a Development Plan for this PD1-2 zoning district, known as Entrada, an 85 Acre (approx.) tract located at the northeast corner of FM 1938 (Davis Blvd) and Solana Boulevard. ORGANIZATIONAL HISTORY/RECOMMENDATION Previously this property was zoned for office and retail uses. In April of this year, after much public input and meetings, the Town Council, with a unanimous recommendation from the Planning & Zoning Commission, approved a request by the owner to amend the zoning in this PD1-2 zoning district. Also in April of this year, prior to consideration of this zoning change request, the land use plan component of the Town’s Comprehensive Plan was amended to provide for the uses requested in the zoning change request for this property. The amended zoning adds certain residential and entertainment uses in order to allow development of a mixed use Planned Development on this tract. The zoning ordinance, as amended, is intended to achieve a design that emulates a European style village with a Spanish architectural theme. This is to be accomplished the through the blending of permitted uses, special uses, design regulations, and meaningful public space, The development is named Entrada. Uses contained in the amended for this property include: offices, governmental, retail, restaurants, business services, medical services, entertainment establishments, conference center type meeting space, and residential uses. Permitted residential uses include: single family residential detached homes, villas, townhomes, and condominiums. The number and type of residential uses and units are set and established in the zoning ordinance for this property. The amended zoning for this property also sets the allowable pace and ratio of residential to commercial construction for this tract. Consideration of a Development Plan is the next step for the developer under the Town’s development ordinances and regulations. The Development Plan functions somewhat as a master plan for the entire tract providing an overall “road map” for the site’s development. As specific portions of the site develop, a detailed site plan is required for those sections that must comport with the Development Plan. Staff review of the Development Plan and recommendations pertaining to its approval are contained in the Staff Report attached to this agenda memo. On October 7, 2013 the Town Council held a joint workshop with the Planning & Zoning Commission to allow the developer to present their Development Plan and answer questions about it. The community was widely notified through the Town’s Westlake Wire email notification system of this workshop and invited to attend. At their October 14, 2013 meeting, the Planning & Zoning Commission held a public hearing and considered this Development Plan. The Commission voted unanimously to recommend approval of the Development Plan subject to the 16 staff recommendations outlined in the Staff report for this Development Plan. Legal notices as required by law were placed in the Town’s newspaper of official publication for both the Commission and the Council’s public hearings. Additionally, information about them was placed on the home page of the Town’s web site. Page 3 of 3 ATTACHMENTS 1. Site Location Map 2. Zoning Ordinance Amending PD1-2 Zoning District with the Approval of this Development Plan. 3. Two dimensional and 3 dimensional exhibits showing Entrada Development Plan 4. Staff Report Re: (PD1-2) Entrada Development Plan 5. Entrada Exhibits Addressing Staff Recommendations Contained in Staff Report re: Entrada’s Development Plan 6. Draft Minutes from 10-14-13 Planning & Zoning Commission Meeting ORDINANCE 7 20 PAGE 1 OF 18 TOWN OF WESTLAKE ORDINANCE NO. 720 AN ORDINANCE AMENDING ORDINANCE 703 OF THE TOWN OF WESTLAKE, TEXAS; AMENDING THE ZONING BY APPROVING A DEVELOPMENT PLAN AND ENGINEERING STANDARDS FOR AN APPROXIMATELY 85 ACRE TRACT OF LAND IDENTIFIED AS PLANNING AREA 2 OF THE PD1 PLANNED DEVELOPMENT DISTRICT (PD1-2) GENERALLY LOCATED IN THE TOWN OF WESTLAKE, TARRANT COUNTY, TEXAS; PROVIDING A SAVINGS CLAUSE; A PENALTY CLAUSE; AND DECLARING AN EFFECTIVE DATE. WHEREAS, there is located within the corporate limits of the Town of Westlake an approximately 85 acre tract of land (commonly known as Planning Area 2 of the PD1 zoning district (PD 1-2); being the portion of the PD1 zoning district bounded by Solana Boulevard to the south, FM 1938 “Davis Blvd.” to the west, and SH 114 to the north, more completely described in, set out in Exhibit “A”; and WHEREAS, on April 22, 2013, the Westlake Town Council (sometimes referred to as the "Council") of the Town of Westlake, Texas (the "Town"), adopted Ordinance 703 amending the Comprehensive Zoning Ordinance (the "Zoning Ordinance") by creating regulations and design guidelines for a mixed-use development; and WHEREAS, the Zoning Ordinance has been amended by the Council after receiving recommendations from the Planning and Zoning Commission (the "Commission"); and WHEREAS, because of the size, location, and natural features of the Planning Area and the Town's need for public infrastructure, amenities, and services, the Town has a critical interest in the development of the Planning Area and is encouraging such development to the highest possible standards of quality consistent with the Town's long-term development vision; and WHEREAS, because of improvements to FM 1938 (Davis Blvd.), further urban growth throughout the region, and other changed conditions that affect the region, the Town believes there are unique and significant opportunities for new and unique mixed-use development within the Planning Area that will be consistent with the Town's long-term development vision; and WHEREAS, the suitability of the Planning Area for such planned uses can be enhanced through modifications to the development regulations governing the Planning Area, including approval of a Development Plan and modifications to the Engineering Design Standards otherwise applicable under the UDC; and WHEREAS, the economic development and land use planning objectives of the Town will be furthered by the amendment of to PD 1-2; and WHEREAS, the Commission held a public hearing upon the application of Centurion American to amend the zoning for PD 1-2 by the approval of a Development Plan on October 14, ORDINANCE 7 20 PAGE 2 OF 18 2013 after written notice of such hearing having been sent to owners of real property being within 200 feet of the property and notice being published in a newspaper of general circulation in the Town, all in accordance with law; and WHEREAS, upon the recommendation of the Planning and Zoning Commission, the Town Council of the Town of Westlake, Texas, is of the opinion that it is in the best interests of the Town and its citizens that the amendments to Ordinance 703 reflected by the approval of the Development Plan and Engineering Design Standards, as attached (Exhibit “B”) should be approved; and WHEREAS, the Council believes that the interests of the Town, the present and future residents and citizens of the Town, and developers of land within the Town are best served by adopting this Ordinance, which the Council has determined to be consistent with the Town’s Comprehensive Plan and its Land Use Map, Thoroughfare Plan, and Open Space Plan, all as amended to date. NOW, THEREFORE, BE IT ORDAINED BY THE TOWN COUNCIL OF THE TOWN OF WESTLAKE, TEXAS: SECTION 1: That the recitals set forth above are hereby incorporated herein, adopted by the Town and declared to be true and correct. SECTION 2: That Ordinance 703 of the Town of Westlake, Texas, is hereby amended by this Ordinance amending the Planned Development District PD1, Planning Area 2 (PD1-2) within the property described in Exhibit “A” attached hereto by reference for all purposes. This Planning Area will be subject to the Development Plan as set out in Exhibit “B”. This Planning Area will be subject to the Engineering Design Standards attached hereto as, set out as Exhibit “C”. SECTION 3: It is hereby declared to be the intention of the Town Council of the Town of Westlake, Texas, that sections, paragraphs, clauses and phrases of this Ordinance are severable, and if any phrase, clause, sentence, paragraph or section of this Ordinance shall be declared unconstitutional by the valid judgment or decree of any court of competent jurisdiction, such unconstitutionality shall not affect any of the remaining phrases, clauses, sentences, paragraphs or sections of this Ordinance since the same would have been enacted by the Town Council of the Town of Westlake without the incorporation in this Ordinance of any such unconstitutional phrase, clause, sentence, paragraph or section. SECTION 4: That all provisions of this Ordinance not hereby amended shall remain in full force and effect. SECTION 5: That this Ordinance shall be cumulative of all other Town Ordinances and all other provisions of other Ordinances adopted by the Town which are inconsistent with the terms or provisions of this Ordinance are hereby repealed. ORDINANCE 7 20 PAGE 3 OF 18 SECTION 6: That any person, firm or corporation violating any of the provisions or terms of this ordinance shall be subject to the same penalty as provided for in the Code of Ordinances of the Town of Westlake, and upon conviction shall be punishable by a fine not to exceed the sum of Two-Thousand ($2,000.00) for each offense. Each day that a violation is permitted to exist shall constitute a separate offense. SECTION 7: This ordinance shall take effect immediately from and after its passage as the law in such case provides. PASSED AND APPROVED BY THE TOWN COUNCIL OF THE TOWN OF WESTLAKE, TEXAS, ON THIS 28th DAY OF OCTOBER, 2013. _____________________________ ATTEST: Laura Wheat, Mayor ____________________________ Kelly Edwards, Town Secretary APPROVED AS TO FORM: ____________________________ L. Stanton Lowry, Town Attorney ORDINANCE 7 20 PAGE 4 OF 18 EXHIBITS EXHIBIT A Legal Description of PD1-2 District Exhibit A1 – Graphic drawing of PD1-2. EXHIBIT B Entrada Development Plan EXHIBIT C Entrada Engineering Design Standards and Letter from Developer’s Engineer dated 10-11-13 Describing the Differences Between these Standards and the Town’s Engineering Standards as They Will be Applied to Entrada ORDINANCE 7 20 PAGE 5 OF 18 Exhibit A LEGAL DESCRIPTION EXHIBIT 1 Legal Description of PD1-2 District 85.90 Acres BEING a tract of land situated in the C.M. Throop Survey, Abstract No. 1510, the W. Medlin Survey, Abstract No. 1958, the William Pea Survey, Abstract No. 1246 and the Joseph Henry Survey, Abstract No. 742, Tarrant County, Texas and being a portion of Tract 2 as described in the Special Warranty Deed to MAGUIRE PARTNERS – SOLANA LAND, L.P. as recorded in Volume 16858, Page 176 of the Deed Records of Tarrant County, Texas and being more particularly described as follows: BEGINNING at a 5/8 inch iron rod found with “Huitt-Zollars” cap at the southwest corner of Lot 2, Block 1, Westlake/Southlake Park Addition No. 1, an addition to the Town of Westlake, Texas as recorded in Volume 388-214, Page 78 of the Plat Records of Tarrant County, Texas, being on the northeasterly right-of-way line of Kirkwood Boulevard, a variable width right-of-way as dedicated by said Westlake/Southlake Park Addition No. 1 and being the beginning of a non-tangent curve to the left having a central angle of 9 degrees 13 minutes 11 seconds, a radius of 1428.00 feet and being subtended by a chord which bears North 47 degrees 49 minutes 50 seconds West a distance of 229.54 feet; THENCE along the northeasterly right-of-way line of Kirkwood Boulevard, a variable with right-of-way, as described in Dedication Deed to the Town of Westlake as recorded under instrument No. D208427746, Deed Records of Tarrant County, Texas the following: Along said curve to the left an arc distance of 229.79 feet to a ½ inch rod found with Graham cap at the end of said curve; North 52 degrees 30 minutes 14 seconds west a distance of 32.60 feet to ½ inch iron rod found with Graham cup beginning of a curve to the right having a central angle of 18 degrees 54 minutes 48 seconds, a radius of 612.00 feet and being subtended by a chord which bears North 43 degrees 02 minutes 03 seconds West a distance of 201.11 feet; Along said curve to the right an arc distance of 202.02 feet to a ½ inch iron rod found with Graham cap at the beginning of a compound curve to the right having a central angle of 24 degrees 06 minutes 47 seconds, a radius of 812.00 feet and being subtended by a chord which bears North 21 degrees 32 minutes 03 seconds West a distance of 339.22 feet; Along said curve to the right an arc distance of 341.73 feet to a ½ inch iron rod found with Graham cap at the end of a said curve; North 09 degrees 28 minutes 39 seconds West a distance of 132.24 feet to a ½ inch iron rod found with Graham cap at the beginning of a curve to the left having a central angle of 45 degrees 43 minutes 19 seconds, a radius of 708.00 feet and being subtended by a chord which bears North 32 degrees 20 minutes 19 seconds West a distance of 550.11 feet; Along said curve to the left an arc distance of 564.98 feet to a ½ inch iron rod found with Graham cap at the end of said curve; North 55 degrees 11 minutes 58 seconds West a distance of 190.50 feet to a ½ inch iron rod found with Graham cap; ORDINANCE 7 20 PAGE 6 OF 18 North 08 degrees 56 minutes 27 seconds West a distance off 21.41 feet to a ½ inch iron rod found with Graham cap on the easterly right-of-way line of Precinct Line Road, a variable width right-of-way, as described in Dedication Deed to Town of Westlake as recorded under Instrument No. D208427746, Deed Records of Tarrant County, Texas and being the beginning of a non-tangent curve to the left having a central angle of 16 degrees 09 minutes 21 seconds, a radius of 1,432.50 feet and being subtended by a chord which bears North 27 degrees 07 minutes 42 seconds East a distance of 402.59 feet; THENCE along the easterly right-of-way line of Precinct Line Road, the following; Along said curve to the left an arc distance of 403.92 feet to a ½ inch iron rod found with Graham cap at the end of said curve; North 18 degrees 47 minutes 24 seconds East a distance of 185.36 feet to a ½ inch iron rod found with Graham cap; North 17 degrees 03 minutes 03 seconds East a distance of 322.64 feet to a ½ inch iron rod found on the southerly right-of-way line of State Highway 114 (a variable width ROW); THENCE along the southerly right-of-way line of State Highway 114, the following; North 60 degrees 06 minutes 26 seconds East a distance of 44.54 feet to a Texas Department of Transportation brass disk in concrete found; South 71 degrees 03 minutes 32 seconds East a distance of 254.55 feet to a point for corner from which a Texas Department of Transportation brass disk in concrete found bears North 10 degrees 48 minutes 28 seconds West a distance of 0.43 feet; South 77 degrees 26 minutes 06 seconds East a distance of 746.74 feet to a Texas Department of Transportation brass disk in concrete found; South 71 degrees 03 minutes 31 seconds East a distance of 1443.85 feet to a Texas Department of Transportation brass disk in concrete found; South 62 degrees 34 minutes 19 seconds East a distance of 404.34 feet to a Texas Department of Transportation brass disk in concrete found at the beginning of a curve to the right having a central angle of 08 degrees 19 minutes 09 seconds, a radius of 2,709.79 feet and being subtended by a chord which bears South 58 degrees 24 minutes 45 seconds East a distance of 393.11 feet; Along said curve to the right an arc distance of 393.45 feet to a Texas Department of Transportation brass disk in concrete found; South 54 degrees 15 minutes 11 seconds East a distance of 399.24 feet to a Texas Department of Transportation brass disk in concrete found; South 64 degrees 19 minutes 50 seconds East a distance of 56.55 feet to a 5/8 inch iron rod found with “Huitt-Zollars” cap at the beginning of a non-tangent curve to the right having a central angle of 02 degrees 13 minutes 56 seconds, a radius of 2,754.79 feet and being subtended by a chord which bears South 43 degrees 17 minutes 37 seconds East a distance of 107.32 feet; Along said curve to the right n arc distance of 107.33 feet to a ½ inch rod found with “Huitt-Zollars” cap for the northeast corner of Lot 1, Block 1, of the aforementioned Westlake/Southlake Park Addition No. 1; THENCE departing the southerly right-of-way line of State Highway 114, North 90 degrees 00 minutes 00 seconds west along the north line of said Lot 1, Block 1, a distance of 2,132.54 feet to a 5/8 inch iron ORDINANCE 7 20 PAGE 7 OF 18 rod with “Carter-Burgess” cap found for the northwest corner of said Lot 2, Block 1, Westlake/Southlake Park Addition No. 1; THENCE South 52 degrees 00 minutes 00 seconds West along the northwesterly line said Lot 2, Block 1, a distance of 1000.00 feet to a 5/8 inch iron rod with “Carter & Burgess” cap found at an angle point in the west line of Lot 2, Block 1; THENCE along the west line of said Lot 2, Block 1, South 00 degrees 00 minutes 00 seconds East a distance of 168.55 feet to the POINT OF BEGINNING and containing 85.90 acres of land, more or less. ORDINANCE 7 20 PAGE 8 OF 18 ORDINANCE 7 20 PAGE 9 OF 18 Exhibit B Development Plan ORDINANCE 7 20 PAGE 10 OF 18 ORDINANCE 7 20 PAGE 11 OF 18 ORDINANCE 7 20 PAGE 12 OF 18 ORDINANCE 7 20 PAGE 13 OF 18 ORDINANCE 7 20 PAGE 14 OF 18 ORDINANCE 7 20 PAGE 15 OF 18 ORDINANCE 7 20 PAGE 16 OF 18 Exhibit C Entrada Engineering Design Standards and Letter from Developer’s Engineer ORDINANCE 7 20 PAGE 17 OF 18 ORDINANCE 7 20 PAGE 18 OF 18 Page 1 of 2 PD1-2 ENTRADA DEVELOPMENT PLAN October 9, 2013 Two Dimensional Version Page 2 of 2 PD1-2 ENTRADA DEVELOPMENT PLAN October 9, 2013 (cont’d) Three Dimensional Version Page 1 of 7 TOWN OF WESTLAKE, TX STAFF REPORT TO PLANNING & ZONING COMMISSION/TOWN COUNCIL ENTRADA DEVELOPMENT PLAN Date: 10-9-2013 Request: Approval of a Development Plan for PD1-2 Entrada Agenda Item: Consideration of a Development Plan for PD1-2 Entrada CASE INFORMATION Development Name: Westlake Entrada Location: The subject property is generally located at the northeast corner of FM 1938 and Solana Boulevard. Subject site is bounded on the south by Solana Boulevard, on the west by FM 1938 (Davis Blvd), on the north by SH 114, and to the east by the Solana office park development that is part of the PD1-1 zoning district. Owner: Maguire Partners-Solana Land, LP (Mehrdad Moayedi) Applicant: Jeffory D. Blackard Developer: Centurion American Development Group Acres : 85 acres (approx.) Approved Use(s): The approved uses for this tract are set out in Ordinance No. 703. Generally speaking, the approved uses utilize a Spanish architectural theme to create a European style village that blends a wide range of various uses: offices, governmental, retail, restaurants, business services, medical services, entertainment establishments, single family residential detached homes, villas, town homes, and condominiums. These uses are located around or largely a major water amenity (lake). I. DISCUSSION OF COMPREHENSIVE PLAN AND ZONING RELATED TO THIS DEVELOPMENT A. Comprehensive Plan. Prior to the zoning (which was unanimously recommended by the P&Z Commission and approved unanimously by the Town Council), the Land Use Component of the Town’s Comprehensive Plan was amended to provide for all the uses proposed for the zoning that was requested for this tract in April of this year. B. Zoning. Public Hearings were held by both the Commission and Town Council, as required by law, in considering the zoning change request for this site. These hearings culminated in the Town Council’s consideration of Ordinance No. 703: Amending the Permitted Uses and Development Regulations of Planning District 1-2 (PD1-2) Including Development Guidelines, Design Standards, Residential Development Standards, Roadway Design Standards, Signage Standards, and the Concept Plan for PD1-2 to Page 2 of 7 Allow for a Mixed Use “Village” Planned Development on an 85 Acre (approx.) Zoning was approved for this district on April 22, 2013. Ordinance No. 703 amended the permitted uses, special uses, and development regulations of this newly established Planning Area 2 (PD1-2) to allow for a mixed use planned development styled after a Spanish village. Permitted and special uses include office, governmental, retail, restaurants, hotels, as well as residential uses (single family residential detached, and villas or townhomes). Ordinance No. 703 also imposes certain requirements on building materials, roofing materials, and the pace of development of residential to commercial structures. Included in the regulations which govern development in this district contained in Ordinance No 703 are: • Development Guidelines for Planning Area 2, PD1-2 • Design Standards for Planning Area 2, PD1-2 • Residential Standards for Planning Area 2, PD1-2 • Roadway Design Standards for Planning Area 2, PD1-2 • Concept Plan for Planning Area 2, PD1-2 Adoption of the zoning in Ordinance No. 703 also included the following Staff recommendations for adoption: • Solana Boulevard additional lanes on the south side of the subject tract shall be constructed by the developer as stipulated in a development agreement to be executed at site plan/plat approval. • Dedication of water and sewer easements for public lines. All on-site and off-site water and sewer improvements necessary to serve the development are the developer’s responsibility. • The developer shall pay, via a development agreement, a pro-rata share of the costs for signalization, per a traffic impact study approved by the Town, of the intersection at Davis Blvd. and Solana Blvd or any other intersections near or on his development. • A detailed landscape plan and parking plan must be submitted with the Site Plans. • A detailed streetscaping plan shall be submitted showing how it will be integrating and transitioning well in terms of aesthetics with the development at the southeast corner of FM 1938 and Solana Boulevard. • Sidewalks and trails internal to the site will need to connect by access points to sidewalks, trails, or pubic rights-of-way on the perimeter of the site as well as to sidewalks or trails on adjacent tracts. II. DISCUSSION OF THIS DEVELOPMENT PLAN A. Purpose of a Development Plan. If development involves land uses not contained in the current zoning, the zoning must be requested for change as was the case for this tract. Approved zoning must include a Concept Plan. Next, the Town can then require the developer to prepare a Site Plan for all or portions of the tract or prepare a Development Plan for the entire tract. If the Development Plan option is selected, once the Development Plan is approved, the developer can then submit site plans for portions of his development, however, these site plans must comport to the approved Development Plan. If this approach is used, the practical effect is that the Development Plan becomes a master site plan and all the site plans for portions of the site must fit within the template created by the Development Plan for the entire site. Staff Page 3 of 7 recommended to the developer to utilize the Development Plan option as it provides an overall “road map” for development of the entire tract and gives both the Town and developer to go into even greater detail on site plans for specific buildings and/or portions of the site. B. Design Plan Comportment to the Zoning Concept Plan. The purpose of the Concept Plan is to provide an overall general design layout that shows the general locations of uses as well as major design features such as water features. The Concept Plan is intended to guide the preparation of the Development Plan. There are a few differences between the Concept Plan adopted with the zoning via Ordinance No. 703 and the Development Plan approved by the zoning. However, Staff views these differences as either a.) not being a substantive difference or b.) the difference as laid out on the Development Plan improves the site layout (such as new location of the amphitheatre as well as the shape and configuration of the water feature). C. Criticality of Design and Its Relationship to the Success of the Development Plan. In Staff’s view, design and the execution of good design are paramount for the success of the implementation of the vision, planning, and the zoning regulations for this project. For this reason, it is imperative that the following, as approved as a part of the zoning (Ordinance No. 703) for this tract, be followed by the Development Plan for this tract: 1.) Development Standards. The Development Standards for this zoning establish standards to achieve the goal of a site design that creates community with a balanced sustainable mix of uses blended as a village. According to these Development Standards, buildings are multi-use and follow the size, scope, scale and variety of a small European (Spanish) village. Further, the Development Standards intend to promote an efficient pedestrian access network between residential and non-residential uses. The physical relationship between the development, adjacent properties, public streets, neighborhoods, and the natural environment is created by: • Site design that mimics the efficient pedestrian patterns that have evolved in European villages • High quality street and sidewalk-oriented environments that support pedestrian mobility and are appropriate to the roadway context • Ensuring large sites are developed in a manner to support and encourage connective, cohesive visual identity, and attractive street scenery. Key design elements have been identified in these Development Standards which are intended to achieve this type of development. They are: 1.) centrally located parking areas, 2.) use of structured parking, 3.) building size and shape variety, 4.) varied orientation of buildings to other buildings and the street, 5.) multiple building faces (4-sided building architectural design), 6.) pedestrian Page 4 of 7 friendly environment and 7.) use of public art as well as sitting and gathering spaces throughout. The Standards espouse being flexible enough “…for creative building solutions, while being prescriptive enough in areas necessary to preserve consistency throughout the development...” Key development features identified in the Development Standards include a plaza, amphitheater, waterfront homes, bridges and water features, chapels, open space with trails and landscaping as in a European village (i.e. these standards are intended to not suburban commercial development type landscaping). 2.) Design Guidelines, Building Design, Lighting, Parking, and Architecture. The Design Guidelines establish design principles for PD1-2 that shape building design including building massing, scale and rhythm, architectural elements, entrances, façade treatments, lighting, signage, and streetscape. Each permanent structure must have building elevation review and approval from the Town prior to issuance of a building permit. For residential buildings, only durable materials such as clay fired brick, natural stone, granite, marble, stucco, and manufactured stone, and will be considered primary materials for residential buildings in Entrada (note: manufactured stone can only be used when approved by the Town Council). Native Texas stone materials will be given primary consideration in the building material selection process. Primary materials as describe here must comprise at least 80% of each floor, excluding windows and doors. Other building material standards are contained in the proposed Zoning Ordinance for this request as well. Architecture should emphasize Spanish-Mission or Spanish type architecture. Four-sided architecture is required for all buildings. Residential and townhomes structures must have have 80% stone exterior wall materials. Non-residential buildings must be 100% masonry except for doors and windows. Brick, stone, cast stone, and stucco are approved materials for non-residenitail buildings. Siding of any type is prohibited. Manufactured stone may be approved by the Town Council via the Site Plan approval process. No composition roofs are allowed. Roofing materials are limited to natural slate or authentic clay tile, or have the appearance of slate or clay tile. Flat roofing systems may me used where appropriately masked from street-level view corridors by parapets and/or other architectural features. Standing seam metal roofing may only be used for minor areas such as porches and patios and in areas not generally visible. Page 5 of 7 A lighting plan must be submitted at the site plan stage. Lighting must meet reflect Town standards established by ordinance. Limited up-lighting may be considered in the lighting for the chapel, bell tower, and town hall. Overhead lighting for public and private parking areas must use full shielded and/or full cut- off fixtures. Parking standards for a mixed-use development are set out in the proposed Zoning Ordinance. Additionally, other Town ordinances for parking apply unless a parking analysis for a specific use is provided at site plan application and approved by the Town. Parking garages are permitted, however, if they are visible from streets or adjacent property, they shall have an architecturally finished façade compatible with surround buildings and look like a regular building, not a parking garage, unless approved otherwise by the Council via the site plan process. 3.) Sign Regulations. Sign regulations proposed in the Sign Standards for this rezoning request are the same or similar to those used on Planning Districts located in the property known as the Circle T Ranch in Planning District 3-4. Additionally, the Design Guidelines speak to signage in this development as well. 4.) Importance of Water Features, Public Gathering Areas, Trails, and View Corridors. This Development Plan, in order to create a unique, vibrant sense of place that draws people to it, must make effective use of its central water feature (i.e the lake), public trails along this water feature, and visually appealing view corridors. The success of this Development Plan hinges on what the National League of Cities Making Cities Liveable initiative describes as having a well-functioning public realm. By that they mean “…a well- functioning public realm - meetings, encounters, dialogue among people young and old with a diversity of backgrounds, acquaintances, friends and strangers - that exists in multi-functional public places, squares and marketplaces…” The Making Cities Liveable Initiative advocates that successful places like Entrada must do this with “…the time-tested principles of appropriate human scale architecture, mixed use shop/houses, and a compact urban fabric of blocks, streets and squares, outdoor cafes and restaurants, farmers' markets and community festivals also enliven the public realm…” III. Recommendations Related to the Submitted Development Plan for PD1-2 (Entrada) Staff recommends approval of this Development Plan with the two (2) phases shown subject to the following stipulations: Page 6 of 7 1. The Development Plan must have architectural engagement of all buildings to the water feature in a way that accommodates public use of the trail (palisade) on the water’s edge. 2. All structures adjacent to the water, including those involving fee simple ownership, must be handled dimensionally to maximize an aesthetically pleasing adjacency and interaction with the water. 3. Location of the plaza in Phase 1 in relationship to the water feature must allow for a high degree of public access to the water feature from this plaza. This should be done in a manner that forces any and all vehicular access into the plaza space via a separate conduit. This can be done in European village fashion with bollards defining the vehicular path across the plaza ground plane, while separating cars from pedestrians (note: the Arts District in Dallas has a street where this pedestrian and vehicular traffic are separated with bollards as recommended here). This plaza should be extended to or as near as possible to the water feature. 4. Attention must be paid to the architectural and spatial relationship of the storage building that will surround the gas well pad site with the residential uses across the street from the storage building. This includes some type of architectural feature at the corners of the storage building to create architectural interest. 5. The entire residential area in the southwest quadrant of the tract must have a view corridor established where all streets and lots are terraced in a manner whereby residences on the street above another residence are viewing a roof top and horizontal vista, not looking downward into a backyard. 6. The location of the proposed Town Hall building should be set to maximize and create a public gathering area near the water, as well as interact well in terms of the Town Hall’s site’s adjacency to the trail system that goes along the edge of the water feature. This may mean moving it further away from the round-about in front of the building. 7. Pedestrian bridge should be point of strong architectural interest creating a “Ponte Vecchio” visual impact type bridge. The other bridge, which will carry vehicular, bike and pedestrian traffic should be a significant design feature of this development as well. Both bridges should be located to link well with public plaza areas. 8. A publicly accessible trail system must be located around the entire the perimeter of the water feature with the exception of the villas’ section. Locations for fountains, benches, tables, public art, and other public gathering areas must be shown along the trail system on the Development Plan. This trail shall have a point of inter-connection with the trail system in Solana on the tract adjoining to the east. Page 7 of 7 9. Engineering standards for this development must be approved with the preliminary plat and must assist in carrying out the Staff’s recommendations for the Development Plan contained in this report as well as meet the intent of the design standards and guidelines contained in Ordinance No. 703. 10. When the tract is site planned, both the southeast corner of FM 1938 (Davis) and Solana Boulevard and the northeast corner of FM 1938 (Davis) and SH114 must, include strong design public design elements that tie those corners to the intent of the design standards and guidelines for this tract. Site plans for these corners shall minimize surface parking from being the main visual feature at these hard corners (note: requiring some berming when these locations are site planned may help with this). This includes incorporating design features from the Town’s FM 1938 Streetscape plan on the side of the subject tract that abuts FM 1938. Also, a 3-4 foot stone wall that fits with the site’s design standards and guidelines shall be required around the perimeter of the site on Solana Boulevard and FM 1938. 11. Show on the Development Plan the type of Town Edge landscaping that will be utilized along the SH114 side of the tract. Also show where along this Town Edge landscape zone the landscaping will consist of trees and when other treatments such as vineyards, as proposed by the developer, will be used. 12. Approve use of Italian Cypress trees on the tract as the predominant tree of choice for the landscaping. 13. All recommendations made by Staff in the Staff Report presented at the time of zoning approval on April 22, 2013 continue in place (discussed above in Section I of this report). 14. All site plans submitted subsequent to approval of this Development Plan shall comport to all the design standards and guidelines as set out Ordinance No. 703. 15. A lighting plan must be submitted for this Development Plan that meets the requirements of the Section 14 of the zoning ordinance for this site (Ordinance No. 703) as well as Chapter 102 of the Town’s Code of Ordinances. This plan should emphasize use of bollard lights along trails, plazas, and gathering areas. It should also emphasize shielded low intensity down lighting for parking lots and intersections. 16. A Master Landscape Plan for all common areas, right-of-ways, public and private open spaces, and Town Edge Landscape zones must be submitted along with the next Site Plan and before any buildings permits are issued, other than the Site Plan and building permit for the Sales Office. 8 ½ X 11 Plat (CAD) 8 ½ X 11 plat - 3-d Public 12’ Walkway around Retail Harbor 1. The Development Plan must have architectural engagement of all buildings to the water feature in a way that accommodates public use of the trail (palisade) on the water’s edge. Facing North at Signature Bridge 2. All structures adjacent to the water, including those involving fee simple ownership, must be handled dimensionally to maximize an aesthetically pleasing adjacency and interaction with the water. From Farmer’s Market, looking towards Pedestrian Bridge 2. All structures adjacent to the water, including those involving fee simple ownership, must be handled dimensionally to maximize an aesthetically pleasing adjacency and interaction with the water. Looking past Town Hall towards Pedestrian Bridge, Chapel and Boutique Hotel 2. All structures adjacent to the water, including those involving fee simple ownership, must be handled dimensionally to maximize an aesthetically pleasing adjacency and interaction with the water. From Chapel, looking back towards Retail Harbor 2. All structures adjacent to the water, including those involving fee simple ownership, must be handled dimensionally to maximize an aesthetically pleasing adjacency and interaction with the water. Seperation of Vehicles from Plaza 3. Location of the plaza in Phase 1 in relationship to the water feature must allow for a high degree of public access to the water feature from this plaza. This should be done in a manner that forces any and all vehicular access into the plaza space via a separate conduit. This can be done in European village fashion with bollards defining the vehicular path across the plaza ground plane, while separating cars from pedestrians (note: the Arts District in Dallas has a street where this pedestrian and vehicular traffic are separated with bollards as recommended here). This plaza should be extended to or as near as possible to the water feature. View from Residential towards Storage - 1 4. Attention must be paid to the architectural and spatial relationship of the storage building that will surround the gas well pad site with the residential uses across the street from the storage building. This includes some type of architectural feature at the corners of the storage building to create architectural interest. View from Residential towards Storage - 2 4. Attention must be paid to the architectural and spatial relationship of the storage building that will surround the gas well pad site with the residential uses across the street from the storage building. This includes some type of architectural feature at the corners of the storage building to create architectural interest. View from Residential towards Storage - 3 4. Attention must be paid to the architectural and spatial relationship of the storage building that will surround the gas well pad site with the residential uses across the street from the storage building. This includes some type of architectural feature at the corners of the storage building to create architectural interest. View from Residential towards Storage - 4 4. Attention must be paid to the architectural and spatial relationship of the storage building that will surround the gas well pad site with the residential uses across the street from the storage building. This includes some type of architectural feature at the corners of the storage building to create architectural interest. Hillside Terrace View (Ideal) 5. The entire residential area in the southwest quadrant of the tract must have a view corridor established where all streets and lots are terraced in a manner whereby residences on the street above another residence are viewing a roof top and horizontal vista, not looking downward into a backyard. Hillside Terrace View (Entrada) 5. The entire residential area in the southwest quadrant of the tract must have a view corridor established where all streets and lots are terraced in a manner whereby residences on the street above another residence are viewing a roof top and horizontal vista, not looking downward into a backyard. Hillside Terrace View (Ideal) 5. The entire residential area in the southwest quadrant of the tract must have a view corridor established where all streets and lots are terraced in a manner whereby residences on the street above another residence are viewing a roof top and horizontal vista, not looking downward into a backyard. Hillside Terrace View (Entrada) 5. The entire residential area in the southwest quadrant of the tract must have a view corridor established where all streets and lots are terraced in a manner whereby residences on the street above another residence are viewing a roof top and horizontal vista, not looking downward into a backyard. Boutique Hotel Hillside Layout with Villas & Bungalows (L’auberge de Sedona) Castlemark Boutique Hotel in Entrada Villas and Bungalows Town Hall – Trail & Public Space Interaction 6. The location of the proposed Town Hall building should be set to maximize and create a public gathering area near the water, as well as interact well in terms of the Town Hall’s site’s adjacency to the trail system that goes along the edge of the water feature. This may mean moving it further away from the round-about in front of the building. Veronese and Signature Bridges 7. Pedestrian bridge should be point of strong architectural interest creating a “Ponte Vecchio” visual impact type bridge. The other bridge, which will carry vehicular, bike and pedestrian traffic should be a significant design feature of this development as well. Both bridges should be located to link well with public plaza areas. Public 12’ Walkway around Retail Harbor 8. A publicly accessible trail system must be located around the entire the perimeter of the water feature with the exception of the villas’ section. Locations for fountains, benches, tables, public art, and other public gathering areas must be shown along the trail system on the Development Plan. This trail shall have a point of inter-connection with the trail system in Solana on the tract adjoining to the east. Engineering Standards 9. Engineering standards for this development must be approved with the preliminary plat and must assist in carrying out the Staff’s recommendations for the Development Plan contained in this report as well as meet the intent of the design standards and guidelines contained in Ordinance No. 703. Landscape Architectural Continuity along Davis and Solana Boulevards 10. When the tract is site planned, both the southeast corner of FM 1938 (Davis) and Solana Boulevard and the northeast corner of FM 1938 (Davis) and SH114 must, include strong design public design elements that tie those corners to the intent of the design standards and guidelines for this tract. Site plans for these corners shall minimize surface parking from being the main visual feature at these hard corners (note: requiring some berming when these locations are site planned may help with this). This includes incorporating design features from the Town’s FM 1938 Streetscape plan on the side of the subject tract that abuts FM 1938. Also, a 3-4 foot stone wall that fits with the site’s design standards and guidelines shall be required around the perimeter of the site on Solana Boulevard and FM 1938. Proposed Vineyards and Tree Planting Zones along SH 114 11. Show on the Development Plan the type of Town Edge landscaping that will be utilized along the SH114 side of the tract. Also show where along this Town Edge landscape zone the landscaping will consist of trees and when other treatments such as vineyards, as proposed by the developer, will be used. 15. A lighting plan must be submitted for this Development Plan that meets the requirements of the Section 14 of the zoning ordinance for this site (Ordinance No. 703) as well as Chapter 102 of the Town’s Code of Ordinances. This plan should emphasize use of bollard lights along trails, plazas, and gathering areas. It should also emphasize shielded low intensity down lighting for parking lots and intersections. 16. A Master Landscape Plan for all common areas, right-of-ways, public and private open spaces, and Town Edge Landscape zones must be submitted along with the next Site Plan and before any building permits are issued, other than the Site Plan and building permit for the Sales Office. P&Z Minutes 10/14/13 Page 1 of 7 MINUTES OF THE TOWN OF WESTLAKE, TEXAS PLANNING AND ZONING COMMISSION MEETING October 14, 2013 PRESENT: Chairman Bill Greenwood, Commissioners Alesa Belvedere, Allen Heath and Sharon Sanden. ABSENT: Commissioners Walter Copeland and Tim Brittan. OTHERS PRESENT: Town Manager Tom Brymer, Assistant Town Manager Amanda DeGan, Planning and Development Director Eddie Edwards, Town Secretary Kelly Edwards, Public Works Director Jarrod Greenwood, and Facilities and Recreation Director Troy Meyer. Regular Session 1. CALL TO ORDER Chairman Greenwood called the meeting to order at 6:01 p.m. 2. REVIEW AND APPROVE MINUTES FROM THE MEETING HELD ON SEPTEMBER 30, 2013. MOTION: Commissioner Belvedere made a motion to approve the minutes. Commissioner Sanden seconded the motion. The motion carried by a vote of 4-0. DR A F T P&Z Minutes 10/14/13 Page 2 of 7 3. PUBLIC HEARING AND RECOMMENDATION REGARDING A DEVELOPMENT PLAN FOR PD1-2, KNOWN AS ENTRADA, AN 85 ACRE (APPROX.) TRACT LOCATED AT THE NORTHEAST CORNER OF FM 1938 (DAVIS BLVD) AND SOLANA BOULEVARD. Town Manager Brymer provided an overview of the item. Mr. Jeff Blackard provided an overview and presentation of the proposed development. Discussion ensued regarding vehicle traffic, parking, pedestrian trails, porter service, proposed hotels, landscaping material, and building heights. Town Manager Brymer provide an overview and presentation of the development plan and staff recommendations. Chairman Greenwood opened the public hearing. No one addressed the Commission Chairman Greenwood asked for a motion to close the public hearing. MOTION: Commissioner Heath made a motion to close the public hearing. Commissioner Sanden seconded the motion. The motion carried by a vote of 4-0. MOTION: Commissioner Heath made a motion to recommend approval the development plan contingent upon the following: 1. The Development Plan must have architectural engagement of all buildings to the water feature in a way that accommodates public use of the trail (palisade) on the water’s edge. 2. All structures adjacent to the water, including those involving fee simple ownership, must be handled dimensionally to maximize an aesthetically pleasing adjacency and interaction with the water. 3. Location of the plaza in Phase 1 in relationship to the water feature must allow for a high degree of public access to the water feature from this plaza. This should be done in a manner that forces any and all vehicular access into the plaza space via a separate conduit. This can be done in European village fashion with bollards defining the vehicular path across the plaza ground plane, while separating cars from pedestrians (note: the Arts District in Dallas has a street where this pedestrian and vehicular traffic are separated with bollards as DR A F T P&Z Minutes 10/14/13 Page 3 of 7 recommended here). This plaza should be extended to or as near as possible to the water feature. 4. Attention must be paid to the architectural and spatial relationship of the storage building that will surround the gas well pad site with the residential uses across the street from the storage building. This includes some type of architectural feature at the corners of the storage building to create architectural interest. 5. The entire residential area in the southwest quadrant of the tract must have a view corridor established where all streets and lots are terraced in a manner whereby residences on the street above another residence are viewing a roof top and horizontal vista, not looking downward into a backyard. 6. The location of the proposed Town Hall building should be set to maximize and create a public gathering area near the water, as well as interact well in terms of the Town Hall’s site’s adjacency to the trail system that goes along the edge of the water feature. This may mean moving it further away from the round-about in front of the building. 7. Pedestrian bridge should be point of strong architectural interest creating a “Ponte Vecchio” visual impact type bridge. The other bridge, which will carry vehicular, bike and pedestrian traffic should be a significant design feature of this development as well. Both bridges should be located to link well with public plaza areas. 8. A publicly accessible trail system must be located around the entire the perimeter of the water feature with the exception of the villas’ section. Locations for fountains, benches, tables, public art, and other public gathering areas must be shown along the trail system on the Development Plan. This trail shall have a point of inter-connection with the trail system in Solana on the tract adjoining to the east. 9. Engineering standards for this development must be approved with the preliminary plat and must assist in carrying out the Staff’s recommendations for the Development Plan contained in this report as well as meet the intent of the design standards and guidelines contained in Ordinance No. 703. 10. When the tract is site planned, both the southeast corner of FM 1938 (Davis) and Solana Boulevard and the northeast corner of FM 1938 (Davis) and SH114 must, include strong design public design elements that tie those corners to the intent of the DR A F T P&Z Minutes 10/14/13 Page 4 of 7 design standards and guidelines for this tract. Site plans for these corners shall minimize surface parking from being the main visual feature at these hard corners (note: requiring some berming when these locations are site planned may help with this). This includes incorporating design features from the Town’s FM 1938 Streetscape plan on the side of the subject tract that abuts FM 1938. Also, a 3-4 foot stone wall that fits with the site’s design standards and guidelines shall be required around the perimeter of the site on Solana Boulevard and FM 1938. 11. Show on the Development Plan the type of Town Edge landscaping that will be utilized along the SH114 side of the tract. Also show where along this Town Edge landscape zone the landscaping will consist of trees and when other treatments such as vineyards, as proposed by the developer, will be used. 12. Approve use of Italian Cypress trees on the tract as the predominant tree of choice for the landscaping. 13. All recommendations made by Staff in the Staff Report presented at the time of zoning approval on April 22, 2013 continue in place (discussed above in Section I of this report). 14. All site plans submitted subsequent to approval of this Development Plan shall comport to all the design standards and guidelines as set out Ordinance No. 703. 15. A lighting plan must be submitted for this Development Plan that meets the requirements of the Section 14 of the zoning ordinance for this site (Ordinance No. 703) as well as Chapter 102 of the Town’s Code of Ordinances. This plan should emphasize use of bollard lights along trails, plazas, and gathering areas. It should also emphasize shielded low intensity down lighting for parking lots and intersections. 16. A Master Landscape Plan for all common areas, right-of-ways, public and private open spaces, and Town Edge Landscape zones must be submitted along with the next Site Plan and before any buildings permits are issued, other than the Site Plan and building permit for the Sales Office. Commissioner Sanden seconded the motion. The motion carried by a vote of 4-0. DR A F T P&Z Minutes 10/14/13 Page 5 of 7 4. PUBLIC HEARING AND RECOMMENDATION REGARDING THE APPROVAL OF A PRELIMINARY PLAT OF ALL OF THE LAND CONTAINED WITHIN THE PLANNED DEVELOPMENT DISTRICT 1, PLANNING AREA 2 (PD1-2) ZONING DISTRICT. THE SUBJECT PROPERTY IS AN 85 ACRE (APPROX.) TRACT OF LAND LOCATED AT THE NORTHEAST CORNER OF FM 1938 (DAVIS BLVD) AND SOLANA BOULEVARD, EXTENDING NORTH TO HWY 114. Mr. Bobby Dollak, Project Engineer, provided a presentation and overview of the preliminary plat. Discussion ensued regarding the drainage and lake levels, 100 year flood plan, rel ease points for the lake, wells supplying the lake, and the locations for tying into the Westlake’s water. Director Edwards provided an overview of the staff recommendations. Discussion ensued regarding the proposed Public Improvement District (PID), maintenance of the streets, and the maintenance of landscaping and trails by the association. Chairman Greenwood opened the public hearing. No one addressed the Commission. Chairman Greenwood asked for a motion to close the public hearing. MOTION: Commissioner Sanden made a motion to close the public hearing. Commissioner Heath seconded the motion. The motion carried by a vote of 4-0. MOTION: Commissioner Sanden made a motion to recommend approval of the preliminary plat contingent upon the following: 1. Add a note to the Preliminary Plat stating that all public infrastructure, with the exception of water, sewer, and Town duct bank, will be maintained by the Developer and/or HOA and these items will be described in detail in the Developer’s Agreement for this property referred to in Recommendation No. 3 below. 2. This Preliminary Plat does not reflect compliance with the Engineering Design Standards adopted by the Town of Westlake. Engineering Design Standards may be approved for the PD1-2 Zoning District that amend the adopted Engineering Design Standards for the PD1-2 Zoning District only. Prior to approval of this Preliminary Plat by the Town Council, the DR A F T P&Z Minutes 10/14/13 Page 6 of 7 developer must submit engineering Design Standards for approval by the Town Council as part of the Development Plan. 3. The Preliminary Plat approval is conditioned upon compliance with the Developer’s Agreement for the PD1-2 Development. Said Developer’s Agreement should be approved at or prior to consideration of the Preliminary Plat for approval. Commissioner Belvedere seconded the motion. The motion carried by a vote of 4-0. 5. PUBLIC HEARING AND RECOMMENDATION REGARDING A SITE PLAN FOR AN APPROXIMATELY ½ ACRE TRACT OF LAND CONTAINED WITHIN THE PLANNED DEVELOPMENT DISTRICT 1, PLANNING AREA 2 (PD1-2) ZONING DISTRICT. THE SUBJECT PROPERTY IS NOT PLATTED BUT IS THE SOUTHWESTERN MOST CORNER OF LOT 1, BLK A OF THE ENTRADA SUBDIVISION AS SHOWN ON THE PRELIMINARY PLAT. Mr. Dollak and Mr. Beaty provided a presentation and overview of the proposed site plan. Mr. Ron Stewart, Landscape Architect provided an overview of the landscaping plans for the site. Discussion ensued access to the proposed development from the site and storage of trash receptacles. Chairman Greenwood opened the public hearing. No one addressed the commission. Chairman Greenwood asked for a motion to close the public hearing. MOTION: Commissioner Heath made a motion to close the public hearing. Commissioner Sanden seconded the motion. The motion carried by a vote of 4-0. MOTION: Commissioner Sanden made a motion to recommended approval of the site plan contingent upon the following: 1. Approval is subject to the building design and architecture as submitted to the P&Z at this meeting. This would include granting the variance that the Applicant/Developer is requesting to the Town’s building articulation requirements on the building’s side closest to SH114. DR A F T P&Z Minutes 10/14/13 Page 7 of 7 2. Add a note on the site plan requiring cross access for vehicular traffic on all abutting tracts. 3. While not requiring a solid waste collection (dumpster) location on this Site Plan, add a stipulation that solid waste collection for this Site Plan will be addressed in a joint (i.e consolidated) solid waste collection point for this and adjacent tracts which will be a part of the consideration for approval of Site Plans for the adjacent tracts. All trash receptacles shall be screened from view. 4. A lighting plan must be submitted for this Site Plan that meets the requirements of the Section 14 of zoning ordinance for this site (Ordinance No. 703) as well as Chapter 102 of the Town’s Code of Ordinances. 5. All electrical, plumbing, and mechanical equipment, piping, and metering shall be screened from view. When screening is not possible, painting to match the exterior of the portion of the building in closest proximity to the above mentioned items is required. Commissioner Belvedere seconded the motion. The motion carried by a vote of 4-0. 6. ADJOURNMENT There being no further business to come before the Chairman Greenwood, asked for a motion to adjourn. MOTION: Commissioner Heath made a motion to adjourn the meeting. Commissioner Sanden seconded the motion. The motion carried by a vote of 4-0. Chairman Greenwood adjourned the meeting at 9:20 p.m. APPROVED BY THE PLANNING AND ZONING COMMISSION ON THE ______ DAY OF _________ 2013. ________________________________ ATTEST: William E. Greenwood, Chairman ______________________________ Kelly Edwards, Town Secretary DR A F T Page 1 of 2 estlake Town Council TYPE OF ACTION Regular Meeting - Action Item Westlake Planning & Zoning Commission Meeting Monday, October 14, 2013 Westlake Town Council Meeting Monday, October 28, 2013 TOPIC: Public Hearing and Consideration for a recommendation regarding the approval of a Preliminary Plat of all of the land contained within the Planned Development District 1, Planning Area 2 (PD1-2) zoning district. The subject property is an 85 Acre (approx.) tract of land located at the Northeast Corner of FM 1938 (Davis Blvd) and Solana Boulevard, extending north to Hwy 114. STAFF CONTACT: Eddie Edwards, Director of Planning and Development DECISION POINTS Start Date Completion Date Timeframe: October 2013 Funding: Amount- None. Status- N/A Source- N/A . Decision Alignment VVM Perspective Desired Outcome Sense of Place Financial Stewardship Enhance and Maintain a Sense of Community Strategic Issue Outcome Strategy Staff Action Page 2 of 2 Comprehensive Planning and Management of Natural Resources N/A SA 09D1: Ordinances Strategy Map or VVM Connection Strategic Issue Connection EXECUTIVE SUMMARY A Preliminary Plat must be approved prior to the Town approving construction plans for the infrastructure within the development. A Preliminary Plat must reflect compliance with all applicable ordinances. ORGANIZATIONAL HISTORY/RECOMMENDATION The property was rezoned for Mixed-Use development and a Concept Plan was approved along with the zoning. Subsequently a Development Plan was submitted for approval. The approval of the Development Plan is an amendment to the PD zoning and also amends the Concept Plan. The Preliminary Plat comports to the Development Plan and the Concept Plan as amended by the Development Plan. Staff recommends approval subject to the provisions contained in the staff report. The staff report will be presented at the public hearing. ATTACHMENTS 1. Preliminary Plat 2. Staff Report 3. Resolution COVER SHEET PRELIMINARY PLAT PP 12 1 3 9 R    + L O O V L G H  ' U L Y H  ‡  / H Z L V Y L O O H   7 ;        ‡  3                ‡  )                  ' D O O D V  ' U L Y H   6 X L W H      ‡  5 R D Q R N H   7 ;        ‡  3                ‡  )               TB P E F i r m N o . 1 7 9 8 Co n t a c t : R o b e r t J . D o l l a k , J r . , P . E . ENTRADA TO W N O F T R O P H Y C L U B TO W N O F W E S T L A K E TO W N O F W E S T L A K E CI T Y O F S O U T H L A K E SH 1 1 4 F.M 1 9 3 8 F.M. 1938 Do v e R o a d Sola n a B l v d C a p i t a l P k w y S c a l e : 1 " = 1 0 0 0 ' Lo t 2 , B l o c k 1 Westlake/ S o u t h l a k e P a r k A d d i t i o n N o . 1 Vo l . 3 8 8 - 2 1 4 , P g 7 8 & 7 9 P. R . T . C . T . Lo t 1 , B l o c k 1 W e s t l a k e / S o u t h l a k e Pa r k A d d i t i o n N o . Vo l u m e 3 8 8 - 2 1 4 P a g e s 7 8 & 7 9 P. R . T . C . T . FMR TEXAS LIMITED PARTNERSHIPVOL. 14146, PG 381D.R.T.C.T.GRANADAMAGUIRE PARTNERS 12 1 3 9    + L O O V L G H  ' U L Y H  ‡  / H Z L V Y L O O H   7 ;        ‡  3                ‡  )                  ' D O O D V  ' U L Y H   6 X L W H      ‡  5 R D Q R N H   7 ;        ‡  3                ‡  )               N o . 1 0 0 4 7 7 0 0 N o . 1 7 9 8 TB P E F i r m TB P L S F i r m 1/ 3 LE G A L D E S C R I P T I O N 85 . 9 2 1 A c . BE I N G a l l t h a t c e r t a i n l o t , t r a c t o r p a r c e l o f l a n d s i t u a t e d i n t h e C . M . T h r o o p S u r v e y , A b s t r a c t N u m b e r 1 5 1 0 , t h e W . 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Lo t 2 , B l o c k 1 We s t l a k e / S o u t h l a k e P a r k A d d i t i o n N o . 1 Vo l . 3 8 8 - 2 1 4 , P g 7 8 & 7 9 P. R . T . C . T . FMR TEXAS LIMITED PARTNERSHIPVOL. 14146, PG 381D.R.T.C.T.GRANADAMAGUIRE PARTNERS 12 1 3 9    + L O O V L G H  ' U L Y H  ‡  / H Z L V Y L O O H   7 ;        ‡  3                ‡  )                  ' D O O D V  ' U L Y H   6 X L W H      ‡  5 R D Q R N H   7 ;        ‡  3                ‡  )               N o . 1 0 0 4 7 7 0 0 N o . 1 7 9 8 TB P E F i r m TB P L S F i r m 2/ 3 12 1 3 9    + L O O V L G H  ' U L Y H  ‡  / H Z L V Y L O O H   7 ;        ‡  3                ‡  )                  ' D O O D V  ' U L Y H   6 X L W H      ‡  5 R D Q R N H   7 ;        ‡  3                ‡  )               N o . 1 0 0 4 7 7 0 0 N o . 1 7 9 8 TB P E F i r m TB P L S F i r m 3/ 3 Lo t 2 , B l o c k 1 We s t l a k e / S o u t h l a k e P a r k A d d i t i o n N o . 1 Vo l . 3 8 8 - 2 1 4 , P g 7 8 & 7 9 P. R . T . C . T . FMR TEXAS LIMITED PARTNERSHIPVOL. 14146, PG 381D.R.T.C.T.GRANADAMAGUIRE PARTNERS P.R.T.C.T. SUBDIVISION PLAN WEST 12 1 3 9 R PP 4 ENTRADA SUBDIVISION PLAN EAST 12 1 3 9 R PP 5 ENTRADA Lo t 2 , B l o c k 1 Westla k e / S o u t h l a k e P a r k A d d i t i o n N o . 1 Vo l . 3 8 8 - 2 1 4 , P g 7 8 & 7 9 P. R . T . C . T . Lo t 1 , B l o c k 1 W e s t l a k e / S o u t h l a k e Pa r k A d d i t i o n N o . Vo l u m e 3 8 8 - 2 1 4 P a g e s 7 8 & 7 9 P. R . T . C . T . FMR TEXAS LIMITED PARTNERSHIPVOL. 14146, PG 381D.R.T.C.T.GRANADAMAGUIRE PARTNERSGranada Trail P.R.T.C.T. EXISTING DAM 12 1 3 9 R PP 6 ENTRADA Lo t 2 , B l o c k 1 We s t l a k e / S o u t h l a k e P a r k A d d i t i o n N o . 1 Vo l . 3 8 8 - 2 1 4 , P g 7 8 & 7 9 P. R . T . C . T . FMR TEXAS LIMITED PARTNERSHIPVOL. 14146, PG 381D.R.T.C.T.GRANADAMAGUIRE PARTNERS P.R.T.C.T. PROPOSED DAM WEST 12 1 3 9 R PP 7 ENTRADA PROPOSED DAM EAST 12 1 3 9 R PP 8 ENTRADA Lo t 2 , B l o c k 1 We s t l a k e / S o u t h l a k e P a r k A d d i t i o n N o . 1 Vo l . 3 8 8 - 2 1 4 , P g 7 8 & 7 9 P. R . T . C . T . FMR TEXAS LIMITED PARTNERSHIPVOL. 14146, PG 381D.R.T.C.T.GRANADAMAGUIRE PARTNERS P.R.T.C.T. WATER & SEWER PLAN WEST 12 1 3 9 R PP 9 ENTRADA WATER & SEWER PLAN EAST 12 1 3 9 R PP 1 0 ENTRADA Lo t 2 , B l o c k 1 We s t l a k e / S o u t h l a k e P a r k A d d i t i o n N o . 1 Vo l . 3 8 8 - 2 1 4 , P g 7 8 & 7 9 P. R . T . C . T . FMR TEXAS LIMITED PARTNERSHIPVOL. 14146, PG 381D.R.T.C.T.GRANADAMAGUIRE PARTNERS P.R.T.C.T. STORM SEWER PLAN WEST 12 1 3 9 R PP 1 1 ENTRADA STORM SEWER PLAN EAST 12 1 3 9 R PP 1 2 ENTRADA STREET SECTIONS 12 1 3 9 R PP 1 3 ENTRADA Resolution 13-32 Page 1 of 6 TOWN OF WESTLAKE RESOLUTION 13-32 A RESOLUTION OF THE TOWN COUNCIL OF THE TOWN OF WESTLAKE, TEXAS, APPROVING A PRELIMINARY PLAT FOR THE PROPERTY DESCRIBED AS BEING THE TRACTS OF LAND TOTALING APPROXIMATELY 85 ACRES, GENERALLY LOCATED AT THE NORTH EAST CORNER OF DAVIS BLVD. AND SOLANA BLVD.; COMMONLY KNOW AS THE ENTRADA DEVELOPMENT PROPERTY, SHOWN ON THE TOWN OF WESTLAKE ZONING MAP AS THE PROPERTY ZONED PD1-2, BEING PLANNED DEVELOPMENT DISTRICT 1, PLANNING AREA 2; TARRANT COUNTY, TEXAS. WHEREAS, the Planning and Zoning commission held a public hearing on October 14, 2013 and voted unanimously to recommend approval of the preliminary plat; and WHEREAS, the Town Council finds that the passage of this Resolution is in the best interests of the citizens of Westlake. NOW, THEREFORE, BE IT RESOLVED BY THE TOWN COUNCIL OF THE TOWN OF WESTLAKE, TEXAS: SECTION 1: All matters stated in the Recitals above are found to be true and correct and are incorporated herein by reference as if copied in their entirety. SECTION 2: That the Town Council of the Town of Westlake, Texas, after considering the recommendation for approval from the Planning and Zoning Commission on June 10, 2013, and after holding a public hearing, does hereby approve the Preliminary Plat for the Entrada subdivision, (PD1-2), as attached. The preliminary plat is attached as Exhibit “A”. SECTION 3: If any portion of this Resolution shall, for any reason, be declared invalid by any court of competent jurisdiction, such invalidity shall not affect the remaining provisions hereof and the Council hereby determines that it would have adopted this Resolution without the invalid provision. Resolution 13-32 Page 2 of 6 SECTION 4: That this resolution shall become effective from and after its date of passage. PASSED AND APPROVED ON THIS 28th DAY OF OCTOBER, 2013. _____________________________ ATTEST: Laura L. Wheat, Mayor _______________________________ ________________________________ Kelly Edwards, Town Secretary Thomas E. Brymer, Town Manager APPROVED AS TO FORM: ____________________________ L. Stanton Lowry, Town Attorney Resolution 13-32 Page 3 of 6 EXHIBIT “A” Legal Description of PD1-2 District 85.90 Acres BEING a tract of land situated in the C.M. Throop Survey, Abstract No. 1510, the W. Medlin Survey, Abstract No. 1958, the William Pea Survey, Abstract No. 1246 and the Joseph Henry Survey, Abstract No. 742, Tarrant County, Texas and being a portion of Tract 2 as described in the Special Warranty Deed to MAGUIRE PARTNERS – SOLANA LAND, L.P. as recorded in Volume 16858, Page 176 of the Deed Records of Tarrant County, Texas and being more particularly described as follows: BEGINNING at a 5/8 inch iron rod found with “Huitt-Zollars” cap at the southwest corner of Lot 2, Block 1, Westlake/Southlake Park Addition No. 1, an addition to the Town of Westlake, Texas as recorded in Volume 388-214, Page 78 of the Plat Records of Tarrant County, Texas, being on the northeasterly right-of-way line of Kirkwood Boulevard, a variable width right-of-way as dedicated by said Westlake/Southlake Park Addition No. 1 and being the beginning of a non- tangent curve to the left having a central angle of 9 degrees 13 minutes 11 seconds, a radius of 1428.00 feet and being subtended by a chord which bears North 47 degrees 49 minutes 50 seconds West a distance of 229.54 feet; THENCE along the northeasterly right-of-way line of Kirkwood Boulevard, a variable with right-of-way, as described in Dedication Deed to the Town of Westlake as recorded under instrument No. D208427746, Deed Records of Tarrant County, Texas the following: Along said curve to the left an arc distance of 229.79 feet to a ½ inch rod found with Graham cap at the end of said curve; North 52 degrees 30 minutes 14 seconds west a distance of 32.60 feet to ½ inch iron rod found with Graham cup beginning of a curve to the right having a central angle of 18 degrees 54 minutes 48 seconds, a radius of 612.00 feet and being subtended by a chord which bears North 43 degrees 02 minutes 03 seconds West a distance of 201.11 feet; Along said curve to the right an arc distance of 202.02 feet to a ½ inch iron rod found with Graham cap at the beginning of a compound curve to the right having a central angle of 24 degrees 06 minutes 47 seconds, a radius of 812.00 feet and being subtended by a chord which bears North 21 degrees 32 minutes 03 seconds West a distance of 339.22 feet; Along said curve to the right an arc distance of 341.73 feet to a ½ inch iron rod found with Graham cap at the end of a said curve; North 09 degrees 28 minutes 39 seconds West a distance of 132.24 feet to a ½ inch iron rod found with Graham cap at the beginning of a curve to the left having a central angle of 45 degrees 43 minutes 19 seconds, a radius of 708.00 feet and being subtended by a chord which bears North 32 degrees 20 minutes 19 seconds West a distance of 550.11 feet; Resolution 13-32 Page 4 of 6 Along said curve to the left an arc distance of 564.98 feet to a ½ inch iron rod found with Graham cap at the end of said curve; North 55 degrees 11 minutes 58 seconds West a distance of 190.50 feet to a ½ inch iron rod found with Graham cap; North 08 degrees 56 minutes 27 seconds West a distance off 21.41 feet to a ½ inch iron rod found with Graham cap on the easterly right-of-way line of Precinct Line Road, a variable width right-of-way, as described in Dedication Deed to Town of Westlake as recorded under Instrument No. D208427746, Deed Records of Tarrant County, Texas and being the beginning of a non-tangent curve to the left having a central angle of 16 degrees 09 minutes 21 seconds, a radius of 1,432.50 feet and being subtended by a chord which bears North 27 degrees 07 minutes 42 seconds East a distance of 402.59 feet; THENCE along the easterly right-of-way line of Precinct Line Road, the following; Along said curve to the left an arc distance of 403.92 feet to a ½ inch iron rod found with Graham cap at the end of said curve; North 18 degrees 47 minutes 24 seconds East a distance of 185.36 feet to a ½ inch iron rod found with Graham cap; North 17 degrees 03 minutes 03 seconds East a distance of 322.64 feet to a ½ inch iron rod found on the southerly right-of-way line of State Highway 114 (a variable width ROW); THENCE along the southerly right-of-way line of State Highway 114, the following; North 60 degrees 06 minutes 26 seconds East a distance of 44.54 feet to a Texas Department of Transportation brass disk in concrete found; South 71 degrees 03 minutes 32 seconds East a distance of 254.55 feet to a point for corner from which a Texas Department of Transportation brass disk in concrete found bears North 10 degrees 48 minutes 28 seconds West a distance of 0.43 feet; South 77 degrees 26 minutes 06 seconds East a distance of 746.74 feet to a Texas Department of Transportation brass disk in concrete found; South 71 degrees 03 minutes 31 seconds East a distance of 1443.85 feet to a Texas Department of Transportation brass disk in concrete found; South 62 degrees 34 minutes 19 seconds East a distance of 404.34 feet to a Texas Department of Transportation brass disk in concrete found at the beginning of a curve to the right having a central angle of 08 degrees 19 minutes 09 seconds, a radius of 2,709.79 feet and being subtended by a chord which bears South 58 degrees 24 minutes 45 seconds East a distance of 393.11 feet; Resolution 13-32 Page 5 of 6 Along said curve to the right an arc distance of 393.45 feet to a Texas Department of Transportation brass disk in concrete found; South 54 degrees 15 minutes 11 seconds East a distance of 399.24 feet to a Texas Department of Transportation brass disk in concrete found; South 64 degrees 19 minutes 50 seconds East a distance of 56.55 feet to a 5/8 inch iron rod found with “Huitt-Zollars” cap at the beginning of a non-tangent curve to the right having a central angle of 02 degrees 13 minutes 56 seconds, a radius of 2,754.79 feet and being subtended by a chord which bears South 43 degrees 17 minutes 37 seconds East a distance of 107.32 feet; Along said curve to the right n arc distance of 107.33 feet to a ½ inch rod found with “Huitt- Zollars” cap for the northeast corner of Lot 1, Block 1, of the aforementioned Westlake/Southlake Park Addition No. 1; THENCE departing the southerly right-of-way line of State Highway 114, North 90 degrees 00 minutes 00 seconds west along the north line of said Lot 1, Block 1, a distance of 2,132.54 feet to a 5/8 inch iron rod with “Carter-Burgess” cap found for the northwest corner of said Lot 2, Block 1, Westlake/Southlake Park Addition No. 1; THENCE South 52 degrees 00 minutes 00 seconds West along the northwesterly line said Lot 2, Block 1, a distance of 1000.00 feet to a 5/8 inch iron rod with “Carter & Burgess” cap found at an angle point in the west line of Lot 2, Block 1; THENCE along the west line of said Lot 2, Block 1, South 00 degrees 00 minutes 00 seconds East a distance of 168.55 feet to the POINT OF BEGINNING and containing 85.90 acres of land, more or less. Resolution 13-32 Page 6 of 6 Page 1 of 2 TOWN OF WESTLAKE, TX STAFF REPORT TO TOWN COUNCIL ENTRADA PRELIMINARY PLAT Date: 10-21-2013 Request: Approval of a Preliminary Plat for PD1-2 “Entrada” Agenda Item: Consideration of a Preliminary Plat for PD1-2 “Entrada” CASE INFORMATION Development Name: Westlake Entrada Location: The subject property is generally located at the northeast corner of FM 1938 and Solana Boulevard. Subject site is bounded on the south by Solana Boulevard, on the west by FM 1938 (Davis Blvd), on the north by SH 114, and to the east by the Solana office park development that is part of the PD1-1 zoning district. Owner: Maguire Partners-Solana Land, LP (Mehrdad Moayedi) Applicant: Jeffory D. Blackard Developer: Centurion American Development Group Acres : 85 acres (approx.) Approved Use(s): The approved uses for this tract are set out in Ordinance No. 703. Generally speaking, the approved uses utilize a Spanish architectural theme to create a European style village that blends a wide range of various uses (offices, governmental, retail, restaurants, business services, medical services, entertainment establishments, single family residential detached homes and villas or town homes. These uses are all located around a major water amenity (lake). I. DISCUSSION OF THIS PRELIMINARY PLAT Purpose of a Preliminary Plat. A Preliminary Plat is required if a development requires the extension of public utilities or infrastructure. The Preliminary Plat also provides guidance for Final Platting of properties and enables all involved to see the relationship of roadways, trails, open space, access easements, and utilities with the proposed lots. If a Development Plan was approved for the development the Preliminary Plat must comport to the Development Plan. A Preliminary Plan must comply reflect compliance with all applicable Engineering Design Standards. II. Recommendations Related to the Submitted Preliminary Plat for PD1-2 (Entrada) Page 2 of 2 Staff recommends approval of this Preliminary Plat subject to the following stipulations: 1. Add a note to the Preliminary Plat stating that all public infrastructure; with the exception of water, sewer, and Town duct bank; will be maintained by the Developer, HOA, and our via the Public Improvement District (PID) and these items will be described in detail in the Developer’s Agreement for this property referred to in Recommendation No. 3 below. 2. This Preliminary Plat does not reflect compliance with the Engineering Design Standards adopted by the Town of Westlake. Engineering Design Standards may be approved for the PD1-2 Zoning District that will amend the Engineering Design Standards for the PD1-2 Zoning District only. Prior to approval of this Preliminary Plat by the Town Council, the developer must submit engineering Design Standards for approval by the Town Council as part of the Development Plan. 3. The Preliminary Plat approval is conditioned upon compliance with the Developer’s Agreement for the PD1-2 Development. Said Developer’s Agreement should be approved at or prior to consideration of the Preliminary Plat for approval. Page 1 of 2 estlake Town Council TYPE OF ACTION Regular Meeting - Action Item Westlake Town Council Meeting Monday, October 28, 2013 TOPIC: Public Hearing and Consideration of an ordinance regarding the approval of a Site Plan for an approximately ½ acre tract of land contained within the Planned Development District 1, Planning Area 2 (PD1-2) zoning district. The subject property is not platted but is the southwestern most corner of Lot 1, Blk A of the Entrada subdivision as shown on the Preliminary Plat. STAFF CONTACT: Eddie Edwards, Director of Planning and Development DECISION POINTS Start Date Completion Date Timeframe: October 2013 Funding: Amount- None. Status- N/A Source- N/A . Decision Alignment VVM Perspective Desired Outcome Sense of Place Financial Stewardship Enhance and Maintain a Sense of Community Strategic Issue Outcome Strategy Staff Action Comprehensive Planning and Management of Natural Resources N/A SA 09D1: Ordinances Strategy Map or VVM Connection Strategic Issue Connection Page 2 of 2 EXECUTIVE SUMMARY A PD Site Plan must be approved prior to the Town issuing a Building Permit for improvements other than infrastructure for the development. A PD Site Plan must reflect compliance with the Development Plan, the Preliminary Plat, and the PD Zoning regulations. ORGANIZATIONAL HISTORY/RECOMMENDATION The property was rezoned for Mixed-Use development and a Concept Plan, Development Plan and a Preliminary Plat have been approved. The Site Plan reflects general compliance with the PD Zoning regulations and approved Development Plan. Staff recommends approval subject to the provisions contained in the staff report. The staff report will be presented at the public hearing. ATTACHMENTS 1. PD Site Plan 2. Staff Report on PPlat 3. Ordinance w/ exhibits COVER SHEET PRELIMINARY PLAT C 12 1 3 9 R    + L O O V L G H  ' U L Y H  ‡  / H Z L V Y L O O H   7 ;        ‡  3                ‡  )                  ' D O O D V  ' U L Y H   6 X L W H      ‡  5 R D Q R N H   7 ;        ‡  3                ‡  )               TB P E F i r m N o . 1 7 9 8 Co n t a c t : R o b e r t J . D o l l a k , J r . , P . E . ENTRADA TO W N O F T R O P H Y C L U B TO W N O F W E S T L A K E TO W N O F W E S T L A K E CI T Y O F S O U T H L A K E SH 1 1 4 F.M 1 9 3 8 F.M. 1938 Do v e R o a d Sola n a B l v d C a p i t a l P k w y S c a l e : 1 " = 1 0 0 0 ' 12 1 3 9    + L O O V L G H  ' U L Y H  ‡  / H Z L V Y L O O H   7 ;        ‡  3                ‡  )                  ' D O O D V  ' U L Y H   6 X L W H      ‡  5 R D Q R N H   7 ;        ‡  3                ‡  )               N o . 1 0 0 4 7 7 0 0 N o . 1 7 9 8 TB P E F i r m TB P L S F i r m 1/ 1 TO W N O F T R O P H Y C L U B TO W N O F W E S T L A K E TO W N O F W E S T L A K E CI T Y O F S O U T H L A K E SH 1 1 4 F.M 1 9 3 8 F.M. 1938 Do v e R o a d Sola n a B l v d C a p i t a l P k w y S c a l e : 1 " = 1 0 0 0 ' ͞ ͟ ͟ ͟ ͞ ͟ ͟ ͞ ͟ ͟ ͞ ͟ ͟ ͞ ͟ ͟ ͞ ͟ ͟ ͞ ͟ ͟ 21$ GENERAL NOTES 12 1 3 9 R C2 ENTRADA SITE PLAN 12 1 3 9 R C3 ENTRADA PAVING PLAN 12 1 3 9 R C4 ENTRADA EXISTING DAM 12 1 3 9 R C5 ENTRADA PROPOSED DAM 12 1 3 9 R C6 ENTRADA LANDSCAPE PLAN 12 1 3 9 R L1 ENTRADA . T O N S R S A ET STA 1 O F 7 9 E T X E A WART QUANTITYCOMMON NAMEBOTANICAL NAMESIZEMIN. HT.SPACE RE M A R K S 8LIVE OAKQuercus virginiana3" cal.12'-14'per pla n Si n g l e t r u n k DWARF YAUPON HOLLYHABOUR DWARF NANDINA 1212Nandina domestica 'Harbour Dwarf'Ilex vomitoria 'Nana'3 gal.12" Fu l l 3'-0" o . c . 3 gal.12" Fu l l 3'-0"o . c . Al l l a n d s c a p e w i l l b e 1 0 0 % w a t e r e d b y a n u n d e r g r o u n d i r r i g a t i o n s y s t e m . Al l p l a n t m a t e r i a l s w i l l m e e t o r e x c e e d m i n i m a l p l a n t s i z e s a n d w i l l b e s e l e c t e d f r o m ST R E E T B U F F E R L A N D S C A P I N G RE Q U I R E D : St r e e t b u f f e r t r e e s s h a l l b e p r o v i d e d i n a r a t i o o f s i x ( 6 ) t r e e s PR O V I D E D : LA N D S C A P E R E Q U I R E M E N T C O M P L I A N C E Ci t y o f W e s t l a k e En t r a d a ( L o t 1 B l o c k A ) Fi n a l l a n d s c a p e p l a n w i l l m e e t a l l C i t y o f W e s t l a k e s i t e d e v e l o p m e n t s t a n d a r d s . Al l l a n d s c a p e w i l l b e m a i n t a i n e d a c c o r d i n g t o t o w n s t a n d a r d s . 7 n e w t r e e s PR O V I D E D : 1 c a n o p y t r e e p e r p a r k i n g s p o t RE Q U I R E D : PA R K I N G A R E A L A N D S C A P I N G Pr e c i n c t L i n e R d - ( 1 4 7 f t . / 1 0 0 f t . ) * 6 = 9 t r e e s Pr e c i n c t L i n e R d . - ( 9 ) n e w t r e e s = ( 9 ) t r e e s 3' p a r k i n g l o t s c r e e n i n g f r o m p u b l i c r o a d w a y s ( P r e c i n c t L i n e R d . ) 3' p l a n t i n g s c r e e n a l o n g e d g e f a c i n g P r e c i n c t L i n e R d . PR O V I D E D : RE Q U I R E D : 7 p a r k i n g s p o t s = 7 t r e e s 60 s q . f t . o f l a n d s c a p e a r e a p e r p a r k i n g s p o t (2 , 0 6 3 ) s q . f t . l a n d s c a p e a r e a PR O V I D E D : RE Q U I R E D : (6 0 ) s q . f t . * ( 7 ) p a r k i n g s p o t s = ( 4 2 0 ) s q . f t . l a n d s c a p e a r e a ap p r o v e d p l a n t l i s t s . A p p e n d i x D S e c t i o n 1 fo r e v e r y o n e h u n d r e d f e e t ( 1 0 0 ' ) o f l i n e a r f r o n t a g e ITALIAN CYPRESSCupressus sempervirens3" cal.per pla n Si n g l e t r u n k 10'-12'7 GRADING PLAN 12 1 3 9 R C7 ENTRADA WATER & SEWER PLAN 12 1 3 9 R C8 ENTRADA Page 1 of 2 TOWN OF WESTLAKE, TX STAFF REPORT TO TOWN COUNCIL ENTRADA PD SITE PLAN - LOT 1; SP-10-01-2013 Date: 10-21-2013 Request: Approval of a PD Site Plan for PD1-2 Entrada, Lot 1. Agenda Item: Consideration of a PD Site Plan for PD1-2 Entrada, Lot 1. CASE INFORMATION Development Name: Westlake Entrada Location: The subject property is generally located at the northeast corner of FM 1938 and Solana Boulevard. Subject site is bounded on the south by Solana Boulevard, on the west by FM 1938 (Davis Blvd), on the north by SH 114, and to the east by the Solana office park development that is part of the PD1-1 zoning district. Owner: Maguire Partners-Solana Land, LP (Mehrdad Moayedi) Applicant: Jeffory D. Blackard Developer: Centurion American Development Group Acres : 85 acres (approx.) Approved Use(s): The approved uses for this tract are set out in Ordinance No. 703. Generally speaking, the approved uses utilize a Spanish architectural theme to create a European style village that blends a wide range of various uses (offices, governmental, retail, restaurants, business services, medical services, entertainment establishments, single family residential detached homes and villas or town homes. These uses are all located around a major water amenity (lake). I. DISCUSSION OF THIS PD SITE PLAN FOR PD1-2 ENTRADA, LOT 1. Purpose of a PD Site Plan. A PD Site Plan is a detailed plan of the proposed development and building construction for a specific area within a Planned Development. II. Recommendations Related to the Submitted Site Plan for PD1-2 (Entrada) The Planning and Zoning Commission considered this case on October 14, 2013 and recommended unanimously that the Town Council approve the PD Site Plan provided stipulations contained in this staff report are complied with. Staff recommends approval of this PD Site Plan for PD1-2 Entrada, Lot 1 subject to the following stipulations: 1. Approval is subject to the building design and architecture as submitted to the P&Z at this meeting. This would include granting the variance that the Page 2 of 2 Applicant/Developer is requesting to the Town’s building articulation requirements on the building’s side closest SH114. 2. Add a note on the site plan requiring cross access for vehicular traffic on all abutting tracts. 3. While not requiring a solid waste collection (dumpster) location on this Site Plan, add a stipulation that solid waste collection for this Site Plan will be addressed in a joint (i.e. consolidated) solid waste collection point for this and adjacent tracts which will be a part of the consideration for approval of Site Plans for the adjacent tracts. All trash/recycle receptacles must be screened from view at all times. 4. A lighting plan must be submitted for this Site Plan that meets the requirements of the Section 14 of the zoning ordinance for this site (Ordinance No. 703) as well as Chapter 102 of the Town’s Code of Ordinances. Ordinance 721 Page 1 of 6 TOWN OF WESTLAKE ORDINANCE NO. 721 AN ORDINANCE OF THE TOWN COUNCIL OF THE TOWN OF WESTLAKE, TEXAS, APPROVING A SITE PLAN FOR THE “PLANNING AREA 2” PORTION OF PLANNED DEVELOPMENT DISTRICT #1 (PD1-2), ESTABLISHED BY ORDINANCE 703 FOR THE PROPERTY GENERALLY LOCATED ON THE SOUTH SIDE OF HWY 114, EAST OF DAVIS BOULEVARD, AND NORTH OF SOLANA BOULEVARD, AND AS MORE PARTICULARLY DESCRIBED BY EXHIBIT “A”, ATTACHED HERETO AND INCORPORATED HEREIN BY REFERENCE, PROVIDING AN EFFECTIVE DATE; PROVIDING A PENALTY CLAUSE; AND PROVIDING FOR A SAVINGS CLAUSE. WHEREAS, the Town of Westlake, Texas is a general law Town; and WHEREAS, the Town Council of the Town of Westlake finds it necessary for the public health, safety and welfare that development occur in a controlled and orderly manner; and WHEREAS, the Town Council of the Town of Westlake finds that the platting of property in an integral part of the land development process; and WHEREAS, upon the recommendation of the Planning and Zoning Commission, the Town Council of the Town of Westlake, Texas, is of the opinion that it is in the best interests of the town and its citizens that the Site Plan for the PD1-2 Planning Area (Exhibit “B”) be approved and adopted. NOW, THEREFORE, BE IT ORDAINED BY THE BOARD OF ALDERMEN OF THE TOWN OF WESTLAKE, TEXAS: SECTION 1: That all matters stated in the preamble are found to be true and correct and are incorporated herein as if copied in their entirety. SECTION 2: That the Town Council of the Town of Westlake, Texas, does hereby approve a Site Plan for PD1- 2 for approximately 85 acres located on the south side of Hwy 114, east side of Davis Boulevard, and north of Solana Boulevard, as reflected in Exhibit “A”, attached hereto. SECTION 3: It is hereby declared to be the intention of the Town Council of the Town of Westlake, Texas, that sections, paragraphs, clauses and phrases of this Ordinance are severable, and if any phrase, clause, sentence, paragraph or section of this Ordinance shall be declared legally invalid or unconstitutional by the valid judgment or decree of any court of competent jurisdiction, such legal invalidity or unconstitutionality shall not affect any of the remaining phrases, clauses, sentences, paragraphs or sections of this Ordinance since the same would have been enacted by the Town Council of the Town of Westlake without the incorporation in this Ordinance of any such legally invalid or unconstitutional, phrase, sentence, paragraph or section. SECTION 4: That this Ordinance shall be cumulative of all other Town Ordinances and all other provisions of other Ordinances adopted by the Town which are inconsistent with the terms or provisions of this Ordinance are hereby repealed. Ordinance 721 Page 2 of 6 SECTION 5: Any person violating any of the provisions of this ordinance shall be deemed guilty of a misdemeanor offense and upon conviction thereof shall be fined in a sum not to exceed Five Hundred Dollars ($500.00) for each separate offense. A separate offense shall be deemed committed upon each day, or part of a day, during which a violation occurs or continues. SECTION 6: This ordinance shall take effect immediately from and after its passage as the law in such case provides. PASSED AND APPROVED ON THIS 28th DAY OF OCTOBER 2013. _____________________________ ATTEST: Laura Wheat, Mayor ____________________________ ______________________________ Kelly Edwards, Town Secretary Thomas E. Brymer, Town Manager APPROVED AS TO FORM: ____________________________ L. Stanton Lowry, Town Attorney Ordinance 721 Page 3 of 6 LEGAL DESCRIPTION EXHIBIT “A” Legal Description of PD1-2 District 85.90 Acres BEING a tract of land situated in the C.M. Throop Survey, Abstract No. 1510, the W. Medlin Survey, Abstract No. 1958, the William Pea Survey, Abstract No. 1246 and the Joseph Henry Survey, Abstract No. 742, Tarrant County, Texas and being a portion of Tract 2 as described in the Special Warranty Deed to MAGUIRE PARTNERS – SOLANA LAND, L.P. as recorded in Volume 16858, Page 176 of the Deed Records of Tarrant County, Texas and being more particularly described as follows: BEGINNING at a 5/8 inch iron rod found with “Huitt-Zollars” cap at the southwest corner of Lot 2, Block 1, Westlake/Southlake Park Addition No. 1, an addition to the Town of Westlake, Texas as recorded in Volume 388-214, Page 78 of the Plat Records of Tarrant County, Texas, being on the northeasterly right-of-way line of Kirkwood Boulevard, a variable width right-of-way as dedicated by said Westlake/Southlake Park Addition No. 1 and being the beginning of a non- tangent curve to the left having a central angle of 9 degrees 13 minutes 11 seconds, a radius of 1428.00 feet and being subtended by a chord which bears North 47 degrees 49 minutes 50 seconds West a distance of 229.54 feet; THENCE along the northeasterly right-of-way line of Kirkwood Boulevard, a variable with right-of-way, as described in Dedication Deed to the Town of Westlake as recorded under instrument No. D208427746, Deed Records of Tarrant County, Texas the following: Along said curve to the left an arc distance of 229.79 feet to a ½ inch rod found with Graham cap at the end of said curve; North 52 degrees 30 minutes 14 seconds west a distance of 32.60 feet to ½ inch iron rod found with Graham cup beginning of a curve to the right having a central angle of 18 degrees 54 minutes 48 seconds, a radius of 612.00 feet and being subtended by a chord which bears North 43 degrees 02 minutes 03 seconds West a distance of 201.11 feet; Along said curve to the right an arc distance of 202.02 feet to a ½ inch iron rod found with Graham cap at the beginning of a compound curve to the right having a central angle of 24 degrees 06 minutes 47 seconds, a radius of 812.00 feet and being subtended by a chord which bears North 21 degrees 32 minutes 03 seconds West a distance of 339.22 feet; Along said curve to the right an arc distance of 341.73 feet to a ½ inch iron rod found with Graham cap at the end of a said curve; North 09 degrees 28 minutes 39 seconds West a distance of 132.24 feet to a ½ inch iron rod found with Graham cap at the beginning of a curve to the left having a central angle of 45 degrees 43 minutes 19 seconds, a radius of 708.00 feet and being subtended by a chord which bears North 32 degrees 20 minutes 19 seconds West a distance of 550.11 feet; Ordinance 721 Page 4 of 6 Along said curve to the left an arc distance of 564.98 feet to a ½ inch iron rod found with Graham cap at the end of said curve; North 55 degrees 11 minutes 58 seconds West a distance of 190.50 feet to a ½ inch iron rod found with Graham cap; North 08 degrees 56 minutes 27 seconds West a distance off 21.41 feet to a ½ inch iron rod found with Graham cap on the easterly right-of-way line of Precinct Line Road, a variable width right-of-way, as described in Dedication Deed to Town of Westlake as recorded under Instrument No. D208427746, Deed Records of Tarrant County, Texas and being the beginning of a non-tangent curve to the left having a central angle of 16 degrees 09 minutes 21 seconds, a radius of 1,432.50 feet and being subtended by a chord which bears North 27 degrees 07 minutes 42 seconds East a distance of 402.59 feet; THENCE along the easterly right-of-way line of Precinct Line Road, the following; Along said curve to the left an arc distance of 403.92 feet to a ½ inch iron rod found with Graham cap at the end of said curve; North 18 degrees 47 minutes 24 seconds East a distance of 185.36 feet to a ½ inch iron rod found with Graham cap; North 17 degrees 03 minutes 03 seconds East a distance of 322.64 feet to a ½ inch iron rod found on the southerly right-of-way line of State Highway 114 (a variable width ROW); THENCE along the southerly right-of-way line of State Highway 114, the following; North 60 degrees 06 minutes 26 seconds East a distance of 44.54 feet to a Texas Department of Transportation brass disk in concrete found; South 71 degrees 03 minutes 32 seconds East a distance of 254.55 feet to a point for corner from which a Texas Department of Transportation brass disk in concrete found bears North 10 degrees 48 minutes 28 seconds West a distance of 0.43 feet; South 77 degrees 26 minutes 06 seconds East a distance of 746.74 feet to a Texas Department of Transportation brass disk in concrete found; South 71 degrees 03 minutes 31 seconds East a distance of 1443.85 feet to a Texas Department of Transportation brass disk in concrete found; South 62 degrees 34 minutes 19 seconds East a distance of 404.34 feet to a Texas Department of Transportation brass disk in concrete found at the beginning of a curve to the right having a central angle of 08 degrees 19 minutes 09 seconds, a radius of 2,709.79 feet and being subtended by a chord which bears South 58 degrees 24 minutes 45 seconds East a distance of 393.11 feet; Along said curve to the right an arc distance of 393.45 feet to a Texas Department of Transportation brass disk in concrete found; South 54 degrees 15 minutes 11 seconds East a distance of 399.24 feet to a Texas Department of Transportation brass disk in concrete found; Ordinance 721 Page 5 of 6 South 64 degrees 19 minutes 50 seconds East a distance of 56.55 feet to a 5/8 inch iron rod found with “Huitt-Zollars” cap at the beginning of a non-tangent curve to the right having a central angle of 02 degrees 13 minutes 56 seconds, a radius of 2,754.79 feet and being subtended by a chord which bears South 43 degrees 17 minutes 37 seconds East a distance of 107.32 feet; Along said curve to the right n arc distance of 107.33 feet to a ½ inch rod found with “Huitt- Zollars” cap for the northeast corner of Lot 1, Block 1, of the aforementioned Westlake/Southlake Park Addition No. 1; THENCE departing the southerly right-of-way line of State Highway 114, North 90 degrees 00 minutes 00 seconds west along the north line of said Lot 1, Block 1, a distance of 2,132.54 feet to a 5/8 inch iron rod with “Carter-Burgess” cap found for the northwest corner of said Lot 2, Block 1, Westlake/Southlake Park Addition No. 1; THENCE South 52 degrees 00 minutes 00 seconds West along the northwesterly line said Lot 2, Block 1, a distance of 1000.00 feet to a 5/8 inch iron rod with “Carter & Burgess” cap found at an angle point in the west line of Lot 2, Block 1; THENCE along the west line of said Lot 2, Block 1, South 00 degrees 00 minutes 00 seconds East a distance of 168.55 feet to the POINT OF BEGINNING and containing 85.90 acres of land, more or less. Ordinance 721 Page 6 of 6 Page 1 of 2 estlake Town Council TYPE OF ACTION Regular Meeting - Action Item Westlake Town Council Meeting Monday, October 28, 2013 TOPIC: Consideration of a Resolution Approving Deed Restrictions Including Design Guidelines as well as Declaration of Covenants, Conditions, and Restrictions for Granada, a Residential Development Located in PD1-3 Zoning District on an 84 Acre (approx.) Tract Located at the Northeast Corner of FM 1938 (Davis Blvd) and Dove Road. STAFF CONTACT: Tom Brymer, Town Manager DECISION POINTS Start Date Completion Date Timeframe: October 28, 2013 October 28, 2013 Funding: Amount- None. Status- N/A Source- N/A Decision Alignment VVM Perspective Desired Outcome Sense of Place Customer Focus CF.Enhance and Maintain a Sense of Community Strategic Issue Outcome Strategy Staff Action Comprehensive Planning and Management of Natural Resources N/A SA 09D1: Ordinances Strategy Map or VVM Connection Strategic Issue Connection Page 2 of 2 EXECUTIVE SUMMARY This item is consideration for approval by the Town Council of the deed restrictions including the Design Guidelines as well as the Declaration of Covenants, Conditions, and Restrictions (CCR’s) for the Granada Subdivision. This single family residential subdivision is located on an 84 acre tract located generally at the northeast corner of FM 1938 Davis Boulevard and Dove Road. ORGANIZATIONAL HISTORY/RECOMMENDATION This property was rezoned by the Town Council for single family residential use on February 25, 2013 (based upon the recommendation of the Planning & Zoning Commission from their February 20, 2013 meeting). The preliminary plat for this property was approved by the Planning & Zoning Commission on June 10, 2013 and by the Town Council on June 25, 2013. It is important to note that Ordinance No. 693 that was approved granting this single family residential zoning contains many building design related requirements for structures developed on this tract. In Section 14.1 of this Ordinance there are provisions that establish an Architectural Control Committee for this development with one member appointed by the Town Manager. However, in addition to the design related requirements contained in the zoning Ordinance No. 693, the Staff had recommended requiring Council approval of the CCR’s when the preliminary plat was being considered. This is because, while the zoning Ordinance No. 693 contains many building design requirements, the CCR’s are even more detailed regarding structure design requirements. However, the CCR’s were not ready at the time the preliminary plat was considered for approval in June, but they are now ready for approval consideration now. Staff retained an architect to review the developer’s proposed Design Guidelines set by Deed Restrictions for Granada. Once we received our architect’s report, Staff met with the developer to share this feedback with him. Based on this meeting, several changes were mutually agreed upon and made to these Design Guidelines. The Design Guidelines formally and legally establish the Architectural Control Committee required by the zoning Ordinance No. 693 for Granada. Staff has reviewed these revisions and is recommending approval Deed Restrictions Including Design Guidelines as well as Declaration of Covenants, Conditions, and Restrictions for Granada. 0T ATTACHMENTS 1. Excerpt from Granada’s Zoning Ordinance, Ordinance No. 693 adopted 2-25-13, setting out the building design requirements for Zoning District PD1-3 (Granada) including Section 14.1 requiring establishment of an Architectural Control Committee with one member appointed by the Town Manager. 2. Deed Restriction Design Guidelines (red line copy). 3. Declaration of Covenants, Conditions, and Restrictions (clean copy). 4. Resolution Approving Deed Restrictions Including Design Guidelines as well as Declaration of Covenants, Conditions, and Restrictions for Granada, a Residential Development Located in PD1-3 Zoning District on an 84 Acre (approx.) Tract Located at the Northeast Corner of FM 1938 (Davis Blvd) and Dove Road. 2 GRANADA DESIGN GUIDELINES AUSTIN_1/699747v.4 46145-8 10/22/2013 AFTER RECORDING RETURN TO: Robert D. Burton, Esq. Winstead PC 401 Congress Ave., Suite 2100 Austin, Texas 78701 Email: rburton@winstead.com GRANADA DESIGN GUIDELINES Adopted: MAGUIRE PARTNERS – SOLANA LAND, L.P., a Texas limited partnership By: Printed Name: Title: THE STATE OF TEXAS § COUNTY OF ___________ § This instrument was acknowledged before me this ____ day of ___________________, 2013 by _______________________, _____________________ of MAGUIRE PARTNERS – SOLANA LAND, L.P., a Texas limited partnership, on behalf of said limited partnership. (SEAL) Notary Public Signature Adopted by MAGUIRE PARTNERS – SOLANA LAND, L.P., a Texas limited partnership, in accordance with Granada Declaration of Covenants, Conditions and Restrictions, recorded in under Document No. ________________, Official Public Records of Tarrant County, Texas (the “Declaration”). In accordance with Section 7.02(c) of the Declaration, these Design Guidelines may be amended from time to time by the ACC (as defined in the Declaration). 3 GRANADA DESIGN GUIDELINES AUSTIN_1/699747v.4 46145-8 10/22/2013 Introduction Any notice or information required to be submitted to the ACC under these Design Guidelines hereunder will be submitted the ACC at 1221 North I-35E, Suite 200, Carrollton, Texas 75006, c/o Granada ACC, Phone: 469-892-7200, Fax: 469-892-7202. Background Granada is a master planned community located in Tarrant County, Texas. Lots 1-84, Granada, a subdivision in Tarrant County Texas, according to the plat recorded in ____________________, Official Public Records of Tarrant County, Texas (the “Property”), are subject to the terms and provisions of that certain Granada Declaration of Covenants, Conditions and Restrictions, recorded in the Official Public Records of Tarrant County, Texas (the “Declaration”). Capitalized terms used but not defined in these Design Guidelines shall have the meaning subscribed to such terms in the Declaration. ACC and Review Authority Article 7 of the Declaration includes procedures and criteria for the construction of improvements within the Granada community. Section 7.01 of the Declaration provides that no Improvements may be erected, placed, constructed, painted, altered, modified or remodeled on any Lot, and no Lot may be re-subdivided or consolidated with other Lots or Property, by anyone other than Declarant, without prior written approval of the ACC. The ACC consists of two (2) members who have been appointed by Maguire Partners – Solana Land, L.P., a Texas limited partnership (the “Declarant”) and one (1) member who has been appointed by the Town Manager (the “Town Manager”) of the Town of Westlake, Texas (the “Town”). As provided in Article 7 of the Declaration, the Declarant has a substantial interest in ensuring that Improvements within Granada maintain and enhance Declarant’s reputation as a community developer and do not impair Declarant’s ability to market and sell all or any portion of the community, and, as a consequence thereof, the two (2) members of the ACC appointed by Declarant act solely in Declarant’s interest and shall owe no duty to any other Owner or the Granada Residential Community, Inc. (the “Association”). The Town has a substantial interest in ensuring that the Improvements wi thin Granada are consistent with the Town’s long-term vision, and, as a consequence thereof, the one (1) member of the ACC appointed by the Town Manager acts solely in the Town’s interest and shall owe no duty to any other Owner or the Association. Governmental Requirements Governmental ordinances and regulations are applicable to all Lots within Granada. It is the responsibility of each Owner to obtain all necessary permits and inspections. Compliance with these Design Guidelines is not a substitute for compliance with the applicable ordinances and regulations. Please be advised that these Design Guidelines do not list or describe each requirement which may be applicable to a Lot within Granada. Each Owner is advised to review all encumbrances affect ing the use and improvement of their Lot prior to submitting plans to the ACC for approval. Furthermore, approval by the ACC should not be construed by the Owner that any Improvement complies with the terms and 4 GRANADA DESIGN GUIDELINES AUSTIN_1/699747v.4 46145-8 10/22/2013 provisions of all encumbrances which may aff ect the Owner’s Lot. Certain encumbrances may benefit parties whose interests are not addressed by the ACC. The ACC shall bear no responsibility for ensuring plans submitted to the ACC comply with Applicable Law. It is the responsibility of the Owner to secure any required governmental approvals prior to construction on such Owner’s Lot. Interpretation In the event of any conflict between these Design Guidelines and the Declaration, the Declaration shall control. Capitalized terms used in these Design Guidelines and not otherwise defined in this document shall have the same meaning as set forth in the Declaration. Amendments The ACC may amend these Design Guidelines. All amendments shall become effective upon recordation in the Official Public Records of Tarrant County, Texas. Amendments shall not apply retroactively so as to require modification or removal of work already approved and completed or approved and in progress. It is the responsibility of each Owner to ensure that they have the most current edition of the Design Guidelines and every amendment thereto. Architectural Review Process Submittals Requests for approval of proposed construction, landscaping, o r exterior modifications must be made by submitting an application in the form attached hereto as Attachment 1. Timing The ACC will attempt to review all applications and submittals within thirty (30) days. Please allow at least thirty (30) days prior to installation or construction for the ACC to review the related applications. Please be advised that in the event that any plans and specifications are submitted to the ACC and the ACC fails to either approve or reject such plans and specifications for a period of thirty (30) days following such submission, the plans and specifications will be deemed disapproved. Responsibility for Compliance An applicant is responsible for ensuring that all of the applicant's representatives, including the applicant's architect, engineer, contractors, subcontractors, and their agents and employees, are aware of these Design Guidelines and all requirements imposed by the ACC as a condition of approval. Inspection Upon completion of each phase of approved work, the Owner must notify the ACC. The ACC should be notified after the stake out of the building, after completion of framing, and after completion of the approved work. The ACC may, but shall in no event be obligated to, inspect the work at any time to verify conformance with the approved submittals. Furthermore, approval by the ACC should not be construed by the Owner that any Improvement complies with the terms and provisions of any ordinances, requirements, regulations or encumbrances which may affect the Owner’s Lot. 5 GRANADA DESIGN GUIDELINES AUSTIN_1/699747v.4 46145-8 10/22/2013 Architectural and Aesthetic Standards Plan Repetition The ACC may, in its sole and absolute discretion, deny a plan or elevation proposed for a particular Lot if a substantially similar plan or elevation exists on a Lot in close proximity to the Lot on which the plan or elevation is proposed. The ACC may adopt additional requirements concerning substantially similar plans or elevations constructed in proximity to each other. For Example:  Plan can be repeated every fifth Lot (example: Plan A, Plan B, Plan C, Plan D, Plan E and Plan A).  Across the Street: Same plan cannot be placed on a Lot across the street or diagonal from any other plan (example above: Plan B). Brick Color, Masonry Stone, and Wood Trim Repetition The ACC may, in its sole and absolute discretion, deny proposed brick, masonry or wood trim for a particular Lot if substantially similar brick, masonry or wood trim exists on a Lot in close proximity to the Lot on which the brick, masonry or wood trim is proposed. The ACC may adopt additional requirements concerning substantially similar brick, masonry or wood trim constructed in proximity to each other. For Example:  Similar brick, masonry or wood trim can be repeated every fifth Lot (example: Brick A, Brick B, Brick C, Brick D, Brick E and Brick A).  Across the Street: Same brick or masonry cannot be placed on a Lot across the street or diagonal from any other brick or masonry (example above: Brick B). Plan A Plan B Plan C Plan D Plan F Plan G Plan H Plan B Brick A Brick B Brick C Brick D Brick F Brick G Brick H Brick B Plan E Plan C Plan A Plan D Brick E Brick C Brick A Brick D 6 GRANADA DESIGN GUIDELINES AUSTIN_1/699747v.4 46145-8 10/22/2013 Building Materials  All building materials must be approved in advance by the ACC, and only new building materials (except for used brick) shall be used for constructing any Improvements.  All projections from a dwelling or other structure, including but not limited to chimney flues, vents, gutters, downspouts, utility boxes, porches, railings and exterior stairways must, unless otherwise approved by the ACC, be coordinated with the overall design of the Improvement from which they project.  No highly reflective finishes (other than glass, which may not be mirrored) shall be used on exterior surfaces (other than surfaces of hardware fixtures), including, without limitation, the exterior surfaces of any Improvements. Masonry Requirements, Exterior Walls and Finishes  The exterior walls shall have horizontal and vertical articulation or architectural features on all elevations as approved by the ACC.  Unless otherwise approved in advance and in writing by the ACC, the exterior walls of each primary residence shall be constructed of at one-hundred percent (100%) masonry, exclusive of roofs, eaves, soffits, windows, doors, gables, garage d oors and trim work. For purposes of this section brick, stone, cast stone, and stucco are considered masonry. Brick shall be limited to thirty percent (30%) of the exterior walls. Stucco shall be a minimum of ¾ of an inch thick and limited to thirty (30%) of the exterior walls on homes which are not of Tuscan or Mediterranean style. Up to one-hundred percent (100%) stucco may be used on the exterior walls of Tuscan or Mediterranean style homes. The ACC, in its sole discretion, will determine whether or not a home is of Tuscan or Mediterranean style. Wood use shall be very minimal and only as a n accent.  Unless otherwise approved by the ACC, siding is prohibited for use on exterior walls of a primary residence.  Unless otherwise approved by the ACC, exterior wall materials shall make changes at inside corners only. Unless otherwise approved by the ACC, every elevation shall have a minimum of two wall materials or textures. Single wall covering materials may be approved by the ACC if the architectural features, wall offsets, and enhanced trim around openings are utilized to limit continuous blank wall areas.  Unless otherwise approved by the ACC, w alls shall not exceed thirty feet (30’) in length without an offset of two feet (2’) or more unless the wall is broken up by architectural elements such as ornate masonry work, changes in construction material, or openings for windows or doors that are trimmed and recessed a minimum of three inches (3”). 7 GRANADA DESIGN GUIDELINES AUSTIN_1/699747v.4 46145-8 10/22/2013  The exterior materials must be authentic and not artificial as reasonably determined by the ACC. There should generally not be more than three exterior materials (including exterior walls, window/door surrounds, accents, etc.). The ACC will evaluate whether additional materials shall be allowed on a case by case basis.  Colors should be appropriate to the architectural style chosen. Colors should be non-invasive and subdued rather than bold and bright. All exterior materials should comply with one color palate, approved by the ACC, including all exterior paint, brick/stone, trim, mortar, window mullions, balusters, columns, etc.). Color palates should consist of natural earth tone colors, i.e., medium to dark greens, browns, and tans.  Unless otherwise approved by the ACC, all chimneys shall be 100% masonry to match the materials used on home. No wood or masonry siding of any kind shall be used on chimneys.  No foundation of a residence may: be exposed more than twenty-four inches (24") above final grade along: (a) the front elevation of the residence visible from any street; or (b) each side elevation of the residence visible from any street. If the exterior of the elevation adjacent to the exposed foundation is constructed of stucco, the ACC will have the authority to require the use of stone, in a color approved in advance by the ACC, to conceal the exposed portion of the foundation. In the event of a dispute as to the front or side elevation of a residence which is visible from any street, the determination of the ACC shall be final and conclusive.  All materials for courtyard walls and fencing must be approved in advance by the ACC. Lot Coverage The footprint of the main level of each single family residence constructed on a Lot shall not exceed thirty-percent (30%) of the entire area of the Lot. Footprint is defined as all areas that are contained within four walls and garages (excludes open porches, patios, porte-cocheres, or other unenclosed areas). Square Footage Requirements Unless otherwise approved by the ACC, the minimum living square footage for each residence, exclusive of open or screened porches, terraces, patios, decks, driveways, and garages is three thousand (3,000) square feet for single-story homes and four thousand (4,000) square feet living space for two-story homes. Minimum Home Width Unless otherwise approved in advance and in writing by the ACC, the minimum width for each residence is seventy feet (70’). 8 GRANADA DESIGN GUIDELINES AUSTIN_1/699747v.4 46145-8 10/22/2013 Aesthetic Appeal The ACC may disapprove the construction or design of a home on purely aesthetic grounds. Any prior decisions of the ACC regarding matters of design or aesthetics will not be considered to establish a precedent for any future decision of the ACC. Siting/Setbacks Unless otherwise approved by the unanimous consent of the ACC, the following setbacks shall apply to each Lot:  Front Lot line: 40 feet  Rear Lot line: 40 feet  Side Lot line: 20 feet The ACC, by unanimous consent, may: (i) approve a reduction of the required front yard setback or may require an increase in the required front yard setback by a maximum of ten (10) feet if, in the sole opinion of the ACC, the increase is needed to avoid monotony or to accommodate unique site conditions including the preservation of old growth trees; (ii) approve a reduction of the required rear yard setback by a maximum of ten feet (10’) if, in the sole opinion of the ACC, the reduction is needed to avoid monotony or to accommodate unique site conditions including the preservation of old growth trees ; or (iii) approve a reduction of the required side yard setback by a maximum of five feet (5’) if, in the sole opinion of the ACC, the reduction is needed to avoid monotony or to accommodate unique site conditions including the preservation of old growth trees. Notwithstanding any provision to the contrary in these Design Guidelines, eves, steps, and open porches will not be considered part of the residence for the purpose of the setback requirement hereunder; however, no portion of any Improvement will be permitted to encroach upon another Lot . The ACC must approve the encroachment of any flatwork, i.e. driveway, porch, etc. over the side building setbacks. The ACC reserves the right to stipulate additional building or Improvement setbacks attributable to any Lot. The ACC further reserves the right to grant variances to the setbacks set forth herein in accordance the Declaration. Temporary/Accessory Structures Owners will generally be permitted to erect one (1) accessory structure on their Lot provided the accessory structure, such as a pool cabana, garden building, stor age building, or home office is approved in advance by the ACC. In no event will the total square footage of any approved accessory structure be interpreted to reduce the minimum square footage requirements of the principal residential structure as set forth in these Design Guidelines. 9 GRANADA DESIGN GUIDELINES AUSTIN_1/699747v.4 46145-8 10/22/2013 Unless otherwise approved in advance and in writing by the ACC, an accessory structure: (i) must be constructed of the same exterior materials as the main residence constructed on the Lot; (ii) must utilize roof materials that match the roof materials incorporated into the principal residential struc ture constructed on the Lot; (iii) have a pitched roof of the same pitch as the principal residential structure constructed on the Lot; (iv) use paint which matches the color of the trim of the principal residential structure constructed on the Lot; (v) must utilize shingles which are the same as on the principal residential structure constructed on the Lot; and (vi) may not be located nearer than five (5) feet from an interior (side) Lot line. Temporary storage structures also known as “pods” are allowed with the prior written approval of the ACC office provided that:  Structure is located in the driveway of the Lot; and  Structure is not placed on any Lot for more than seven (7) days. The ACC shall be entitled to determine, in its sole and absolute discretion, whether a structure or shed on any Lot complies with the foregoing requirements relating to size, height, fence enclosure and construction materials. No accessory structure will be approved unless a principal residential structure has been constructed on the Lot or the accessory structure is being constructed at the same time as the principal residential structure. The ACC may adopt additional requirements for any accessory structure on a case by case basis as a condition to approval. All structures on a Lot must reflect consistently the same architectural style and materials as the main residence constructed on the Lot. No temporary or accessory structure may be erected without the advance approval by the ACC. Prohibited Elements The following architectural elements are prohibited within Granada unless expressly approved in writing by the ACC: Roofs  Excessively pitched roofs.  Mansard, gambrel or chalet roofs.  Flat roofs.  Roofs that are too steep or too shallow for the style of the home, as determined by the ACC.  Shed roofs except as incidental to the main roof.  Composition shingles. 10 GRANADA DESIGN GUIDELINES AUSTIN_1/699747v.4 46145-8 10/22/2013 Design Elements  Unnecessarily prominent chimneys and other roof penetrations.  Vents or skylights facing the street.  White or bubble skylights.  Mirrored glass.  Faux mullion windows Materials and Colors  Wood siding (wood siding accents may be permitted if approved by the ACC).  Cultured stone unless approved by the ACC.  Gray brick.  Block masonry Building Height Unless otherwise approved in advance by the ACC, no building or residential structure may exceed two and one-half stories or twenty-eight feet (28’) in height as measured from the finished lot grade to the midpoint of the highest pitched or hipped roof above. The measurement locations will be chosen by the ACC based upon which points are most restrictive. The height limitations imposed above shall not apply to: (i ) chimneys and vent stacks, cupolas, or other architectural features that are not intended for occupancy or storage; or (ii) flag poles and similar devices. Views are neither guaranteed, preserved, nor protected within Granada. Room Additions Any room additions must be approved in writing by the ACC. Additions to a residence will be considered for approval by the ACC if they meet the following:  All materials used match those of the principal residential structure, including masonry, windows, and paint color, shingles, etc.  Sunrooms will be considered. 11 GRANADA DESIGN GUIDELINES AUSTIN_1/699747v.4 46145-8 10/22/2013  Screened Porches will be considered on a case by case basis and must meet the following minimum acceptable standards:  The porch and related improvements must be compatible with the architectural elements of the principal residential structure. Paint colors and materials must match those of the principal residential structure.  Design should reflect consideration for any adverse impact of neighboring properties.  Screened porches shall be located in back yard only. The screened porch shall not encroach on any easement or building line.  Screened porch shall be attached to the principal residential structure.  Free standing screened porches are not permitted.  Supplemental landscaping may be required as part of the ACC review.  The roof of screened porch shall be solid decking shingled to match the principal residential structure. Greenbelt/Open Space Lots “Greenbelt/Open Space Lots” shall refer to Lots/land that has not been developed, whether it is owned by the Declarant, a Homebuilder, the Association or another Owner and is not intended for use as a single family Lot. These areas are to be considered as private property and tre spassing is prohibited. Lots adjacent to Greenbelt/Open Space Lots must comply with all of the following requirements:  The boundary between the Lot and the Greenbelt/Open Space Lots must be fenced in a manner approved in advance by the ACC.  The fence must be 6 feet in height and be constructed of “pyrite brown” wrought iron or other decorative metal of a color and style specified by the ACC.  No gate will be permitted into a Greenbelt/Open Space Lot.  Backyards must be fully sodded with at least two 3” caliper hardwood trees installed by the Owner.  Sheds or outbuildings will not be permitted on any Lot adjacent to Greenbelt/Open Space Lots.  At no time are Greenbelt/Open Space Lots to be used for ingress/egress or storage.  Greenbelt/Open Space Lots should remain in their natural state. No removal or trimming of trees is permitted. Building Massing Primary massing of a single family residence constructed on a Lot should be a reflection of the primary interior rooms within the single family residence. Secondary massing should be a reflection of the 12 GRANADA DESIGN GUIDELINES AUSTIN_1/699747v.4 46145-8 10/22/2013 secondary interior rooms within the single family residence. The concept is to design homes with simple room lines that reflect the interior spaces that are being housed. Roofs and Chimneys The pitch, color and composition of all roof materials must be approved in writing by the ACC. Roof vents and other penetrations shall be as unobtrusive as possible and must match the principal color of the roof unless approved in advance by the ACC.  Accepted Roof Pitch: Roof slope for the main structure and garage shall be approved in advance by the ACC. Roofs must contain different pitches as determined by the ACC.  Roof Design: Roof design shall include offsets and dormers to break up large expanses of roof area.  Accepted Roof Materials: Roof materials allowed are concrete tile clay tile, natural slate, standing seam metal roof (allowed only if made of copper, paint g rip galvanized unpainted and as accent roof projections not exceeding 200 square feet) or other materials with similar materials if approved unanimously by the ACC. No more than two houses on adjacent lots have the same roof pitch unless at least one roof has multiple pitches. Materials should be appropriate to the design style chosen. For stucco style homes, a barrel tile roof shall be required. Roofing materials must be submitted for approval prior to installation and labeled on all submitted elevations . Acceptable colors are natural tones. In addition, roofs of buildings may be constructed with “Energy Efficiency Roofing” with the advance written approval of the ACC. For the purpose of the Section, “Energy Efficiency Roofing” means shingles that are designed primarily to: (a) be wind and hail resistant; (b) provide heating and cooling efficiencies greater than those provided by customary composite shingles; or (c) provide solar generation capabilities. The ACC will not prohibit an Owner from installing Energy Efficient Roofing provided that the Energy Efficient Roofing shingles: (i) resemble the shingles used or otherwise authorized for use within the community; (ii) are more durable than, and are of equal or superior quality to, the shingles used or otherwise authorized for use within the community; and (iii) match the aesthetics of adjacent property. An Owner who desires to install Energy Efficient Roofing will be required to comply with the architectural review and approval procedures set forth the Restrictions. In conjunction with any such approval process, the Owner should submit information which will enable the ACC to confirm the criteria set forth in this Section. Any other type of roofing material shall be permitted only with the advance written approval of the ACC.  Mechanical Equipment: All mechanical equipment and pool equipment shall be complete screened from view from adjacent properties or right-of-way. Screening may include landscaping provide the plant sizes are sufficient to provide seventy-five percent (75%) screening.  Vents: Plumbing vents should be minimally visible from the street as determined by the ACC. If there must be a vent visible to the street then it should blend in color with the roof. 13 GRANADA DESIGN GUIDELINES AUSTIN_1/699747v.4 46145-8 10/22/2013 In-House Sprinkler Systems All single family residences constructed on a Lot must contain in-house sprinkler systems as required by the Town of Westlake. Exterior Doors and Windows Acceptable Windows:  All windows must be wood. All window brands must be submitted to the ACC for approval prior to installation.  All windows on front elevation of residence must have exterior mullions or muntins made of wood. Unacceptable Windows:  Aluminum.  Skylights that are visible from the street Window Details:  Windows may not be of reflective or darkly tinted glass.  All windows, other than those within court yards, must be recessed a minimum of 3” and not “flush” to the exterior of the residence. Doors:  All doors shall be recessed a minimum of 3” and not “flush” to show wall depth.  Doors with muntins should have them placed on the exterior of the glass panes rather than being “trapped” inside them.  Primary entry doors shall vary in design from house to house. If the same door is used on houses within the same block, trim, accents or other architectural enhancements shall be used to create a diverse appearance and maintain the appearance of a custom home neighborhood. Garages No carports shall be placed, erected, constructed, installed or maintained on a Lot. All garages shall be approved in advance of construction by the ACC. The Improvements on each Lot must contain one or more private enclosed garages, with garage parking capable at all times of housing at least three (3) standard size automobiles. Each garage shall have a minimum width, as measured from inside walls, of 9.6’ per car and a minimum depth for each car of 20’. Each three (3) car garage shall have a minimum width of sixty feet (60’) for the 3 garage door front. A minimum of a 3 garage parking spaces and 2 off street parking spaces shall be provided for each home. All garage doors shall be made of sectional wood or be wood -clad. Aluminum and fiberglass doors are prohibited. Garage doors shall be recessed a minimum of 6” to create more wall depth and lessen the focus on the garage door. Garage doors shall be placed at right angles to the street where possible. If this is not possible then special approval must be given by the ACC. The ACC will take into account the 14 GRANADA DESIGN GUIDELINES AUSTIN_1/699747v.4 46145-8 10/22/2013 size/shape of the Lot and surrounding landscape. Front facing doors are allowed if located further back on the Lot than the side-entry garage portion and are in a motor court setting behi nd gate that extends over a driveway. Garages may contain appropriately sized storage rooms, recreational workshops and tool ro oms, or servants quarters or guest quarters, if approved in advance by the ACC. Except with respect to detached garages, interior walls of all garages must be finished (i.e., taped, bedded and painted, at a minimum). Each garage shall have garage doors that are wired so as to be operated by electric door openers. The orientation of the opening into a garage (i.e., side -entry or front-entry) must be approved in advance by the ACC. All garage doors shall remain closed at all times, save and except for t he temporary opening of same in connection with the ingress and egress of vehicles and the loading or placement and unloading, or removal of other items customarily kept or stored therein, when a person is in the garage or engaged in yard work, or there is another activity occurring on the Lot which is reasonably facilitated by an open garage door. No garage shall be converted to another use (e,g., living space) without the substitution, on the Lot involved, of another garage meeting the requirements of this section, and the approval of the ACC, and use of parking space in a garage for work areas or storage (including boxes, toys, exercise equipment, furniture; or work benches) to the exclusion of one or more vehicles is strictly prohibited. Driveways, Sidewalks and Parking The design of all driveways must be approved in advance by the ACC. All driveways, sidewalks, and parking areas shall be surfaced with concrete, stone, or pavestone. Concrete shall be exposed aggregate, salt finish or stamped and stained. All driveways, sidewalks and parking areas shall be a minimum of one foot (1’) from any adjacent property line. The design of all parking areas should strive to minimize public view of any vehicles. Driveways must permit entry by standard mid-size vehicles without “bottoming out” in the transition area between the curb and property line as wells as the driveway area between the property line and the garage. If the driveway is raised significantly above finished grade (which will be determined by the ACC is its sole and absolute discretion), the exposed sides of the driveway must be screened with landscaping approved in advance by the ACC. Arbors/Pergola/Patio Covers All arbors, pergolas and patios covers shall be approved in advance of constr uction by the ACC. Arbors, pergolas and patio covers must meet the following: 15 GRANADA DESIGN GUIDELINES AUSTIN_1/699747v.4 46145-8 10/22/2013  Shall not exceed 10’ in height.  Be of cedar or a wood that is painted to match the principal residential structure constructed on the Lot (all other materials will be reviewed by the ACC on a case by case basis.)  If roof is solid cover the shingles must match the principal residential structure constructed on the Lot.  Lattice on the arbor will be considered by the ACC on a case by case basis.  Support columns should match the architectural character of the principal residential structure constructed on the Lot.  Approved stain color is Behr Natural #501. Behr brand is not required, but color should match. Decks All decks shall be approved in advance of construction by the ACC. Backyard deck additions must meet be of cedar or a wood that is painted or stained to match the principal residential structure constructed on the Lot (all other materials will be reviewed on a case by case basis by the ACC). Unless otherwise approved by the ACC, the maximum deck height should not exceed more than 18” above the highest surrounding grade. Mailboxes All mailboxes in the property shall be of a design consistent to the design attached hereto as Attachment 2 and the United States Postal Service regulations. Exterior Lighting THE OBJECTIVE OF THE REGULATION OF OUTDOOR LIGHTING IS TO PRESERVE THE NIGHTIME DARK SKY BY MINIMIZING THE AMOUNT OF EXTERIOR LIGHTING. TO UTILIZE LOW INTENSITY INDIRECT LIGHT SOURCES TO THE EXTENT REQUIRED FOR SAFETY AND SUBTLE DRAMA. TO ACHIEVE OUTDOOR LIGHTING OF PLANT MATERIALS WITH HIDDEN LIGHT SOURCES. THE TOWN HAS A “DARK SKY” PHILOSOPHY AND HAS ADDITIONAL OUTDOOR LIGHTING REGULATIONS IN ITS CODE OF ORDINANCES. All exterior lighting must be approved i n advance by the ACC. Exterior lighting will be kept to a minimum and shall be subdued and indirect but consistent with good security practices. Such illumination shall be designed and installed so as to light only landscaping, driveway areas and walkways upon a Lot. Indirect sources and horizontal cut-off fixtures are recommended to reduce glare and provide general ambient light. Soffit or tree lights must be shielded or directed towards vegetation so as to eliminate glare and source visibility. Exterior lighting shall follow dark sky design guidelines. 16 GRANADA DESIGN GUIDELINES AUSTIN_1/699747v.4 46145-8 10/22/2013 No exterior light whose direct source is visible from a street or neighboring property or which produces excessive glare to pedestrian or vehicular traffic will be allowed. Nuisance lighting and or glare must be avoided. Up-lighting shall be limited to lighting landscaping elements and shall be limited to 25 watt incandescent or equivalent lumens. Building walls shall not be illuminated and light from landscape lighting may not illuminate building walls higher than four feet (4’) above grade. Except as specifically allowed by the Town’s Unified Development Code, floodlights are prohibited. All light sources must be fully shielded from view from adjacent property or right -of-ways. Light sources of 25 watts incandescent or equivalent may be shielded with frosted or opaque glass. Use of other than white or color corrected high intensity lamps and exterior lights will not be allowed. Sodium, mercury vapor, or bare HID yard lights are not allowed. Exterior Holiday Decorations Lights or decorations may be erected on the exterior of the principal residential structure in commemoration or celebration of publicly observed holidays provided that such lights or decorations do not unreasonably disturb the peaceful enjoyment of adjacent Owners. All lights and decorations must not be permanent fixtures of the principal residential structure without prior written approval of the ACC and shall be removed within thirty (30) days after the holiday has ended. C hristmas decorations or lights may not be displayed prior to November 15. Air-Conditioning and Other Mechanical Equipment No air-conditioning apparatus may be installed on the ground in front of the principal residential structure or on the roof of the principal residential structure unless screened in a manner approved by the ACC. Ground level air conditioning units shall be installed at street level only. All mechanical equipment, including air-conditioning equipment, shall be located in a side or rear yard only and shall not be visible from streets or Common Areas. No window air-conditioning apparatus or evaporative cooler may be attached to any front wall or front window of the principal residential structure or at any other location where it would be visible from any street, any other Lot or any Common Area. POOL, SPA EQUIPMENT MUST BE LOCATED BEHIND WALLS OR SCREENED FROM VIEW WITH LANDSCAPE TO CONTAIN NOISE. Barbecue Grills Freestanding barbecue grills are permitted only if they are stored and use d in the rear yard space of the Lot that is not visible from the street. 17 GRANADA DESIGN GUIDELINES AUSTIN_1/699747v.4 46145-8 10/22/2013 Landscape Guidelines Detailed landscape plans for each Lot may be submitted to the ACC for consideration after construction of the principal residential structure thereon has begun, so long as such submission occurs at least ninety (90) days before completion of the residence. Upon written request, however, the ACC may waive the requirement of landscape plans for any Lot if the Homebuilder uses plans previously approved by the ACC for another Lot. There shall be no revisions made to approved plans without submission to, and approval by, the ACC of the revised plans. All introduced vegetation shall be trees, shrubs, vines, ground covers, seasonal flowers or sodded grassed which are commonly used in North Central Texas for landscaping purposes and which are approved by the ACC. An approved list of plants and turf is set forth on Attachment 3. Landscaping in accordance with the approved plans shall be installed within ten (10) days after issuance of a certificate of occupancy with respect to the principal residential structure. Extensions to the time limit may be granted by the ACC for up to an additional thirty (30) days on a case by case basis. The approved plans shall include per manent sodded grass or “ground cover” in all sodded areas. Winter rye shall be considered a temporary measure to reduce soil erosion through the winter season, and shall be completely removed and replaced with sodded grass according to the approved plans. Each Lot shall be landscaped, at a minimum, with: (i) full sodded front, side and backyards yards, (ii) the following number of hardwood shade trees in the front yard of each Lot--two (2) per Lot on all Lots other than corner Lots and four (4) per corner Lot (with two (2) in the front portion of the Lot, and two (2) in the side of the Lot adjacent to the street), and ten (10) shrubs sized five gallons or more. The hardwood shade trees required in the front yard of each Lot shall be no smaller in size than 4” caliper. Lots that have rear yards facing Dove Road or FM 1938 shall have a minimum of two (2) trees with at least a four inch (4”) caliper and two (2) trees with at least a two inch (2”) caliper in each rear yard. This requirement may be waived with the unanimous written consent of the ACC. After installation, landscaping (including temporary landscaping) shall be properly maintained at all times. Any Owner who wishes to plant one or more gardens upon their Lot must obtain the approval of the ACC of any such garden and must follow applicable requirements as to size of the Lot, visibility of the Lot from other Lots, streets or common areas, and such other matters as the ACC may specify in any written approval. Landscaping should consist of a combination of sodded turf areas and bed areas containing shrubs and ground cover. Side, front and back yard areas shall be 100% irrigated and 100% sodded where there are no landscaping beds. Large expanses of mulch or bed areas without substantial shrub or groundcover plantings are unacceptable unless the Lot contains a native stand of trees where sodding the entire yard would potentially harm the health of the trees. Stone or gravel mulch with harsh, unnatural or high contrast colors is prohibited. Street scene landscape shall be designed to be harmonious with adjacent Lots and yet thematic in its plant selection. During construction, existing trees shall be preserved and protected to the extent possible for the intended development, as determined in the ACC’s discretion; provided, however, that the ACC may require the removal of cedar trees from a Lot regardless of the size of such cedar trees. Ground cover is defined as a planting of low plants (such as ivy) that covers the ground in place of turf. Rock or stone are not acceptable for use as a ground cover other than in flowerbed or walkway areas. The use of rock or crushed rock as a ground cover shall not be permitted. 18 GRANADA DESIGN GUIDELINES AUSTIN_1/699747v.4 46145-8 10/22/2013 Landscape plans must include vegetative screening for above ground utility connections visible from the street or adjacent properties. Grass should be maintained at a height of no more than two and one-half inches. Mowing heights may need to be altered to prevent scalping in the event of an uneven grade. Grass will be trimmed away from sidewalks, the principal residential structure, planted areas and other obstacles. It is suggested that line trimmers, mechanical edger and chemicals are employed to keep a neat, tidy appearance. Trees and shrubs should be pruned to avoid blocking clear view of signs, address marker, illumination by light fixtures, the flow of air vents and air conditioner compressors as well as pedestrian and vehicular traffic. The ACC reserves the right to require additional landscaping for pools, cabanas and oth er hardscape elements that may be constructed after completion of the principal residential structure and associated landscaping. Hardscape elements in the landscaping must be in scale with the principal residential structure and associated structures. Sculptures and fountains are subject to approval by the ACC. Notwithstanding any requirements to the contrary, Owners shall comply with all applicable governmentally imposed water use restrictions and shall be granted appropriate relief from any specific requirement set forth in these Design Guidelines that cannot reasonably be complied with, as determined by the ACC, as a result of such water use restrictions. The ACC may, upon the Owner’s completion of the installation of landscaping, conduct an on -site inspection of the property to ensure compliance with the approved plan. Shrubs or flower beds shall be located in flower beds along the foundation line of all structures, except where paving is adjacent to the structure, and must extend away from the foundation a minimum of five feet (5’). No more than seventy-five percent (75%) of the landscaped area of a front yard may be covered by grass . The landscape requirements of the Town’s Roadway Landscape Zones contained within the Town’s Unified Development Code are applicable to all Lots. Lawn Furniture, Decorations, and Garden Maintenance Equipment Lawn furniture, including swings/chairs/benches in good repair are allowed on front porches of the principal residential structure, but must be incorporated into a landscape theme if visible from other Lots. Swings and or benches are not allowed on driveways/front lawns etc. unless specifically approved for placement by the ACC. One (1) birdbath of a standard size is acceptable in the rear yard of the Lot w ithout prior written approval from the ACC. 19 GRANADA DESIGN GUIDELINES AUSTIN_1/699747v.4 46145-8 10/22/2013 Notwithstanding exterior holiday decorations, plastic lawn decorations and artificial plants are not permitted, including pink flamingos, animals, or other plastic designs/statues. Lawn mowers, edgers, wheelbarrows, etc. may not be left out in view of other Lots except when in use. Bulk/bag material (mulch, topsoil, etc.) may not be left out in view for longer than ten (10) days. Irrigation The ACC must approve all irrigation systems prior to installation. Drainage Responsibility for proper site drainage rests with the Owner. There shall be no interference with the established drainage patterns except by Declarant, unless adequate provision is made for proper drainage and such provision has been certified by a professional engineer and approved in advance by the ACC. Each Owner is solely responsible for correcting any change in water flow or drainage caused by the construction of Improvements on such Owner’s Lot. Fencing All fencing that faces a street shall be decorative metal. See the “Greenbelt/Open Space Lots” Section of these Design Guidelines for fencing requirements for Lots adjacent to greenbelt and/or open space. All fencing should be either masonry or decorative metal. Each post shall have a decorative “cap” on each post. Living plant materials for screening is also allowed. Retaining walls on the front of a Lot shall be constructed of the same stone used on the single family residence constructed on the Lot thereon. If the single family residence does not contain stone, the retaining wall material shall blend with the residence constructed by the Declarant or Homebuilder. Pools, Spas and Hot Tub Plans The plans and specifications for each swimming pool, spa and hot tub constructed on a L ot must be approved in writing and prior to construction by the ACC. All applications submitted to the ACC for the approval of plans and specifications for swimming pools, hot tubs or spas must be accompanied by the applicable Town permits for the construction of same. Any applications submitted to the ACC, which do not include finalized construction permits from the applicable regulatory authority shall constitute an automatic rejection of the application. Above-ground, movable, or temporary swimming pools are prohibited. Each swimming pool constructed on a Lot must be entirely enclosed with a fence or similar structure which, at a minimum, satisfies Applicable Law. The location, color and style of the fence or enclosure must be approved in writing and in advance of construction by the ACC. The ACC may require that a swimming pool, spa and hot tub constructed on a Lot and associated Improvements be enclosed with a fence or similar structure. Approval of a swimming pool, spa and hot tub and/or associated Improvements by the ACC will not constitute a determination by the ACC that the swimming pool, spa and hot tub and/or associated Improvements comply with Applicable Law or that the 20 GRANADA DESIGN GUIDELINES AUSTIN_1/699747v.4 46145-8 10/22/2013 swimming pool, spa and hot tub and/or associated Improvements are safe fo r use. The ACC may require an Owner to install additional screening as a pre -condition to the approval and construction of any swimming pool, spa, or hot tub. No swimming pool, spa and hot tub shall be located in the front or side yard on any Lot. Unless otherwise approved in writing by the ACC, if the foundation or other vertical surface of the swimming pool will extend more than twenty-four inches (24”) above the final grade of the Lot, the exposed foundation or vertical surface extending more than twenty-four inches (24”) above the final grade will be finished in a manner that matches the exterior masonry of the principal residential structure. Application of the terms “front yard”, “side yard”, “foundation or other vertical surface”, and/or “final grade” as to a specific Lot will be determined by the ACC in its sole and absolute discretion. The ACC may adopt additional requirements for any swimming pool, spa and hot tub and/or associated Improvements on a case by case basis as a condition to approval . Swimming pools shall be in-ground, or a balanced cut and fill, and shall be designed to be compatible with the site and the principal residential structure as determined in the sole and absolute discretion of the ACC. Unless otherwise approved in writing by the ACC, associated swimming pool, spa, and hot tub improvements, such as rock waterfalls and slides, shall not be over six feet (6’) in height. No pool or deck may be closer than five (5) feet from any Lot line . Unless otherwise approved in writing by the ACC, all maintenance equipment, including chemicals, plumbing fixtures, heaters, pumps, etc., associated with a swimming pool, spa or hot tub may not be visible from any adjacent street or Lot. The drains serving a swimming pool, spa and hot tub must be connected to street drainage systems. No swimming pool, spa or hot tub shall be drained onto property other than the Lot on which the swimming pool, spa and hot tub is constructed. Above ground spas and hot tubs visible from public view or from an adjacent street or Lot shall be skirted, decked, screened or landscaped in a manner which excludes pumps, plumbing, heaters, filters, etc. from view. No swimming pool, spa or hot tub will be approved unless a principal residential structure has been constructed on the Lot or the swimming pool, spa or hot tub is being constructed at the same time as the principal residential structure. Basketball Goals and Sporting Equipment Basketball goals, or backboards, or any other similar sporting equipment of eith er a permanent or temporary nature shall not be placed on any Lot or street or where same would be visible from an adjoining street or Lot without the prior written consent of the ACC. Permanent goals must meet the following criteria:  the metal pole must be permanently mounted into the ground to the side of the driveway in a full upright position 25’ back from the curb;  the pole, backboard and net must be maintained in good condition at all times; and  poles may not be installed in front of the garage or facing into the street. Portable goals will not be allowed unless the following criteria are met:  the goal must be placed to the side of the driveway and permanently installed to be flush with the ground and maintained at all times in a full upright posi tion 25’ back from the curb; 21 GRANADA DESIGN GUIDELINES AUSTIN_1/699747v.4 46145-8 10/22/2013  the pole, backboard and net must be maintained in good condition at all times;  poles may not be installed in front of the garage or facing the street;  landscape barrier, such as small shrubs must screen the base of the goal;  goals may not be rolled into the street or any other public right-of-way; and  goals may not be maintained in front of the garage or facing into the street. The ACC shall have the authority to establish additional guidelines for the placement and design of basketball goals, backboards, or any other similar sporting equipment and the same shall be kept and maintained out of view from any street, except in accordance with any such established guidelines. Playscapes and Sport Courts Sports courts, tennis courts, and playscapes or any similar recreational facilities may not be constructed on any Lot without the advance written approval of the ACC. The ACC may prohibit the installation of sports courts, tennis courts, playscapes or similar recreational facilities on any Lot. Playscapes or any similar recreational facilities must comply with all the following requirements:  Must be located where the equipment will have minimum i mpact on adjacent Lots and be screened from public view.  All playscapes or any similar recreational facilities equipment must be of earth tones colors, i.e., medium to dark greens, browns, and tans.  Bright primary colors will not be permitted.  Views of playscapes or any similar recreational facilities must be reduced from public streets and adjoining units whenever possible.  Playscapes or any similar recreational facilities must not be located any closer to a property line than the established building setbacks.  Trampolines, whether portable or non-portable must be placed no closer than five feet (5') to any property line.  Playscapes, playground equipment and trampolines are prohibited in the front yard. If approved, portable playscapes, including but not limited to, non -permanent and/or inflatable slides, moon bounces, water parks and above ground inflatable pools or kiddy pools (collectively "Portable Playscapes") must be stored in a screened area, the rear of the Lot, or inside the garage when not in use. In no event, shall any Portable Playscapes be visible from or in the front of any Owner's Lot for any period of time exceeding twenty-four (24) consecutive hours. 22 GRANADA DESIGN GUIDELINES AUSTIN_1/699747v.4 46145-8 10/22/2013 Erosion Control and Construction Regulations The following restrictions shall apply to all construction activities at Granada. Periodic inspections by a representative of the ACC may take place in order to identify non-complying construction activities. If items identified as not complying with the regulations are not remedied in a timely manner, fines will be levied. Erosion Control Installation and Maintenance It is the responsibility of each Owner to install erosion control measures prior to the start of construction and to maintain them throughout the entire construction process. Silt fencing installed to all applicable standards is required to be properly installed an d maintained to protect the low sides of all disturbed areas, where storm -water will flow during construction. The purpose of the silt fence is to capture the sediment from the runoff and to permit filtered, clean water to exit the site. The Owner should anticipate that built-up sediment will need to be removed from the silt fence after heavy or successive rains, and that any breach in the fencing will need to be repaired or replaced immediately. If for any reason the silt fence is to be temporarily removed, please contact a representative of the ACC prior to the removal. Security Neither the ACC, the Association, nor the Declarant shall be responsible for the security of job sites during construction. Construction Hours Unless a written waiver is obtained from the ACC, construction may only take place during the following hours: Monday through Friday from 7:00 a.m. until 7:00 p.m., and on Saturdays and Sundays from 9:00 a.m. until 6:00 p.m. Noise, Animals, Children The use of radios, tape and CD players mu st be restrained so as not to be heard on an adjoining Lot or street. Contractors and subcontractors may not bring dogs to construction sites. Contractors and subcontractors may not bring children under 16 years of age to construction sites. Material and Equipment Storage All construction materials and equipment shall be neatly stacked, properly covered and secured . Any storage of materials or equipment shall be the Owner’s responsibility and at their risk. Owners may not disturb, damage or trespass on other Lots or adjacent property. Insurance 23 GRANADA DESIGN GUIDELINES AUSTIN_1/699747v.4 46145-8 10/22/2013 The ACC requires an Owner to procure adequate commercial liability insurance during construction naming the Association, the Declarant and the ACC as additional insureds, in an amount to be determined, from time to time by the ACC. Site Cleanliness During the construction period, each construction site shall be kept neat and shall be properly policed to prevent it from becoming an eyesore. Owners shall provide a container for debris and shall clean up all trash and debris on the construction site on a daily basis. Trash and debris shall be removed from each construction site on a timely basis. Lightweight material, packaging and other items shall be covered or weighted down to prevent wind from blowing such materials off the construction site. The dumping, burying or burning of trash is not permitted anywhere in Granada. It is imperative that, when moving heavy equipment around, precautions be taken to prevent damage to pavement, curbs, and vegetation. Crawler tractors are not to be operated on paved or concrete surfaces. Mud, dirt and other construction debris that is tracked off site shall be cleaned on a daily basis. Sanitary Facilities A temporary sanitary facility (chemical toilet) shall be provided and maintained for the use of construction workers and shall be screened from view in a manner approved in advance by the ACC. Construction Parking Construction crews shall not park on, or otherwise use, other Lots. No construction vehicle will be permitted to leak oil or otherwise damage or deface any street located within the community. Schedule of Fines Periodic inspections by a representative of the ACC may take place in order to identify non-complying construction activities. Listed below is the schedule of f ines which may be assessed. Schedule of Fines Premature Clearing $5000 Construction Without ACC Approval $5000 Encroachment on Adjacent Properties $5000 plus cost of repair Violation of Rules, Restriction or Guidelines $500/day Failure to Install and/or Maintain Erosion Control Measures $1000/day *Greenbelt/Open Space Lot violation $5000 Sign Violation $500 per sign/incident *In the event, the Association or Declarant is required to repair, clean up or provide necessary service to bring the improvement into compliance, the Owner will be assessed the cost of repair, clean up, or service plus an additional 50% for time and service expended. 24 GRANADA DESIGN GUIDELINES AUSTIN_1/699747v.4 46145-8 10/22/2013 Duration of Construction The principal residential structure residence shall be complete and available for o ccupancy on or before eighteen (18) months after the commencement of construction. Plan Submittals and Review Fees New residential home construction within Granada will utilize the process described in this section. No Improvements may be commenced until the Owner has received a written “Approval” from the ACC. New or Revision House-Start ACC Application - $50 per application Submittal process: Current ACC application completely filled out, plot plan attached (no plans required), and a check per application mailed or delivered to the ACC. Revisions will be charged same as a new submittal. Master Plans ACC Submittal - $500 per package Submittal process: These packages usually occur when a builder enters a community, or changes product. All plans are to be submitted on ledger paper 11x16 or half size sets. Plans must include all elevations, roof pitch, brick/stone/stucco/siding percentages, and dimensional page for house width. Please include a submittal letter explaining the section(s) and specifics of the review. Mail or deliver the plan sets along with a check to the ACC. ***Plans are reviewed in advance by the ACC.*** Additional/New ACC Plan Review - $50 per plan Submittal process: Mail or deliver half size or 11x16 set of plans that include all elevations, roof pitch, brick/stone/stucco/siding percentages, and a dimensional page. Include a submittal letter describing the request along with a check per each plan to be reviewed to the ACC. Variance ACC Review - $50 per variance Submittal process: Variance request letters must include the legal address, street address, and a description of the variance, i.e. measurements, etc. Mail or deliver the letter and any supportive materials (plot plan) along with a check to the ACC. 25 GRANADA DESIGN GUIDELINES AUSTIN_1/699747v.4 46145-8 10/22/2013 ATTACHMENT1 ACC APPLICATION Deliver to: ACC c/o 1221 North I-35E, Suite 200 Carrollton, Texas 75006 Phone: (469) 892-7200 Fax: (469) 892-7202 Date: Lot: Block: Phase: Section: Plan #: Bedrooms: Baths: Address: Lot Plan Attached: (Please Circle) Yes/No 1st Floor Masonry % 2nd Floor Masonry % Chimney: (Please Circle) Yes/No Masonry Fiber Cement Fencing Type: _______________________________________________________________________ Stone Manufacturer and Color:_____________________________________________________________________________________ Brick Manufacturer and Color: Roof Pitch: Roof Color:______________ Roof Material: ________________ Paint Color: Fill in the information if different from color above Trim Color: Door Color: Shutters Color: Garage Color: Square Footage of House: House Width: __________________________________ Front Retaining Wall: (Please Circle) Yes/No Deck: Yes/No Patio: _______ square feet Comments: Builder Name/Contact Information: By: Approval Date: 26 GRANADA DESIGN GUIDELINES AUSTIN_1/699747v.4 46145-8 10/22/2013 ATTACHMENT 2 27 GRANADA DESIGN GUIDELINES AUSTIN_1/699747v.4 46145-8 10/22/2013 ATTACHMENT 3 NORTH TEXAS PLANT LIST The following list should be used as a starting point for selecting plants in Granada. Requirements for specific Lots may be more or less restrictive depending on landscape indigenous to the immediate site and the location of the site within the Property. Canopy Trees at Street / Lot: Shumard Red Oak (Quercus shumardii) Live Oak (Quercus virginiana) Chinquapin Oak (Quercus muehlenbergii) Lacebark Elm (Ulmus parvifolia) Cedar Elm (Ulmus crassifolia) Allee Elm (Ulmus parvifolia ‘Emer II’) Texas Ash (Fraxinus texensis) White Ash (Fraxinus americana) Canopy Trees at Open Spaces: Bald Cypress (Taxodium distichum) Bur Oak (Quercus macrocarpa) Lacey Oak (Quercus laceyi) Ornamental Trees: Desert Willow (Chilopsis linearis) Thornless Mesquite ( Mexican Plum (Prunus mexicana) Redbud (Redbud spp.) Yaupon Holly (Ilex vomitoria) Possomhaw Holly (Ilex decidua) Eastern Red Cedar (Juniperus virginiana) Vitex (Vitex agnus) Crape Myrtle (Lagerstroemia indica) Shrubs: Abelia spp. (Abelia) Cast Iron Plan (Aspidistra elatior) Coral Beauty Cotoneaster (Cotoneaster dammeri) Agarito (Mahonia trifoliolata) American Beautyberry (Callicarpa Americana) Apache Plume (Fallugia paradoxa) Autumn Sage (Salvia greggii) Dwarf Wax Myrtle (Myrica pussila) Flame Acanthus (Anisacanthus wrightii) Fragrant Sumac (Rhus aromatic) 28 GRANADA DESIGN GUIDELINES AUSTIN_1/699747v.4 46145-8 10/22/2013 Pale Leaf Yucca (Yucca pallida) Red Yucca (Hesperaloe parviflora) Smooth Sumac (Rhus glabra) Texas Barberry (Mahonia swaseyi) Texas Sage (Leucophyllum frutescens) Turk's Cap (Malvaviscus drummondii) Grasses: Switchgrass (Panicum virgatum) Big Bluestem (Andropogon gerardii) Bushy Bluestem (Androphgon glomeratus) Eastern Gamagrass (Tripsacum dactyloides) Gulf Muhly (Muhlenbergia capillaris) Indiangrass (Sorghastrum nutans) Inland Seaoats (Chasmanthium latifolium) Lindheimer Muhly (Muhlenbergia lindheimeri) Little Bluestem (Schizachyrium scoparium) Perennials: Black Eyed Susan (Rudbeckia hirta) Blackfoot Daisy (Melampodium leucanthum) Blue Mist Flower (Eupatorium greggii) Butterfly Weed (Asclepias tuberosa) Cardinal Flower (Lobelia cardinalis) Coreopsis (Coreopsis lanceolata) Fall Obedient Plant (Physostegia virginiana) Four-nerve Daisy (Hymenoxys scaposa) Fragrant Phlox (Phlox pilosa) Cedar Sage (Salvia roemeriana) Mealy Blue Sage (Salvia farinacea) Prairie Verbena (Verbena bipinnatifida) Purple Coneflower (Echinacea spp.) Rockrose (Pavonia lasiopetala) Ruellia (Ruellia spp.) Scarlet Sage (Salvia coccinea) Texas Lantana (Lantana horrida) Winecup (Callirhoe involuncrata) Yellow Columbine (Aquilegia spp.) After Recording Return To: Robert D. Burton Winstead, PC 401 Congress Ave., Suite 2100 Austin, Texas 78701 email: rburton@winstead.com DECLARATION OF COVENANTS, CONDITIONS AND RESTRICTIONS GRANADA [TARRANT COUNTY, TEXAS] Declarant: MAGUIRE PARTNERS – SOLANA LAND, L.P., a Texas limited partnership This Declaration of Covenants, Conditions and Restrictions may be used only in connection with the residential community known as Granada in Tarrant County, Texas and the operation of the Granada Residential Community, Inc. AUSTIN_1 \699746 v2 46145-8 AUSTIN_1/699746v.3 46145-8 10/22/2013 DECLARATION OF COVENANTS, CONDITIONS AND RESTRICTIONS GRANADA TABLE OF CONTENTS ARTICLE 1 DEFINITIONS 1 ARTICLE 2 USE RESTRICTIONS 5 2.01 General 5 2.02 Single-Family Residential Use 6 2.03 Rentals 7 2.04 Subdividing 7 2.05 Hazardous Activities 8 2.06 Insurance Rates 8 2.07 Mining and Drilling 8 2.08 Water Bodies 8 2.09 Noise 8 2.10 Animals - Household Pets 9 2.11 Rubbish and Debris 9 2.12 Trash Containers 9 2.13 Maintenance 10 2.14 Street Landscape Area-Owner’s Obligation to Maintain Landscaping 10 2.15 Antennas 10 2.16 Location of Permitted Antennas 11 2.17 Signs 11 2.18 Flags – Approval Requirements 12 2.19 Flags – Installation and Display 12 2.20 Tanks 13 2.21 Temporary Structures 13 2.22 Unsightly Articles; Vehicles 14 2.23 On Street Parking 14 2.24 Basketball Goals; Permanent and Portable 14 2.25 No Tennis or Recreational Courts; Playscapes 15 2.26 Decorations and Lighting 15 2.27 Clotheslines; Window Air Conditioners 15 2.28 Dumping 15 2.29 Compliance with Restrictions 15 2.30 Liability of Owners for Damage to Common Area 16 2.31 No Warranty of Enforceability 16 2.32 Restriction on Use of Common Area 16 2.33 Declarant and Homebuilder Exemption 16 i AUSTIN_1 \699746 v2 46145-8 GRANADA DECLARATION OF COVENANTS, CONDITIONS AND RESTRICTIONS AUSTIN_1/699746v.3 46145-8 10/22/2013 ARTICLE 3 CONSTRUCTION RESTRICTIONS 17 3.01 Approval for Construction 17 3.02 Masonry Requirements 17 3.03 Minimum Square Footage 17 3.04 Garages 17 3.05 Fences; Sidewalks 17 3.06 Building Restrictions 17 3.07 Alteration or Removal of Improvements 17 3.08 Drainage 17 3.09 Construction Activities 18 3.10 Roofing 18 3.11 Swimming Pools 18 3.12 Solar Energy Device 18 3.13 Rainwater Harvesting Systems 20 ARTICLE 4 GRANADA RESIDENTIAL COMMUNITY, INC 21 4.01 Organization 21 4.02 Membership 21 4.03 Governance 22 4.04 Voting Rights 22 4.05 Powers 23 4.06 Acceptance of Common Area 26 4.07 Indemnification 26 4.08 Insurance 26 4.09 Bulk Rate Contracts 26 4.10 Community Systems 27 4.11 Declarant’s Right to Contribute to Revenues of the Association 27 4.12 Protection of Declarant’s Interests 28 4.13 Administration of Common Area 28 4.14 Private Streets 28 4.15 Notices and Disclaimers as to Security Systems 28 ARTICLE 5 INSURANCE 29 5.01 Insurance 29 5.02 Restoration 29 5.03 Mechanic’s and Materialmen’s Lien 30 ARTICLE 6 COVENANT FOR ASSESSMENTS 30 6.01 Assessments 30 6.02 Maintenance Fund 31 6.03 Regular Assessments 31 6.04 Working Capital Assessment 31 6.05 Amenity Reimbursement Fee 32 ii AUSTIN_1 \699746 v2 46145-8 GRANADA DECLARATION OF COVENANTS, CONDITIONS AND RESTRICTIONS AUSTIN_1/699746v.3 46145-8 10/22/2013 6.06 Special Assessments 32 6.07 Individual Assessments 32 6.08 Amount of Assessment 33 6.09 Late Charges 33 6.10 Owner’s Personal Obligation; Interest 33 6.11 Assessment Lien and Foreclosure 34 6.12 Exempt Property 35 6.13 Fines and Damages Assessment 35 ARTICLE 7 ARCHITECTURAL CONTROL COMMITTEE 37 7.01 Construction of Improvements 37 7.02 Architectural Control Committee 37 ARTICLE 8 MORTGAGE PROVISIONS 40 8.01 Notice of Action 40 8.02 Examination of Books 41 8.03 Taxes, Assessments and Charges 41 ARTICLE 9 GENERAL PROVISIONS 41 9.01 Term 41 9.02 Eminent Domain 41 9.03 Amendment 41 9.04 Conceptual Plans 42 9.05 Party Wall Fences 42 9.06 Enforcement 43 9.07 Higher Authority 43 9.08 Severability 43 9.09 Conflicts 43 9.10 Gender 44 9.11 Acceptance by Grantees 44 9.12 Damage and Destruction 44 9.13 No Partition 45 9.14 Notices 45 9.15 View Impairment 45 9.16 Safety and Security 45 ARTICLE 10 EASEMENTS 46 10.01 Right of Ingress and Egress 46 10.02 Reserved Easements 46 10.03 Utility Easements 46 10.04 Roadway and Utility Easements 47 10.05 Subdivision Entry and Fencing Easement 47 10.06 Landscape, Monumentation and Signage Easement 47 10.07 Declarant as Attorney in Fact 47 iii AUSTIN_1 \699746 v2 46145-8 GRANADA DECLARATION OF COVENANTS, CONDITIONS AND RESTRICTIONS AUSTIN_1/699746v.3 46145-8 10/22/2013 ARTICLE 11 DEVELOPMENT RIGHTS 48 11.01 Development by Declarant 48 11.02 Special Declarant Rights 48 11.03 Addition of Land 49 11.04 Withdrawal of Land 49 11.05 Assignment of Declarant’s Rights 49 iv AUSTIN_1 \699746 v2 46145-8 GRANADA DECLARATION OF COVENANTS, CONDITIONS AND RESTRICTIONS AUSTIN_1/699746v.3 46145-8 10/22/2013 DECLARATION OF COVENANTS, CONDITIONS AND RESTRICTIONS GRANADA This Declaration of Covenants, Conditions and Restrictions (the “Declaration”) is made by MAGUIRE PARTNERS – SOLANA LAND, L.P.,a Texas limited partnership (the “Declarant”), and is as follows: R E C I T A L S: A.This Declaration is filed with respect to Lots 1 through 84, inclusive, Granada, a subdivision in Tarrant County Texas, according to the plat recorded under Document No. _________________, Official Public Records of Tarrant County, Texas (the “Property”). Declarant is the owner of the Property. B.Declarant desires to create and carry out a uniform plan for the development, improvement, and sale of the Property. C.By the filing of this Declaration, Declarant serves notice that the Property will be subjected to the terms and provisions of this Declaration. NOW, THEREFORE, it is hereby declared: (i) that the Property (or any portion thereof) will be held sold, conveyed, and occupied subject to the following covenants, conditions and restrictions which will run with such portions of the Property and will be binding upon all parties having right, title, or interest in or to such portions of the Property or any part thereof, their heirs, successors, and assigns and will inure to the benefit of each owner thereof; and (ii) that each contract or deed conveying the Property (or any portion thereof) will conclusively be held to have been executed, delivered, and accepted subject to the following covenants, conditions and restrictions, regardless of whether or not the same are set out in full or by reference in said contract or deed. This Declaration uses notes (text set apart in boxes) to illustrate concepts and assist the reader. If there is a conflict between any note and the text of the Declaration, the text will control. ARTICLE 1 DEFINITIONS Unless the context otherwise specifies or requires, the following words and phrases when used in this Declaration will have the meanings hereinafter specified: “Applicable Law” means the statutes and public laws and ordinances in effect at the time a provision of the Restrictions is applied, and pertaining to the subject matter of the - 1- AUSTIN_1 \699746 v2 46145-8 GRANADA DECLARATION OF COVENANTS, CONDITIONS AND RESTRICTIONS AUSTIN_1/699746v.3 46145-8 10/22/2013 Restriction provision. Statutes and ordinances specifically referenced in the Restrictions are “Applicable Law” on the date of the Restrictions, and are not intended to apply to the Property if they cease to be applicable by operation of law, or if they are replaced or superseded by one or more other statutes or ordinances. “Architectural Control Committee” or “ACC” means the committee created pursuant to this Declaration to review and approve or deny plans for the construction, placement, modification, alteration or remodeling of any Improvements on a Lot. “Assessment” or “Assessments” means assessments imposed by the Association under this Declaration. “Assessment Unit” has the meaning set forth in Section 6.08(b). “Association” means the Granada Residential Community, Inc., a Texas non-profit corporation, which will be created by Declarant to exercise the authority and assume the powers specified in Article 4 and elsewhere in this Declaration. “Board” means the Board of Directors of the Association. “Bulk Rate Contract” or “Bulk Rate Contracts” means one or more contracts which are entered into by the Association for the provision of utility services or other services of any kind or nature to the Lots. The services provided under Bulk Rate Contracts may include, without limitation, cable television services, telecommunications services, internet access services, “broadband” services, security services, trash pick up services, propane service, natural gas service, lawn maintenance services, wastewater services, and any other services of any kind or nature which are considered by the Board to be beneficial to all or a portion of the Property. “Bylaws” means the Bylaws of the Association as adopted and as amended from time to time by a Majority of the Board. “Certificate” means the Certificate of Formation of the Association, filed in the Office of the Secretary of State of Texas, as the same may be amended from time to time. “Common Area” means any property and facilities that the Association owns or in which it otherwise holds rights or obligations, including any property or facilities held by the Declarant for the benefit of the Association or its Members. Common Area includes any property that the Association holds under a lease, license, or any easement in favor of the Association. Some Common Area will be solely for the common use and enjoyment of the Owners, while other portions of the Common Area may be for the use and enjoyment of the Owners and members of the public. Common Area specifically includes all land designated as Common Area on a Plat of the Property. - 2- AUSTIN_1 \699746 v2 46145-8 GRANADA DECLARATION OF COVENANTS, CONDITIONS AND RESTRICTIONS AUSTIN_1/699746v.3 46145-8 10/22/2013 “Community Manual”means the community manual, which may be initially adopted and recorded by the Declarant as part of the initial project documentation for the benefit of the Association and the Property. The Community Manual may include the Bylaws, Rules and other policies governing the Association. The Community Manual may be amended, from time to time, by a Majority of the Board with Declarant’s written consent during the Development Period. Upon expiration or termination of the Development Period, the Community Manual may be amended by a Majority of the Board. “Community Systems” means any and all cable television, telecommunications, alarm/monitoring, internet, telephone or other lines, conduits, wires, amplifiers, towers, antennae, satellite dishes, equipment, materials and installations and fixtures (including those based on, containing and serving future technological advances not now known), if installed by Declarant pursuant to any grant of easement or authority by Declarant within the Property. “Declarant” means MAGUIRE PARTNERS – SOLANA LAND, L.P.,a Texas limited partnership, its successors or assigns; provided that any assignment(s) of the rights of MAGUIRE PARTNERS – SOLANA LAND, L.P.,a Texas limited partnership, as Declarant, must be expressly set forth in writing and Recorded. Declarant enjoys special rights and privileges to help protect its investment in the Property which are described in this Declaration. Many of these rights do not terminate until either Declarant: (i) has conveyed all Lots which may be created out of the Property; or (ii) voluntarily terminates these rights by a Recorded written instrument. “Design Guidelines” means the standards for design, construction, landscaping, and exterior items adopted pursuant to Section 7.02(c), as the same may be amended from time to time. The Design Guidelines may consist of multiple written design guidelines applying to specific portions of the Property. Declarant may adopt the initial Design Guidelines. Notwithstanding anything in this Declaration to the contrary, Declarant will have no obligation to establish Design Guidelines. “Development Period” means the period of time beginning on the date when this Declaration has been Recorded, and ending at such time as Declarant no longer owns any portion of the Property, unless earlier terminated by Declarant. Declarant may terminate the Development Period by an instrument executed by Declarant and Recorded. The Development Period is the period in which Declarant reserves the right to facilitate the development, construction, and marketing of the Property, and the right to direct the size, shape and composition of the Property. - 3- AUSTIN_1 \699746 v2 46145-8 GRANADA DECLARATION OF COVENANTS, CONDITIONS AND RESTRICTIONS AUSTIN_1/699746v.3 46145-8 10/22/2013 “Homebuilder” means an Owner (other than the Declarant) who acquires a Lot for the construction of a single family residence for resale to a third party. “Improvement” means every structure and all appurtenances of every type and kind, whether temporary or permanent in nature, including, but not limited to, buildings, outbuildings, storage sheds, patios, tennis courts, sport courts, recreational facilities, swimming pools, putting greens, garages, driveways, parking areas and/or facilities, storage buildings, sidewalks, fences, gates, screening walls, retaining walls, stairs, patios, decks, walkways, landscaping, mailboxes, poles, signs, antennae, exterior air conditioning equipment or fixtures, exterior lighting fixtures, water softener fixtures or equipment, and poles, pumps, wells, tanks, reservoirs, pipes, lines, meters, antennas, towers and other facilities used in connection with water, sewer, gas, electric, telephone, regular or cable television, or other utilities. “Lot” means any portion of the Property designated by Declarant or as shown as a subdivided Lot on a Plat other than Common Area. “Majority” means more than half. “Manager” has the meaning set forth in Section 4.05(h). “Members” means every person or entity that holds membership privileges in the Association. “Mortgage” or “Mortgages” means any mortgage(s) or deed(s) of trust securing indebtedness and covering any Lot. “Mortgagee” or “Mortgagees” means the holder(s) of any Mortgage(s). “Owner” means the person(s), entity or entities, including Declarant, holding all or a portion of the fee simple interest in any Lot, but does not include the Mortgagee under a Mortgage prior to its acquisition of fee simple interest in such Lot pursuant to foreclosure of the lien of its Mortgage. “Plat” means a Recorded subdivision plat of any portion of the Property and any amendments thereto. “Private Streets” means Lot ___, Block ____ within the Subdivision and consists of private roadways, known as ______________________________. The Private Streets shall be used for vehicular and pedestrian ingress and egress to and from the Lots and are designated hereby as Common Area. “Property” means Lots 1 through 84, inclusive, Granada, a subdivision in Tarrant County Texas, according to the plat Recorded under Document No. _________________, subject - 4- AUSTIN_1 \699746 v2 46145-8 GRANADA DECLARATION OF COVENANTS, CONDITIONS AND RESTRICTIONS AUSTIN_1/699746v.3 46145-8 10/22/2013 to such additions thereto and deletions therefrom as may be made pursuant to Section 11.03 and Section 11.04 of this Declaration. “Record, Recording, Recordation and Recorded” means recorded or to be recorded in the Official Public Records of Tarrant County, Texas. “Resident” means an occupant of a Lot, regardless of whether the person owns the Lot. “Restrictions” means the restrictions, covenants, and conditions contained in this Declaration, the Design Guidelines, Bylaws, Community Manual, Rules or policies promulgated by the Board and amended from time to time.See Table 1 for a summary of the Restrictions. “Rules”means any instrument, however denominated, which is adopted by the Board for the regulation and management of the Property, including any amendments to those instruments. “Solar Energy Device” means a system or series of mechanisms designed primarily to provide heating or cooling or to produce electrical or mechanical power by collecting and transferring solar-generated energy. The term includes a mechanical or chemical device that has the ability to store solar-generated energy for use in heating or cooling or in the production of power. “Town” means the Town of Westlake, Texas. “Town Manager” means the Town Manager of the Town of Westlake, Texas or his/her designee. TABLE 1: RESTRICTIONS Declaration (Recorded)This document and any amendments thereto. Certificate of Formation (Recorded)Establishes the Association as a Texas nonprofit corporation. Bylaws (Recorded)Governs the Association’s internal affairs, such as elections, meetings, etc. Community Manual (Recorded)Establishes rules and policies governing the Association. Design Guidelines (if adopted, Recorded) Governs the design and architectural standards for the construction of Improvements and modifications thereto. Rules (if adopted, Recorded)Regulates the use of property, activities, and conduct within the Property. Board Resolutions (adopted by the Board of the Association) Establishes rules, policies, and procedures for the Property, Owners and the Association. - 5- AUSTIN_1 \699746 v2 46145-8 GRANADA DECLARATION OF COVENANTS, CONDITIONS AND RESTRICTIONS AUSTIN_1/699746v.3 46145-8 10/22/2013 ARTICLE 2 USE RESTRICTIONS All of the Property shall be owned, held, encumbered, leased, used, occupied, and enjoyed subject to the following limitations and restrictions: General. 2.01 Conditions and Restrictions. All Lots within the Property will be owned, held,(a) encumbered, leased, used, occupied and enjoyed subject to the Restrictions. NOTICE The Restrictions are subject to change from time to time. By owning or occupying a Lot, you agree to remain in compliance with the Restrictions, as they may change from time to time. Ordinances. Ordinances and requirements imposed by local governmental(b) authorities are applicable to all Lots within the Property. Compliance with the Restrictions is not a substitute for compliance with such ordinances and regulations. Please be advised that the Restrictions do not purport to list or describe each ordinance or regulation which may be applicable to a Lot located within the Property. Each Owner is advised to review all ordinances, requirements, regulations and encumbrances affecting the use and improvement of their Lot prior to submitting plans to the ACC for approval. Furthermore, approval by the ACC should not be construed by the Owner that any Improvement complies with the terms and provisions of any ordinances, requirements, regulations or encumbrances which may affect the Owner’s Lot. Certain encumbrances may benefit parties whose interests are not addressed by the ACC. Single-Family Residential Use. The Lots may be used solely for private 2.02 single-family residential purposes and there will not be constructed or maintained thereon more than one detached single family residence. No professional, business, or commercial activity to which the general public is invited may be conducted on any Lot, except an Owner or Resident may conduct business activities within a residence so long as: (i) the existence or operation of the business activity is not apparent or detectable by sight, sound, or smell from outside the residence; (ii) the business activity conforms to all zoning requirements for the Property; (iii) the business activity does not involve door-to-door solicitation of residents within the Property; (iv) the business does not, in the Board’s judgment, generate a level of vehicular or pedestrian traffic or a number of vehicles parked within the Property which is noticeably greater than that which is typical of residences in which no business activity is being conducted; and (v) the business activity is consistent with the residential character of the Property and does not constitute a nuisance, or a hazardous or offensive use, or threaten the security or safety of other Residents of the Property as may be determined in the sole discretion of the Board. The terms “business” and “trade”, as used in this provision, will be construed to have their ordinary, generally accepted meanings and will include, without limitation, any - 6- AUSTIN_1 \699746 v2 46145-8 GRANADA DECLARATION OF COVENANTS, CONDITIONS AND RESTRICTIONS AUSTIN_1/699746v.3 46145-8 10/22/2013 occupation, work, or activity undertaken on an ongoing basis which involves the provision of goods or services to persons other than the provider’s family and for which the provider receives a fee, compensation, or other form of consideration, regardless of whether: (x) such activity is engaged in full or part-time; (y) such activity is intended to or does generate a profit; or (z) a license is required. Leasing of a residence is not considered a business or trade within the meaning of this subsection. This subsection will apply to any activity conducted by the Declarant or a Homebuilder. Notwithstanding any provision in this Declaration to the contrary, until the earlier to occur of expiration or termination of the Development Period, or forty (40) years from the date this Declaration is Recorded: (i) Declarant and/or its licensees may construct and maintain upon portions of the Common Area and any Lot owned by the Declarant such facilities and may conduct such activities which, in Declarant’s sole opinion, may be reasonably required, convenient, or incidental to the construction or sale of single family residences constructed upon the Lots, including, but not limited to, business offices, signs, model homes, and sales offices. Declarant and/or its licensees have an easement over and across the Common Area for access and use of such facilities at no charge; and (ii) Declarant and/or its licensees will have an access easement over and across the Common Area for the purpose of making, constructing and installing Improvements upon the Common Area. Rentals. Nothing in this Declaration will prevent the rental of any Lot and the 2.03 Improvements thereon by the Owner thereof for residential purposes; provided that: (i) all rentals must be for terms of at least six (6) months; and (ii) no portion of a Lot (other than the entire Lot) may be rented. All leases shall be in writing, and the Board will have the authority to approve all leases in advance. Each lease must provide, or be deemed to provide, that the Board shall have the right to terminate the lease upon default by the tenant in observing any provisions of the Restrictions. The Board may deny permission to lease any Lot on any reasonable grounds the Board may find. The Board shall have the right to require the Owner to deposit in escrow with the Association (in addition to any other deposits which may be required by the Owner so long as such additional deposit is not prohibited by law) an amount not to exceed one month’s rental fee paid. Said deposit may be used by the Association to repair any damage to the Property resulting from acts or omission by the tenants (as determined in the sole discretion of the Board). Regardless of whether or not expressed in the applicable lease, all Owners shall be jointly and severally liable with the tenants of such Lot to the Association for any amount which is required by the Association to effect such repairs or to pay any claim for any injury or damage to property caused by the negligence of the tenant of - 7- AUSTIN_1 \699746 v2 46145-8 GRANADA DECLARATION OF COVENANTS, CONDITIONS AND RESTRICTIONS AUSTIN_1/699746v.3 46145-8 10/22/2013 such Lot or for the acts or omissions of the tenant(s) of such Lot which constitute a violation of, or non-compliance with, the provisions of the Documents. All leases shall comply with and be subject to the provisions of the Restrictions and the provisions of same shall be deemed expressly incorporated into any lease of a Lot. This Section 2.03 shall also apply to assignments and renewals of leases. No lease approved by the Board shall be amended or modified without the Board’s approval. In making its determination as to whether to approve a lease of a Lot, the Board shall not discriminate on the grounds of race, gender, religion, national origin, familial status or physical or mental handicap;provided,however, nothing herein shall be construed to require the Association to furnish an alternate tenant to the Owner in the event the Board disapproves a lease or tenant. Upon entering into an agreement for the lease of a Lot, an Owner, other than Declarant, shall provide written notice to the Board, or its designee, of the lease agreement and furnish the names of the prospective tenant. The Board may require that the Owner deliver to the tenant, a copy of the Restrictions and obtain a written instrument executed by the tenant acknowledging receipt of the Restrictions which receipt will be provided to the Board. The Board shall have the right to charge an Owner a reasonable fee (not to exceed $500.00) as determined by the Board for the processing of leases of Lots. Subdividing. No Lot shall be further divided or subdivided, nor may any 2.04 easements or other interests therein less than the whole be conveyed by the Owner thereof without the prior written approval of the ACC;provided,however, that when Declarant is the Owner thereof, Declarant may further divide and subdivide any Lot and convey any easements or other interests less than the whole, all without the approval of the ACC. Hazardous Activities. No activities may be conducted on or within the 2.05 Property and no Improvements constructed on any portion of the Property which, in the opinion of the Board, are or might be unsafe or hazardous to any person or property. Without limiting the generality of the foregoing, no firearms or fireworks may be discharged upon any portion of the Property unless discharged in conjunction with an event approved in advance by the Board and no open fires may be lighted or permitted except within safe and well-designed fireplaces or in contained barbecue units while attended and in use for cooking purposes.No portion of the Property may be used for the takeoff, storage, or landing of aircraft (including, without limitation, helicopters) except for medical emergencies. Insurance Rates. Nothing shall be done or kept on the Property which would 2.06 increase the rate of casualty or liability insurance or cause the cancellation of any such insurance on the Common Area, or the Improvements located thereon, without the prior written approval of the Board. Mining and Drilling. No portion of the Property may be used for the purpose 2.07 of mining, quarrying, drilling, boring, or exploring for or removing oil, gas, or other hydrocarbons, minerals of any kind, rocks, stones, sand, gravel, aggregate, or earth. This provision will not be construed to prevent the excavation of rocks, stones, sand, gravel, - 8- AUSTIN_1 \699746 v2 46145-8 GRANADA DECLARATION OF COVENANTS, CONDITIONS AND RESTRICTIONS AUSTIN_1/699746v.3 46145-8 10/22/2013 aggregate, or earth or the storage of such material for use as fill provided that such activities are conducted in conjunction with the construction of Improvements and/or the development of the Property by the Declarant. Furthermore, this provision will not be interpreted to prevent the drilling of water wells approved in advance by the ACC which are required to provide water to all or any portion of the Property. All water wells must also be approved in advance by the ACC and any applicable regulatory authority. Water Bodies. By acceptance of a deed to Lot, each Owner acknowledges that 2.08 the water levels of all water bodies, if any, may vary. There is no guarantee by the Declarant or the Association that water levels will be constant or aesthetically pleasing at any particular time. In fact, water levels may be non-existent from time to time. Noise. No exterior speakers, horns, whistles, bells, or other sound devices 2.09 (other than security devices used exclusively for security purposes) shall be located, used, or placed on any of the Property. No noise or other nuisance shall be permitted to exist or operate upon any portion of the Property so as to be offensive or detrimental to any other portion of the Property or to its Residents. Without limiting the generality of the foregoing, if any noise or nuisance emanates from any Improvement on any Lot, the Association may (but shall not be obligated to) enter any such Improvement and take such reasonable actions necessary to terminate such noise (including silencing any burglar or break-in alarm). Animals - Household Pets. No animals, including pigs, hogs, swine, poultry, 2.10 fowl, wild animals, horses, cattle, sheep, goats, or any other type of animal not considered to be a domestic household pet within the ordinary meaning and interpretation of such words may be kept, maintained, or cared for on or within the Property (as used in this paragraph, the term “domestic household pet” shall not mean or include non-traditional pets such pot-bellied pigs, miniature horses, goats, exotic snakes or lizards, ferrets, monkeys, chickens or other exotic animals). The Board may conclusively determine, in its sole discretion, whether a particular pet is a domestic household pet within the ordinary meaning and interpretation of such words. No Owner may keep more than four (4) cats and dogs, in the aggregate, of which no more than two (2) may be dogs, unless otherwise approved by the Board. No animal may be allowed to make an unreasonable amount of noise, or to become a nuisance, and no domestic pets will be allowed on the Property other than within the Owner’s residence, or the fenced yard space associated therewith, unless confined to a leash. The Association may restrict pets to certain areas on the Property. No animal may be stabled, maintained, kept, cared for, or boarded for hire or remuneration on the Property, and no kennels or breeding operation will be allowed. No animal may be allowed to run at large, and all animals must be kept within enclosed areas which must be clean, sanitary, and reasonably free of refuse, insects, and waste at all times. No pet may be left unattended in yards, porches or other outside area. All pet waste will be removed and appropriately disposed of by the owner of the pet. All pets must be registered, licensed and inoculated as required by Applicable Law. If, in the opinion of the Board, any pet becomes a source of unreasonable annoyance to others, or the owner of the pet fails or refuses - 9- AUSTIN_1 \699746 v2 46145-8 GRANADA DECLARATION OF COVENANTS, CONDITIONS AND RESTRICTIONS AUSTIN_1/699746v.3 46145-8 10/22/2013 to comply with these restrictions, the Owner, upon written notice, may be required to remove the pet from the Property. Rubbish and Debris. As determined by the Board, no rubbish or debris of any 2.11 kind may be placed or permitted to accumulate on or within the Property, and no odors will be permitted to arise therefrom so as to render all or any portion of the Property unsanitary, unsightly, offensive, or detrimental to any other property or Residents. Refuse, garbage, and trash must be kept at all times in covered containers, and such containers must be kept within enclosed structures or appropriately screened from view. Each Owner will contract with an independent disposal service to collect all garbage or other wastes, if such service is not provided by a governmental entity or the Association. Trash Containers. Trash containers and recycling bins must be stored in one of 2.12 the following locations: inside the garage of the single-family residence constructed on the Lot; or(a) behind the single-family residence or fence constructed on the Lot in such a(b) manner that the trash container and recycling bin is not visible from any street, alley, or adjacent Lot. The Board shall have the right to specify additional locations on each Owner’s Lot in which trash containers or recycling bins must be stored. Maintenance. The Owners of each Lot shall jointly and severally have the duty 2.13 and responsibility, at their sole cost and expense, to keep their Lot and all Improvements thereon in good condition and repair and in a well-maintained, safe, clean and attractive condition at all times. The Board, in its sole discretion, shall determine whether a violation of the maintenance obligations set forth in this Section 2.13 has occurred. Such maintenance includes, but is not limited to the following, which shall be performed in a timely manner, as determined by the Board, in its sole discretion: (i)Prompt removal of all litter, trash, refuse, and wastes. (ii)Lawn mowing. (iii)Tree and shrub pruning. (iv)Watering. (v)Keeping exterior lighting and mechanical facilities in working order. (vi)Keeping lawn and garden areas alive, free of weeds, and attractive. -10- AUSTIN_1 \699746 v2 46145-8 GRANADA DECLARATION OF COVENANTS, CONDITIONS AND RESTRICTIONS AUSTIN_1/699746v.3 46145-8 10/22/2013 (vii)Keeping planting beds free of turf grass. (viii)Keeping sidewalks and driveways in good repair. (ix)Complying with Applicable Law. (x)Repainting of Improvements. (xi)Repair of exterior damage, and wear and tear to Improvements. Street Landscape Area-Owner’s Obligation to Maintain Landscaping. Each 2.14 Owner will be responsible, at such Owner’s sole cost and expense, for maintaining mowing, replacing, pruning, and irrigating the landscaping between the boundary of such Owner’s Lot and the curb of any adjacent right-of-way, street or alley (the “ST Landscape Area”) unless the responsibility for maintaining the ST Landscape Area is performed by the Association. Antennas. Except as expressly provided below, no exterior radio or television 2.15 antennae or aerial or satellite dish or disc, shall be erected, maintained or placed on a Lot without the prior written approval of the ACC; provided, however, that: (i) an antenna designed to receive direct broadcast services, including direct-to-home satellite services, that is one meter or less in diameter; or (ii) an antenna designed to receive video programming services via multipoint distribution services, including multi-channel multipoint distribution services, instructional television fixed services, and local multipoint distribution services, that is one meter or less in diameter or diagonal measurement; or (iii) an antenna that is designed to receive television or radio broadcast signals (collectively, (i) through (iii) are referred to herein as the “Permitted Antennas”) will be permitted subject to reasonable requirements as to location and screening as may be set forth in rules adopted by the ACC, consistent with Applicable Law, in order to minimize obtrusiveness as viewed from streets and adjacent property. Location of Permitted Antennas. A Permitted Antenna may be installed solely 2.16 on the Owner's Lot and shall not encroach upon any street, Common Area, or any other portion of the Property. A Permitted Antenna shall be installed in a location on the Lot from which an acceptable quality signal can be obtained and where least visible from the street and the Property, other than the Lot. In order of preference, the locations of a Permitted Antenna which will be considered least visible by the ACC are as follows: -11- AUSTIN_1 \699746 v2 46145-8 GRANADA DECLARATION OF COVENANTS, CONDITIONS AND RESTRICTIONS AUSTIN_1/699746v.3 46145-8 10/22/2013 (i) Attached to the back of the principal single-family residence constructed on the Lot, with no part of the Permitted Antenna any higher than the lowest point of the roofline and screened from view of adjacent Lots and the street; then (ii) Attached to the side of the principal single-family residence constructed on the Lot, with no part of the Permitted Antenna any higher than the lowest point of the roofline and screened from view of adjacent Lots and the street. The ACC may, from time to time, modify, amend, or supplement the rules regarding installation and placement of Permitted Antennas. Satellite dishes one meter or less in diameter, e.g., DirecTV or Dish satellite dishes, are permitted,HOWEVER, you are required to comply with the rules regarding installation and placement. These Rules may be modified by the ACC from time to time. Please contact the ACC for the current rules regarding installation and placement. Signs. Unless otherwise prohibited by Applicable Law, no sign of any kind may 2.17 be displayed to the public view on any Lot without the prior written approval of the ACC, except for: (i)signs which are permitted pursuant to the Design Guidelines or the Rules; (ii)signs which are part of Declarant’s overall marketing, sale, or construction plans or activities for the Property; (iii)one (1) temporary “For Sale” or “For Lease” sign placed on the Lot. The sign will be limited to a maximum face area of five (5) square feet on each visible side and, if free standing, is mounted on a single or frame post. The overall height of the sign from finished grade at the spot where the sign is located may not exceed four (4) feet. The sign must be removed within two (2) business days following the sale or lease of the Lot; (iv)political signs may be erected provided the sign: (a) is erected no earlier than the 90th day before the date of the election to which the sign relates; (b) is removed no later than the 10th day after the date of the election to which the sign relates; and (c) is ground-mounted. Only one sign may be erected for each candidate or ballot item. In addition, signs which include any of the components or characteristics described in Section 202.009(c) of the Texas Property Code are prohibited; (v)permits as may be required by legal proceedings or a governmental entity; (vi)a religious item on the entry door or door frame of a residence (which may not extend beyond the outer edge of the door frame), provided that the size of the item(s), -12- AUSTIN_1 \699746 v2 46145-8 GRANADA DECLARATION OF COVENANTS, CONDITIONS AND RESTRICTIONS AUSTIN_1/699746v.3 46145-8 10/22/2013 individually or in combination with other religious items on the entry door or door frame of the residence, does not exceed twenty-five (25) square inches; and (vii)a “no soliciting” and “security warning” sign near or on the front door to their residence, provided, that the sign may not exceed twenty-five (25) square inches. Flags – Approval Requirements. An Owner is permitted to display the flag of 2.18 the United States of America, the flag of the State of Texas, or an official or replica flag of any branch of the United States Military (“Permitted Flag”) and permitted to install a flagpole no more than five feet (5’) in length affixed to the front of a residence near the principal entry or affixed to the rear of a residence (“Permitted Flagpole”). Only two (2) permitted Flagpoles are allowed per residence. A Permitted Flag or Permitted Flagpole need not be approved in advance by the ACC. Approval by the ACC is required prior to installing vertical freestanding flagpoles installed in the front or back yard area of any Lot (“Freestanding Flagpole”).To obtain ACC approval of any Freestanding Flagpole, the Owner shall provide the ACC with the following information: (a) the location of the Freestanding Flagpole to be installed on the Lot; (b) the type of Freestanding Flagpole to be installed; (c) the dimensions of the Freestanding Flagpole; and (d) the proposed materials of the Freestanding Flagpole (the “Flagpole Application”). A Flagpole Application may only be submitted by an Owner. The Flagpole Application shall be submitted in accordance with the provisions of Article 7 of this Declaration. Flags – Installation and Display. Unless otherwise approved in advance and in 2.19 writing by the ACC, Permitted Flags, Permitted Flagpoles and Freestanding Flagpoles, installed in accordance with the Flagpole Application, must comply with the following: No more than one (1) Freestanding Flagpole OR no more than two (2) Permitted(i) Flagpoles are permitted per Lot, on which only Permitted Flags may be displayed; Any Permitted Flagpole must be no longer than five feet (5') in length and any(ii) Freestanding Flagpole must be no more than twenty feet (20') in height Any Permitted Flag displayed on any flagpole may not be more than three feet(iii) in height by five feet in width (3'x5'); With the exception of flags displayed on Common Area or any Lot which is(iv) being used for marketing purposes by a Homebuilder, the flag of the United States of America must be displayed in accordance with 4 U.S.C. Sections 5-10 and the flag of the State of Texas must be displayed in accordance with Chapter 3100 of the Texas Government Code; -13- AUSTIN_1 \699746 v2 46145-8 GRANADA DECLARATION OF COVENANTS, CONDITIONS AND RESTRICTIONS AUSTIN_1/699746v.3 46145-8 10/22/2013 The display of a Permitted Flag, or the location and construction of a Permitted(v) Flagpole or Freestanding Flagpole must comply with all Applicable Law; Each Permitted Flagpole and Freestanding Flagpole must be constructed of(vi) permanent, long-lasting materials, with a finish appropriate to the materials used in the construction thereof and harmonious with the residence; Permitted Flag, Permitted Flagpole or Freestanding Flagpole must be(vii) maintained in good condition and any deteriorated Permitted Flag or deteriorated or structurally unsafe Permitted Flagpole or Freestanding Flagpole must be repaired, replaced or removed; A Permitted Flag may be illuminated by no more than one (1) halogen(viii) landscaping light of low beam intensity which shall not be aimed towards or directly affect any neighboring Lot; and Any external halyard of a Permitted Flagpole or Freestanding Flagpole must be(ix) secured so as to reduce or eliminate noise from flapping against the metal of the Permitted Flagpole or Freestanding Flagpole. The requirements of this Section 2.19 shall not apply to any flag or flagpole erected by the Declarant. Tanks. The ACC must approve any tank used or proposed in connection with a 2.20 single family residential structureNo tanks, including tanks for storage of fuel, water, oil, or LPG are permitted on the Property. Notwithstanding the foregoing,and including swimming pool filter tanks are permitted. No elevated tanks of any kind may be erected, placed or permitted on any Lot without the advance written approval of the ACC. All permitted tanks must be screened from view in accordance with a screening plan approved in advance by the ACC. This provision will not apply to a tank used to operate a standard residential gas grill. Temporary Structures. No tent, shack, or other temporary building, 2.21 Improvement, or structure shall be placed upon the Property without the prior written approval of the ACC;provided,however, that temporary structures necessary for storage of tools and equipment, and for office space for Homebuilders, architects, and foremen during actual construction may be maintained with the prior approval of Declarant, approval to include the nature, size, duration, and location of such structure. Unsightly Articles; Vehicles. No article deemed to be unsightly by the Board 2.22 will be permitted to remain on any Lot so as to be visible from adjoining property or from public or private thoroughfares. Without limiting the generality of the foregoing, trailers, graders, trucks other than pickups, boats, tractors, campers, wagons, buses, motorcycles, motor scooters, all-terrain vehicles and garden and lawn maintenance equipment must be kept at all -14- AUSTIN_1 \699746 v2 46145-8 GRANADA DECLARATION OF COVENANTS, CONDITIONS AND RESTRICTIONS AUSTIN_1/699746v.3 46145-8 10/22/2013 times except when in actual use, in enclosed structures or screened from view and no repair or maintenance work may be done on any of the foregoing, or on any automobile (other than minor emergency repairs), except in enclosed garages or other structures. Service areas, storage areas, compost piles and facilities for hanging, drying or airing clothing or household fabrics must be appropriately screened from view, and no lumber, grass, plant waste, shrub or tree clippings, metals, bulk materials, scrap, refuse or trash must be kept, stored, or allowed to accumulate on any portion of the Property except within enclosed structures or appropriately screened from view. No: (i) racing vehicles; or (ii) other vehicles (including, without limitation, motorcycles or motor scooters) which are inoperable or do not have a current license tag will be permitted to remain visible on any Lot or to be parked on any roadway within the Property. Motorcycles shall be operated in a quiet manner. Parking of commercial vehicles or equipment, recreational vehicles, boats and other watercraft, trailers, stored vehicles or inoperable vehicles in places other than: (a) in enclosed garages; and (b) behind a fence so as to not be visible from any other portion of the Property is prohibited; provided, construction, service and delivery vehicles may be exempt from this provision for such period of time as is reasonably necessary to provide service or to make a delivery to a residence. Mobile homes are prohibited. Notwithstanding the foregoing, sales trailers or other temporary structures installed by the Declarant or expressly approved by the ACC shall be permitted. On Street Parking. Unless otherwise approved by the Declarant or the Board, 2.23 no vehicle may be parked on any road or street within the Property unless in the event of an emergency.“Emergency” for purposes of the foregoing sentence shall mean an event which jeopardizes life or property.“Parked” as used herein shall be defined as a vehicle left unattended by a licensed operator for more than thirty (30) consecutive minutes. Basketball Goals; Permanent and Portable. The basketball goal requirements 2.24 are set forth in the Design Guidelines. Portable basketball goals are permitted but must be stored in the rear of the Lot or inside garage from sundown to sunrise. Basketball goals must be properly maintained and painted, with the net in good repair. All basketball goals, whether permanent or portable, must be approved by the ACC prior to being placed on any Lot. No Tennis or Recreational Courts; Playscapes. No tennis, recreational or sport 2.25 courts shall be constructed on any Lot unless expressly approved by the ACC. The specific requirements of tennis, recreational and/or sport courts are set forth in the Design Guidelines. Decorations and Lighting. Unless otherwise permitted by Section 2.16(vi), no 2.26 decorative appurtenances such as sculptures, birdbaths and birdhouses, fountains, or other decorative embellishments shall be placed on the residence or on the front yard or on any other portion of a Lot which is visible from any street, unless such specific items have been approved -15- AUSTIN_1 \699746 v2 46145-8 GRANADA DECLARATION OF COVENANTS, CONDITIONS AND RESTRICTIONS AUSTIN_1/699746v.3 46145-8 10/22/2013 in writing by the ACC. Additional specifications related to decorations and lighting are set forth in the Design Guidelines. Clotheslines; Window Air Conditioners. No clotheslines and no outdoor 2.27 clothes drying or hanging shall be permitted within the Property, nor shall anything be hung, painted or displayed on the outside of the windows (or inside, if visible from the outside) or placed on the outside walls or outside surfaces of doors of any of the residence, and no awnings, canopies or shutters (except for those heretofore or hereinafter installed by Declarant or a Homebuilder) shall be affixed or placed upon the exterior walls or roofs of residences, or any part thereof, nor relocated or extended, without the prior written consent of the ACC. Window air conditioners are prohibited. Dumping. No portion of the Property shall be used or maintained as a dumping 2.28 ground for rubbish, trash, new or used lumber or wood, metal scrap, garbage or other waste, except that such material may be kept in areas of the Property designated for this purpose by Declarant (in connection with its construction) or by the Board, provided that these materials are kept in sanitary containers in a clean and sanitary condition. Owners shall place these containers for collection only in the designated areas and only on the day these refuse materials are to be collected. Empty containers shall be removed promptly after collection. Compliance with Restrictions. Each Owner, his or her family, Residents of a 2.29 Lot, tenants, and the guests, invitees, and licensees of the preceding shall comply strictly with the provisions of the Restrictions as the same may be amended from time to time. Failure to comply with any of the Restrictions shall constitute a violation of the Restrictions and may result in a fine against the Owner in accordance with Section 6.13 of this Declaration, and shall give rise to a cause of action to recover sums due for damages or injunctive relief, or both, maintainable by the Declarant, the Board on behalf of the Association, the ACC, or by an aggrieved Owner. Without limiting any rights or powers of the Association, the Board may (but shall not be obligated to) remedy or attempt to remedy any violation of any of the provisions of Restrictions, and the Owner whose violation has been so remedied shall be personally liable to the Association for all costs and expenses of effecting (or attempting to effect) such remedy. If such Owner fails to pay such costs and expenses upon demand by the Association, such costs and expenses (plus interest from the date of demand until paid at the maximum lawful rate, or if there is no such maximum lawful rate, at the rate of one and one-half percent (1-1/2%) per month) shall be assessed against and chargeable to the Owner’s Lot(s). Any such amounts assessed and chargeable against a Lot shall be secured by the liens reserved in this Declaration for Assessments and may be collected by any means provided in this Declaration for the collection of Assessments, including, but not limited to, foreclosure of such liens against the Owner’s Lot(s).Each such Owner shall indemnify and hold harmless the Association and its officers, directors, employees and agents from any cost, loss, damage, expense, liability, claim or cause of action incurred or that may arise by reason of the Association’s acts or activities under this Section 2.29 (including any cost, loss, damage, -16- AUSTIN_1 \699746 v2 46145-8 GRANADA DECLARATION OF COVENANTS, CONDITIONS AND RESTRICTIONS AUSTIN_1/699746v.3 46145-8 10/22/2013 expense, liability, claim or cause of action arising out of the Association’s negligence in connection therewith), except for such cost, loss, damage, expense, liability, claim or cause of action arising by reason of the Association’s gross negligence or willful misconduct.“Gross negligence” as used herein does not include simple negligence, contributory negligence or similar negligence short of actual gross negligence. Liability of Owners for Damage to Common Area. No Owner shall in any way 2.30 alter, modify, add to or otherwise perform any work upon the Common Area without the prior written approval of the Board. Each Owner shall be liable to the Association for any and all damages to: (i) the Common Area and any Improvements constructed thereon; or (ii) any Improvements constructed on any Lot, the maintenance of which has been assumed by the Association, which damages were caused by the neglect, misuse or negligence of such Owner or Owner’s family, or by Resident of such Owner’s Lot, or any guest or invitee of such Owner or Resident. The full cost of all repairs of such damage shall be an Individual Assessment against such Owner’s Lot, secured by a lien against such Owner’s Lot and collectable in the same manner as Assessments. No Warranty of Enforceability. Declarant makes no warranty or representation 2.31 as to the present or future validity or enforceability of the Restrictions. Any Owner acquiring a Lot in reliance on one or more of the Restrictions shall assume all risks of the validity and enforceability thereof and, by acquiring the Lot, agrees to hold Declarant harmless therefrom. Restriction on Use of Common Area. The Board may prohibit or restrict the use 2.32 of the Common Area from time to time, on a non-discriminatory basis, if and to the extent required for safety or other valid reasons. Declarant and Homebuilder Exemption. The provisions of this Article are 2.33 intended to restrict certain uses that may be harmful or affect the ambience or aesthetic appeal of the Property; the restrictions are not intended to prohibit the Declarant or Homebuilders from performing such work as may be necessary for the development of the Property or the construction of Improvements thereon. The restrictions in this Article shall not be binding on Declarant or Homebuilders in the performance of any work required in order to complete construction of the Property, or any portion thereof. ARTICLE 3 CONSTRUCTION RESTRICTIONS -17- AUSTIN_1 \699746 v2 46145-8 GRANADA DECLARATION OF COVENANTS, CONDITIONS AND RESTRICTIONS AUSTIN_1/699746v.3 46145-8 10/22/2013 Approval for Construction. Unless prosecuted by the Declarant, no 3.01 Improvements shall be constructed upon any Lot without the prior written approval of the ACC in accordance with Article 7 of this Declaration. Masonry Requirements. The masonry requirements for each residence 3.02 constructed on a Lot are set forth in the Design Guidelines. Minimum Square Footage. The minimum square footage requirements for 3.03 each residence constructed on a Lot are set forth in the Design Guidelines. Garages. The garage requirements for each residence constructed on a Lot are 3.04 set forth in the Design Guidelines. Fences; Sidewalks. All fences and walls shall comply with all Applicable Law. 3.05 Unless otherwise approved by the ACC, no fence, wall or hedge will be erected or maintained on any Lot nearer to the street than the front elevation of the residence constructed on the Lot, except for fences erected in conjunction with the model homes or sales offices. The ACC will have the sole discretion to determine the front elevation of the residence for the purpose of this Section 3.05. Fences constructed on corner lots may be installed one (1) foot from the sidewalk and/or curb along the side yard adjacent to the street provided that such fencing complies with Applicable Law.The fencing requirements for each residence constructed on a Lot are set forth in the Design Guidelines. If required by the Plat, the Owner of each Lot shall construct, at such Owner’s sole cost and expense and prior to occupying any Improvement, a sidewalk on such Owner’s Lot, located and designed in conformance with the Plat. Building Restrictions. All building materials must be approved in advance by 3.06 the ACC. All projections from a residence or other structure, including but not limited to chimney flues, vents, gutters, downspouts, utility boxes, porches, railings and exterior stairways must, unless otherwise approved by the ACC, match the color of the surface from which they project. No highly reflective finishes (other than glass, which may not be mirrored) shall be used on exterior surfaces (other than surfaces of hardware fixtures), including, without limitation, the exterior surfaces of any Improvements. Alteration or Removal of Improvements. Any construction, other than normal 3.07 maintenance, which in any way alters the exterior appearance of any Improvement, or the removal of any Improvement shall be performed only with the prior written approval of the ACC. Drainage. There shall be no interference with the established drainage patterns 3.08 over any of the Property, including the Lots, except by Declarant, unless adequate provision is made for proper drainage and such provision is approved in advance by the ACC. Specifically, and not by way of limitation, no Improvement, including landscaping, may be installed which impedes the proper drainage of water between Lots. -18- AUSTIN_1 \699746 v2 46145-8 GRANADA DECLARATION OF COVENANTS, CONDITIONS AND RESTRICTIONS AUSTIN_1/699746v.3 46145-8 10/22/2013 Construction Activities. The Restrictions will not be construed or applied so as 3.09 to unreasonably interfere with or prevent normal construction activities during the construction of Improvements by an Owner (including Declarant or a Homebuilder) upon or within the Property. Specifically, no such construction activities will be deemed to constitute a nuisance or a violation of the Restrictions by reason of noise, dust, presence of vehicles or construction machinery, posting of signs or similar activities, provided that such construction is pursued to completion with reasonable diligence and conforms to usual construction practices in the area. In the event that construction upon any Lot does not conform to usual practices in the area as determined by the ACC in its sole and reasonable judgment, the ACC will have the authority to seek an injunction to stop such construction. In addition, if during the course of construction upon any Lot there is excessive accumulation of debris of any kind which would render the Lot or any portion thereof unsanitary, unsightly, offensive, or detrimental to it or any other portion of the Property, then the ACC may contract for or cause such debris to be removed, and the Owner of the Lot will be liable for all reasonable expenses incurred in connection therewith. Roofing. The roofing requirements for each residence constructed on a Lot are 3.10 set forth in the Design Guidelines. Swimming Pools. Specific swimming pool requirements are set forth in the 3.11 Design Guidelines. Any swimming pool constructed on a Lot must be enclosed with a fence or other enclosure device completely surrounding the swimming pool which, at a minimum, satisfies all Applicable Law. Nothing in this Section 3.11 is intended or shall be construed to limit or affect an Owner’s obligation to comply with any Applicable Law concerning swimming pool enclosure requirements. Above-ground or temporary swimming pools are prohibited. Solar Energy Device. During the Development Period this Section 3.12 does not 3.12 apply and the Declarant must approve in advance and in writing the installation of any solar energy device or apparatus (a “Solar Energy Device”). Until expiration or termination of the Development Period, the Declarant may prohibit the installation of any Solar Energy Device. After expiration or termination of the Development Period, Solar Energy Devices may be installed with the advance written approval of the ACC. Application. To obtain ACC approval of a Solar Energy Device, the Owner shall(a) provide the ACC with the following information: (i) the proposed installation location of the Solar Energy Device; and (ii) a description of the Solar Energy Device, including the dimensions, manufacturer, and photograph or other accurate depiction (the “Solar Application”). A Solar Application may only be submitted by an Owner. The Solar Application shall be submitted in accordance with the provisions of Article 7 of this Declaration. -19- AUSTIN_1 \699746 v2 46145-8 GRANADA DECLARATION OF COVENANTS, CONDITIONS AND RESTRICTIONS AUSTIN_1/699746v.3 46145-8 10/22/2013 Approval Process. The ACC will review the Solar Application in accordance(b) with the terms and provisions of Article 7 of this Declaration. The ACC will approve a Solar Energy Device if the Solar Application complies with Section 3.12(c) below UNLESS the ACC makes a written determination that placement of the Solar Energy Device, despite compliance with Section 3.12(c), will create a condition that substantially interferes with the use and enjoyment of property within the Property by causing unreasonable discomfort or annoyance to persons of ordinary sensibilities. The ACC’s right to make a written determination in accordance with the foregoing sentence is negated if all Owners of Lots immediately adjacent to the Owner/applicant provide written approval of the proposed placement. Any proposal to install a Solar Energy Device on property owned or maintained by the Association or property owned in common by Members of the Association must be approved in advance and in writing by the Board, and the Board need not adhere to this policy when considering any such request. Approval Conditions. Unless otherwise approved in advance and in writing by(c) the ACC, each Solar Application and each Solar Energy Device to be installed in accordance therewith must comply with the following: The Solar Energy Device must be located on the roof of the residence(i) located on the Owner’s Lot, entirely within a fenced area of the Owner’s Lot, or entirely within a fenced patio located on the Owner’s Lot. If the Solar Energy Device will be located on the roof of the residence, the ACC may designate the location for placement unless the location proposed by the Owner increases the estimated annual energy production of the Solar Energy Device, as determined by using a publicly available modeling tool provided by the National Renewable Energy Laboratory, by more than 10 percent above the energy production of the Solar Energy Device if installed in the location designated by the ACC. If the Owner desires to contest the alternate location proposed by the ACC, the Owner should submit information to the ACC which demonstrates that the Owner’s proposed location meets the foregoing criteria. If the Solar Energy Device will be located in the fenced area of the Owner’s Lot or patio, no portion of the Solar Energy Device may extend above the fence line. If the Solar Energy Device is mounted on the roof of the principal(ii) residence located on the Owner’s Lot, then: (a) the Solar Energy Device may not extend higher than or beyond the roofline; (b) the Solar Energy Device must conform to the slope of the roof and the top edge of the Solar Device must be parallel to the roofline; (c) the frame, support brackets, or visible piping or wiring associated with the Solar Energy Device must be silver, bronze or black. -20- AUSTIN_1 \699746 v2 46145-8 GRANADA DECLARATION OF COVENANTS, CONDITIONS AND RESTRICTIONS AUSTIN_1/699746v.3 46145-8 10/22/2013 Rainwater Harvesting Systems. Rain barrels or rainwater harvesting systems (a 3.13 “Rainwater Harvesting System”) may be installed with the advance written approval of the ACC. Application. To obtain ACC approval of a Rainwater Harvesting System, the(a) Owner shall provide the ACC with the following information: (a) the proposed installation location of the Rainwater Harvesting System; and (b) a description of the Rainwater Harvesting System, including the color, dimensions, manufacturer, and photograph or other accurate depiction (the “Rain System Application”). A Rain System Application may only be submitted by an Owner. Approval Process. The decision of the ACC will be made in accordance with(b) Article 7 of this Declaration. Any proposal to install a Rainwater Harvesting System on property owned by the Association or property owned in common by Members of the Association must be approved in advance and in writing by the Board, and the Board need not adhere to this policy when considering any such request. Approval Conditions. Unless otherwise approved in advance and in writing by(c) the ACC, each Rain System Application and each Rainwater Harvesting System to be installed in accordance therewith must comply with the following: The Rainwater Harvesting System must be consistent with the color(i) scheme of the residence constructed on the Owner’s Lot, as reasonably determined by the ACC. The Rainwater Harvesting System does not include any language or(ii) other content that is not typically displayed on such a device. The Rainwater Harvesting System is in no event located between the(iii) front of the residence constructed on the Owner’s Lot and any adjoining or adjacent street. There is sufficient area on the Owner’s Lot to install the Rainwater(iv) Harvesting System, as reasonably determined by the ACC. If the Rainwater Harvesting System will be installed on or within the(v) side yard of a Lot, or would otherwise be visible from a street, the Common Area, or another Owner’s Lot, the ACC may regulate the size, type, shielding of, and materials used in the construction of the Rainwater Harvesting System. See Section 3.13(d)for additional guidance. -21- AUSTIN_1 \699746 v2 46145-8 GRANADA DECLARATION OF COVENANTS, CONDITIONS AND RESTRICTIONS AUSTIN_1/699746v.3 46145-8 10/22/2013 Guidelines. If the Rainwater Harvesting System will be installed on or within(d) the side yard of a Lot, or would otherwise be visible from a street, the Common Area, or another Owner’s Lot, the ACC may regulate the size, type, shielding of, and materials used in the construction of the Rainwater Harvesting System. Accordingly, when submitting a Rain System Application, the application should describe methods proposed by the Owner to shield the Rainwater Harvesting System from the view of any street, Common Area, or another Owner’s Lot. When reviewing a Rain System Application for a Rainwater Harvesting System that will be installed on or within the side yard of a Lot, or would otherwise be visible from a street, the Common Area, or another Owner’s Lot, any additional requirements imposed by the ACC to regulate the size, type, shielding of, and materials used in the construction of the Rainwater Harvesting System, may not prohibit the economic installation of the Rainwater Harvesting System, as reasonably determined by the ACC. ARTICLE 4 GRANADA RESIDENTIAL COMMUNITY, INC. Organization. The Association will be a nonprofit corporation created for the 4.01 purposes, charged with the duties, and vested with the powers of a Texas non-profit corporation. Neither the Certificate nor Bylaws will for any reason be amended or otherwise changed or interpreted so as to be inconsistent with this Declaration. Membership. 4.02 Mandatory Membership. Any person or entity, upon becoming an(a) Owner, will automatically become a Member of the Association. Membership will be appurtenant to and will run with the ownership of the Lot that qualifies the Owner thereof for membership, and membership may not be severed from the ownership of the Lot, or in any way transferred, pledged, mortgaged or alienated, except together with the title to such Lot. If you acquire a Lot you automatically become a member of the Association. Membership is Mandatory! Easement of Enjoyment – Common Area. Every Member will have a(b) right and easement of enjoyment in and to all of the Common Area and an access easement by and through any Common Area, which easements will be appurtenant to and will pass with the title to such Member’s Lot, subject to the following restrictions and reservations: The right of the Declarant to cause such Improvements and features to be(i) constructed upon the Common Area, as determined from time to time by the Declarant, in the Declarant’s sole and absolute discretion; -22- AUSTIN_1 \699746 v2 46145-8 GRANADA DECLARATION OF COVENANTS, CONDITIONS AND RESTRICTIONS AUSTIN_1/699746v.3 46145-8 10/22/2013 The right of the Association to suspend the right to use the Common(ii) Area for any period during which any Assessment against such Member’s Lot remains past due and for any period during which such member is in violation of any provision of this Declaration; The right of the Association and Declarant (during the Development(iii) Period) to dedicate or transfer all or any part of the Common Area to any public agency, authority or utility for any purpose; The right of the Association and Declarant (during the Development(iv) Period) to grant easements or licenses over and across the Common Area; The right of the Association to borrow money for the purpose of(v) improving the Common Area and, in furtherance thereof, mortgage the Common Area; The right of the Declarant, during the Development Period, and the(vi) Board thereafter, to promulgate Rules regarding the use of the Common Area and any Improvements thereon; and The right of the Association to contract for services with any third parties(vii) on such terms as the Association may determine. Governance. The Board will consist of at least three (3) persons elected at the 4.03 annual meeting of the Association, or at a special meeting called for such purpose. Notwithstanding the foregoing provision or any provision in this Declaration to the contrary, Declarant will have the sole right to appoint and remove all members of the Board until the 10th anniversary of the date this Declaration is Recorded. No later than the 10th anniversary of the date this Declaration is Recorded, or sooner as determined by Declarant, the Board will hold a meeting of Members of the Association for the purpose of electing one-third of the Board (the “Initial Member Election Meeting”), which Board member(s) must be elected by Owners other than the Declarant. Declarant shall continue to have the sole right to appoint and remove two-thirds of the Board from and after the Initial Member Election Meeting until expiration or termination of the Development Period. Voting Rights. The right to cast votes and the number of votes which may be 4.04 cast for election of members to the Board (except as provided by Section 4.03) and on all other matters to be voted on by the Members will be calculated as set forth below. The Owner of each Lot will have one (1) vote for each Lot so owned.(i) -23- AUSTIN_1 \699746 v2 46145-8 GRANADA DECLARATION OF COVENANTS, CONDITIONS AND RESTRICTIONS AUSTIN_1/699746v.3 46145-8 10/22/2013 In addition to the votes to which Declarant is entitled by reason of Section(ii) 4.04(i), for every one (1) vote outstanding in favor of any other person or entity, Declarant will have four (4) additional votes until the expiration or termination of the Development Period. When more than one person or entity owns a portion of the fee simple(iii) interest in any Lot, all such persons or entities will be Members. The vote or votes (or fraction thereof) for such Lot will be exercised by the person so designated in writing to the Secretary of the Association by the Owner of such Lot, and in no event will the vote for such Lot exceed the total votes to which such Lot is otherwise entitled under this Section 4.04. Powers. The Association will have the powers of a Texas nonprofit corporation. 4.05 It will further have the power to do and perform any and all acts that may be necessary or proper, for or incidental to, the exercise of any of the express powers granted to it by Applicable Law or this Declaration. Without in any way limiting the generality of the two preceding sentences, the Board, acting on behalf of the Association, will have the following powers at all times: Rules, Bylaws and Community Manual. To make, establish and(a) promulgate, and in its discretion to amend from time to time, or repeal and re-enact, such rules, regulations, Bylaws and Community Manual not in conflict with this Declaration, as it deems proper, covering any and all aspects of the Property (including the operation, maintenance and preservation thereof) or the Association. Any Rules, and any modifications to existing Rules, or the Bylaws proposed by the Board must be approved in advance and in writing by the Declarant until expiration or termination of the Development Period. Insurance. To obtain and maintain in effect, policies of insurance that, in(b) the opinion of the Board, are reasonably necessary or appropriate to carry out the Association’s functions. Records. To keep books and records of the Association’s affairs, and to(c) make such books and records, together with current copies of the Restrictions available for inspection by the Owners, Mortgagees, and insurers or guarantors of any Mortgage upon request during normal business hours. Assessments. To levy and collect assessments, as provided in Article 6(d) below. Right of Entry and Enforcement. To enter at any time without notice in(e) an emergency (or in the case of a non-emergency, after twenty-four (24) hours written -24- AUSTIN_1 \699746 v2 46145-8 GRANADA DECLARATION OF COVENANTS, CONDITIONS AND RESTRICTIONS AUSTIN_1/699746v.3 46145-8 10/22/2013 notice), without being liable to any Owner or Resident, upon any Lot and into any Improvement thereon for the purpose of enforcing the Restrictions or for the purpose of maintaining or repairing any area, Improvement or other facility to conform to the Restrictions. The expense incurred by the Association in connection with the entry upon any Lot and the maintenance and repair work conducted thereon or therein will be a personal obligation of the Owner of the Lot so entered, will be deemed an Individual Assessment against such Lot, will be secured by a lien upon such Lot, and will be enforced in the same manner and to the same extent as provided in Article 6 hereof for Assessments. The Association will have the power and authority from time to time, in its own name and on its own behalf, or in the name of and on behalf of any Owner who consents thereto, to commence and maintain actions and suits to enforce, by mandatory injunction or otherwise, or to restrain and enjoin, any breach or threatened breach of the Restrictions. The Association is also authorized to settle claims, enforce liens and take all such action as it may deem necessary or expedient to enforce the Restrictions;provided,however, that the Board will never be authorized to expend any Association funds for the purpose of bringing suit against Declarant, or its successors or assigns. The Association may not alter or demolish any Improvements on any Lot other than Common Area in enforcing these Restrictions before a judicial order authorizing such action has been obtained by the Association, or before the written consent of the Owner(s) of the affected Lot(s) has been obtained.EACH SUCH OWNER AND RESIDENT WILL INDEMNIFY AND HOLD HARMLESS THE ASSOCIATION, ITS OFFICERS, DIRECTORS, EMPLOYEES AND AGENTS FROM ANY COST, LOSS, DAMAGE, EXPENSE, LIABILITY, CLAIM OR CAUSE OF ACTION INCURRED OR THAT MAY ARISE BY REASON OF THE ASSOCIATION’S ACTS OR ACTIVITIES UNDER THIS SECTION 4.05(e) (INCLUDING ANY COST, EXPENSE, LIABILITY, CLAIM OR CAUSE OF ACTION ARISING OUT OF THE ASSOCIATION’S NEGLIGENCE IN CONNECTION THEREWITH), EXCEPT FOR SUCH COST, LOSS, DAMAGE, EXPENSE, LIABILITY, CLAIM OR CAUSE OF ACTION ARISING BY REASON OF THE ASSOCIATION’S GROSS NEGLIGENCE OR WILLFUL MISCONDUCT.“GROSS NEGLIGENCE” DOES NOT INCLUDE SIMPLE NEGLIGENCE, CONTRIBUTORY NEGLIGENCE OR SIMILAR NEGLIGENCE SHORT OF ACTUAL GROSS NEGLIGENCE. Legal and Accounting Services. To retain and pay for legal and(f) accounting services necessary or proper in the operation of the Association. Conveyances. To grant and convey to any person or entity the real(g) property and/or other interest, including fee title, leasehold estates, easements, rights-of-way or mortgages, out of, in, on, over, or under any Common Area for the purpose of constructing, erecting, operating or maintaining the following: Parks, parkways or other recreational facilities or structures;(i) -25- AUSTIN_1 \699746 v2 46145-8 GRANADA DECLARATION OF COVENANTS, CONDITIONS AND RESTRICTIONS AUSTIN_1/699746v.3 46145-8 10/22/2013 Roads, streets, sidewalks, signs, street lights, walks, driveways, trails and(ii) paths; Lines, cables, wires, conduits, pipelines or other devices for utility(iii) purposes; Sewers, water systems, storm water drainage systems, sprinkler systems(iv) and pipelines; and/or Any similar Improvements or facilities.(v) Nothing set forth above, however, will be construed to permit use or occupancy of any Improvement or other facility in a way that would violate applicable use and occupancy restrictions imposed by the Restrictions or by Applicable Law. In addition, until expiration or termination of the Development Period, any grant or conveyance under this Section 4.05(g) must be approved in advance and in writing by the Declarant. Manager. To retain and pay for the services of a person or firm (the(h) “Manager”), which may include Declarant or any affiliate of Declarant, to manage and operate the Association, including its property, to the extent deemed advisable by the Board. Personnel may be employed directly by the Association or may be furnished by the Manager. Each contract entered into between the Association and the Manager will be terminable by the Association without cause upon sixty (60) days written notice to the Manager. To the extent permitted by Applicable Law, the Board may delegate any other duties, powers and functions to the Manager. In addition, the Board may adopt transfer fees, resale certificate fees or any other fees associated with the provision of management services to the Association or its Members.THE MEMBERS HEREBY RELEASE THE ASSOCIATION AND THE MEMBERS OF THE BOARD AND COMMITTEE MEMBERS FROM LIABILITY FOR ANY OMISSION OR IMPROPER EXERCISE BY THE MANAGER OF ANY SUCH DUTY, POWER OR FUNCTION SO DELEGATED. Property Services. To pay for water, sewer, garbage removal, street(i) lights, landscaping, gardening and all other utilities, services, repair and maintenance for any portion of the Property, Common Area, private or public recreational facilities, easements, roads, roadways, rights-of-ways, signs, parks, parkways, median strips, sidewalks, paths, trails, ponds, and lakes. Other Services and Properties. To obtain and pay for any other property(j) and services, and to pay any other taxes or assessments that the Association or the Board is required or permitted to secure or to pay for pursuant to Applicable Law or under the terms of the Restrictions or as determined by the Board. -26- AUSTIN_1 \699746 v2 46145-8 GRANADA DECLARATION OF COVENANTS, CONDITIONS AND RESTRICTIONS AUSTIN_1/699746v.3 46145-8 10/22/2013 Construction on Common Area. To construct new Improvements or(k) additions to any property owned, leased, or licensed by the Association, subject to the approval of the Board and the Declarant until expiration or termination of the Development Period. Contracts. To enter into Bulk Rate Contracts or other contracts or(l) licenses with Declarant or any third party on such terms and provisions as the Board will determine, to operate and maintain any Common Area or other property, or to provide any service, including but not limited to cable, utility, or telecommunication services, or perform any function on behalf of Declarant, the Board, the Association, or the Members. During the Development Period, all Bulk Rate Contracts must be approved in advance and in writing by the Declarant. Property Ownership. To acquire, own and dispose of all manner of real(m) and personal property, including habitat, whether by grant, lease, easement, gift or otherwise. During the Development Period, all acquisitions and dispositions of the Association hereunder must be approved in advance and in writing by the Declarant. Rules. To establish Rules governing and limiting the use of the Common(n) Area and any Improvements thereon. Acceptance of Common Area. The Association may acquire, hold, and dispose 4.06 of any interest in tangible and intangible personal property and real property. Declarant and its assignees may transfer or convey to the Association interests in real or personal property within or for the benefit of the Property, or the Property and the general public, and the Association will accept such transfers and conveyances. Such property may be improved or unimproved and may consist of fee simple title, easements, leases, licenses, or other real or personal property interests. Such property will be accepted by the Association and thereafter will be maintained as Common Area by the Association for the benefit of the Property and/or the general public subject to any restrictions set forth in the deed or other instrument transferring or assigning such property to the Association. Upon Declarant's written request, the Association will re-convey to Declarant any unimproved real property that Declarant originally conveyed to the Association, as determined in the sole and absolute discretion of the Declarant. Indemnification. To the fullest extent permitted by Applicable Law but without 4.07 duplication (and subject to) any rights or benefits arising under the Certificate or Bylaws of the Association, the Association will indemnify any person who was, or is, a party, or is threatened to be made a party to any threatened pending or completed action, suit or proceeding, whether civil, criminal, administrative or investigative by reason of the fact that he is, or was, a director, officer, committee member, employee, servant or agent of the Association against expenses, including attorneys’ fees, reasonably incurred by him in connection with such action, suit or -27- AUSTIN_1 \699746 v2 46145-8 GRANADA DECLARATION OF COVENANTS, CONDITIONS AND RESTRICTIONS AUSTIN_1/699746v.3 46145-8 10/22/2013 proceeding if it is found and determined by the Board or a court of competent jurisdiction that he or she: (i) acted in good faith and in a manner he or she reasonably believed to be in, or not opposed to, the best interests of the Association; or (ii) with respect to any criminal action or proceeding, had no reasonable cause to believe his or her conduct was unlawful. The termination of any action, suit or proceeding by settlement, or upon a plea of nolo contendere or its equivalent, will not of itself create a presumption that the person did not act in good faith or in a manner which was reasonably believed to be in, or not opposed to, the best interests of the Association or, with respect to any criminal action or proceeding, had reasonable cause to believe that his or her conduct was unlawful. Insurance. The Board may purchase and cause to be maintained, at the expense 4.08 of the Association, insurance on behalf of any person who is acting as a director, officer, committee member, employee, servant or agent of the Association against any liability asserted against or incurred by such person in any such capacity, or arising out of such person’s status as such, whether or not the Association would have the power to indemnify such person against such liability or otherwise. Bulk Rate Contracts. Without limitation on the generality of the Association 4.09 powers set out in Section 4.05 hereinabove (except that during the Development Period, all Bulk Rate Contracts must be approved in advance and in writing by the Declarant), the Association will have the power to enter into Bulk Rate Contracts at any time and from time to time. The Association may enter into Bulk Rate Contracts with any service providers chosen by the Board (including Declarant, and/or any entities in which Declarant, or the owners or partners of Declarant are owners or participants, directly or indirectly). The Bulk Rate Contracts may be entered into on such terms and provisions as the Board may determine in its sole and absolute discretion. The Association may, at its option and election, add the charges payable by such Owner under such Bulk Rate Contract to the Assessments against such Owner’s Lot. In this regard, it is agreed and understood that, if any Owner fails to pay any charges due by such Owner under the terms of any Bulk Rate Contract, then the Association will be entitled to collect such charges by exercising the same rights and remedies it would be entitled to exercise under this Declaration with respect to the failure by such Owner to pay Assessments, including without limitation the right to foreclose the lien against such Owner’s Lot which is reserved under the terms and provisions of this Declaration. In addition, in the event of nonpayment by any Owner of any charges due under any Bulk Rate Contract and after the lapse of at least twelve (12) days since such charges were due, the Association may, upon five (5) days’ prior written notice to such Owner (which may run concurrently with such 12 day period), in addition to all other rights and remedies available pursuant to Applicable Law, terminate, in such manner as the Board deems appropriate, any utility service or other service provided at the cost of the Association and not paid for by such Owner (or the Resident of such Owner’s Lot) directly to the applicable service or utility provider. Such notice will consist of a separate mailing or hand delivery at least five (5) days prior to a stated date of termination, with the title “termination notice” or similar language prominently displayed on the notice. The notice will -28- AUSTIN_1 \699746 v2 46145-8 GRANADA DECLARATION OF COVENANTS, CONDITIONS AND RESTRICTIONS AUSTIN_1/699746v.3 46145-8 10/22/2013 include the office or street address where the Owner (or the Resident of such Owner’s Lot) can make arrangements for payment of the bill and for re-connection or re-institution of service. No utility or cable television service will be disconnected on a day, or immediately preceding a day, when personnel are not available for the purpose of collection and reconnecting such services. Community Systems. The Association is specifically authorized to provide, or 4.10 to enter into contracts to provide Community Systems. Any such contracts may provide for installation, operation, management, maintenance, and upgrades or modifications to the Community Systems as the Board determines appropriate. Each Owner acknowledges that interruptions in Community Systems and services will occur from time to time. Declarant and the Association, or any of their respective successors or assigns shall not be liable for, and no Community System or service user shall be entitled to refund, rebate, discount, or offset in applicable fees for, any interruption in Community Systems and services, regardless of whether or not such interruption is caused by reasons within the service provider’s control. Declarant’s Right to Contribute to Revenues of the Association. Declarant 4.11 shall have the right, but not the obligation, in its sole discretion and from time to time, to contribute to the revenues of the Association. At the option of Declarant, such contribution may be reflected on the books and records of the Association as a loan, in which event it shall be repaid by the Association to Declarant, at the discretion of Declarant. If treated as a loan, the contribution shall accrue interest, compounded monthly, from the date it is made until the date of its repayment, at the short term Applicable Federal Rate (“AFR”), as published by the Internal Revenue Service, and adjusted each month to reflect the AFR for such month. Protection of Declarant’s Interests. Despite any assumption of control of the 4.12 Board by Owners other than Declarant, until the expiration or termination of the Development Period, the Board is prohibited from taking any action which would discriminate against Declarant, or which would be detrimental to the sale of Lots owned by Declarant. Declarant shall be entitled to determine, in its sole and absolute discretion, whether any such action discriminates or is detrimental to Declarant. The Board will be required to continue the same level and quality of maintenance, operations and services as that provided immediately prior to assumption of control of the Board by Owners other than Declarant until the expiration or termination of the Development Period. Administration of Common Area. The administration of the Common Area by 4.13 the Association shall be in accordance with the provisions of Applicable Law and the Restrictions, and of any other agreements, documents, amendments or supplements to the foregoing which may be duly adopted or subsequently required by any institutional or governmental lender, purchaser, insurer or guarantor of mortgage loans (including, for example, the Federal Home Loan Mortgage Corporation) designated by Declarant or by any governmental or quasi-governmental agency having regulatory jurisdiction over the Common -29- AUSTIN_1 \699746 v2 46145-8 GRANADA DECLARATION OF COVENANTS, CONDITIONS AND RESTRICTIONS AUSTIN_1/699746v.3 46145-8 10/22/2013 Area or by any title insurance company selected by Declarant to insure title to any portion of the Common Area. Private Streets. The Association shall be obligated to maintain the Private 4.14 Streets in a good and functioning condition and in compliance with Applicable Law. The Private Streets shall provide perpetual access to all Lots for police and other emergency vehicles, public and private utility maintenance and service personnel, solid waste collection services, the U.S. Postal Service, and government employees in pursuit of their official duties. Access to the Private Streets for the persons and entities referenced in the preceding sentence shall be reasonably provided by the Association. Notices and Disclaimers as to Security Systems. NEITHER THE 4.15 DECLARANT, A HOMEBUILDER, NOR THE ASSOCIATION, OR THEIR SUCCESSORS OR ASSIGNS GUARANTEE OR WARRANT, EXPRESSLY OR IMPLIEDLY, THE MERCHANTABILITY OR FITNESS FOR USE OF ANY SUCH SECURITY SYSTEM OR SERVICES, OR THAT ANY SYSTEM OR SERVICES WILL PREVENT INTRUSIONS NOTIFY AUTHORITIES OF FIRES OR OTHER OCCURRENCES, OR THE CONSEQUENCES OF SUCH OCCURRENCES, REGARDLESS OF WHETHER OR NOT THE SYSTEM OR SERVICES ARE DESIGNED TO MONITOR SAME; AND EVERY OWNER OR RESIDENT OF PROPERTY RECEIVING SECURITY SERVICES THROUGH THE COMMUNITY SYSTEMS ACKNOWLEDGES THAT NEITHER THE DECLARANT, A HOMEBUILDER, NOR THE ASSOCIATION, OR ANY OR THEIR SUCCESSORS OR ASSIGNS ARE INSURERS OF THE OWNER OR RESIDENT’S PROPERTY OR OF THE PROPERTY OF OTHERS LOCATED ON THE LOT AND WILL NOT BE RESPONSIBLE OR LIABLE FOR LOSSES, INJURIES OR DEATHS RESULTING FROM SUCH OCCURRENCES. It is extremely difficult and impractical to determine the actual damages, if any, which may proximately result from a failure on the party of a security service provider to perform any of its obligations with respect to security services and, therefore, every Owner or Resident of property receiving security services through the Community Systems agrees that neither the Declarant, a Homebuilder, nor the Association, or their successors or assigns assumes liability for loss or damage to property or for personal injury or death to persons due to any reason, including, without limitation, failure in transmission of an alarm, interruption of security service or failure to respond to an alarm because of: (a) any failure of the Owner’s security system; (b) any defective or damaged equipment, device, line or circuit; (c) negligence, active or otherwise, of the security service provider or its officers, agents or employees; or (d) fire, flood, riot, war, act of God or other similar causes which are beyond the control of the security service provider. Every Owner and Resident obtaining security services through the Community Systems further agrees for himself, his grantees, tenants, guests, invitees, licensees and family members that if any loss or damage should result from a failure of performance or operation, or from defective performance or operation, or from improper installation, monitoring or servicing of the system, or from negligence, active or otherwise, of the security service provider or its officers, agents, or employees, the liability, if any, of the Declarant, a Homebuilder, the Association, or their -30- AUSTIN_1 \699746 v2 46145-8 GRANADA DECLARATION OF COVENANTS, CONDITIONS AND RESTRICTIONS AUSTIN_1/699746v.3 46145-8 10/22/2013 successors or assigns for loss, damage, injury or death shall be limited to a sum not exceeding Two Hundred Fifty U.S. Dollars ($250.00), which limitation apply irrespective of the cause or origin of the loss or damage and notwithstanding that the loss or damage results directly or indirectly from negligent performance, active or otherwise, or non-performance by an officer, agent or employee of Declarant, a Homebuilder, or the Association, or their successors or assigns. Further, in no event will Declarant, a Homebuilder , the Association, or their successors or assigns be liable for consequential damages, wrongful death, personal injury or commercial loss. ARTICLE 5 INSURANCE Insurance. Each Owner will be required to purchase and maintain 5.01 commercially standard insurance on the Improvements located upon such Owner’s Lot. The Association will not be required to maintain insurance on the Improvements constructed upon any Lot. The Association may, however, obtain such insurance as it may deem necessary, including but not limited to such policies of liability and property damage insurance as the Board, in its discretion, may deem necessary. Insurance premiums for such policies will be a common expense to be included in the assessments levied by the Association. The acquisition of insurance by the Association will be without prejudice to the right and obligation of any Owner to obtain additional individual insurance. Restoration. In the event of any fire or other casualty, unless otherwise 5.02 approved by the ACC, the Owner will promptly repair, restore and replace any damaged or destroyed structures to their same exterior condition existing prior to the damage or destruction thereof. Such repair, restoration or replacement will be commenced and completed in a good and workmanlike manner and diligently pursed to completion using exterior materials identical to those originally used in the structures damaged or destroyed. To the extent that the Owner fails to commence such repair, restoration or replacement of substantial or total damage or destruction within one hundred and twenty (120) days after the occurrence of such damage or destruction, and thereafter prosecute same to completion, or if the Owner does not clean up any debris resulting from any damage within thirty (30) days after the occurrence of such damage, the Association may commence, complete or effect such repair, restoration, replacement or clean-up, and such Owner will be personally liable to the Association for the cost of such work; provided, however, that if the Owner is prohibited or delayed by Applicable Law from commencing such repair, restoration, replacement or clean-up, the rights of the Association under this provision will not arise until the expiration of thirty (30) days after such prohibition or delay is removed. If the Owner fails to pay such cost upon demand by the Association, the cost thereof (plus interest from the date of demand until paid at the maximum lawful rate, or if there is no such maximum lawful rate, than at the rate of one and one-half percent (1½%) per month) will be added to the Assessment chargeable to the -31- AUSTIN_1 \699746 v2 46145-8 GRANADA DECLARATION OF COVENANTS, CONDITIONS AND RESTRICTIONS AUSTIN_1/699746v.3 46145-8 10/22/2013 Owner’s Lot. Any such amounts added to the Assessments chargeable against a Lot will be secured by the liens reserved in the Declaration for Assessments and may be collected by any means provided in this Declaration for the collection of Assessments, including, but not limited to, foreclosure of such liens against the Owner’s Lot.EACH SUCH OWNER WILL INDEMNIFY AND HOLD HARMLESS THE ASSOCIATION AND ITS OFFICERS, DIRECTORS, COMMITTEE MEMBERS, EMPLOYEES AND AGENTS FROM ANY COST, LOSS, DAMAGE, EXPENSE, LIABILITY, CLAIM OR CAUSE OF ACTION INCURRED OR THAT MAY ARISE BY REASON OF THE ASSOCIATION’S ACTS OR ACTIVITIES UNDER THIS SECTION 5.02, EXCEPT FOR SUCH COST, LOSS, DAMAGE, EXPENSE, LIABILITY, CLAIM OR COST OF ACTION ARISING BY REASON OF THE ASSOCIATION’S GROSS NEGLIGENCE OR WILLFUL MISCONDUCT.“GROSS NEGLIGENCE” AS USED HEREIN DOES NOT INCLUDE SIMPLE NEGLIGENCE, CONTRIBUTORY NEGLIGENCE OR SIMILAR NEGLIGENCE SHORT OF ACTUAL GROSS NEGLIGENCE. Mechanic’s and Materialmen’s Lien. Each Owner whose structure is repaired, 5.03 restored, replaced or cleaned up by the Association pursuant to the rights granted under this Article 5, hereby grants to the Association an express mechanic’s and materialmen’s lien for the reasonable cost of such repair, restoration, or replacement of the damaged or destroyed Improvement to the extent that the cost of such repair, restoration or replacement exceeds any insurance proceeds allocable to such repair, restoration or replacement and delivered to the Association. Upon request by the Board, and before the commencement of any reconstruction, repair, restoration or replacement, such Owner will execute all documents sufficient to effectuate such mechanic’s and materialmen’s lien in favor of the Association. ARTICLE 6 COVENANT FOR ASSESSMENTS Assessments. 6.01 Established by Board. Assessments established by the Board pursuant to(a) the provisions of this Article 6 will be levied against each Lot in amounts determined pursuant to Section 6.08 below. The total amount of Assessments will be determined by the Board pursuant to Section 6.03, 6.04, 6.05, 6.06 and/or 6.07. Personal Obligation; Lien. Each Assessment, together with such interest(b) thereon and costs of collection as hereinafter provided, will be the personal obligation of the Owner of the Lot against which the Assessment is levied and will be secured by a lien hereby granted and conveyed by Declarant to the Association against each such Lot and all Improvements thereon. The Association may enforce payment of such Assessments in accordance with the provisions of this Article. -32- AUSTIN_1 \699746 v2 46145-8 GRANADA DECLARATION OF COVENANTS, CONDITIONS AND RESTRICTIONS AUSTIN_1/699746v.3 46145-8 10/22/2013 Maintenance Fund. The Board will establish a maintenance fund into which 6.02 will be deposited all monies paid to the Association and from which disbursements will be made in performing the functions of the Association under this Declaration. The funds of the Association may be used for any purpose authorized by the Restrictions and the Applicable Law. Regular Assessments. Prior to the beginning of each fiscal year, the Board will 6.03 estimate the expenses to be incurred by the Association during such year in performing its functions and exercising its powers under the Restrictions, including, but not limited to, the cost of all management, repair and maintenance, the cost of providing street and other lighting, the cost of administering and enforcing the Restrictions, and will estimate the amount needed to maintain a reasonable provision for contingencies and an appropriate replacement reserve, and will give due consideration to any expected income and any surplus from the prior year’s fund. Regular Assessments sufficient to pay such estimated net expenses will then be levied at the level set by the Board in its sole and absolute discretion, and the Board’s determination will be final and binding so long as it is made in good faith. If the sums collected prove inadequate for any reason, including nonpayment of any Individual Assessment by any Owner, the Association may at any time, and from time to time, levy further Regular Assessments in the same manner. All such Regular Assessments will be due and payable to the Association at the beginning of the fiscal year or during the fiscal year in equal monthly installments on or before the first day of each month, or in such other manner as the Board may designate in its sole and absolute discretion. Working Capital Assessment. Each Owner (other than Declarant) of a Lot will 6.04 pay a one-time working capital assessment to the Association in such amount as may be determined by the Board from time to time in its sole and absolute discretion. Such working capital assessment need not be uniform among all Lots, and the Board is expressly authorized to levy working capital assessments of varying amounts depending on the size, use and general character of the Lots then being made subject to the levy. The levy of any working capital assessment will be effective only upon the Recordation of a written notice, signed by a duly authorized officer of the Association, setting forth the amount of the working capital assessment and the Lots to which it applies. Notwithstanding the foregoing provision, the following transfers will not be subject to the working capital assessment: (i) foreclosure of a deed of trust lien, tax lien, or the Association’s assessment lien; (ii) transfer to, from, or by the Association; (iii) voluntary transfer by an Owner to one or more co-owners, or to the Owner’s spouse, child, or parent. Additionally, an Owner who (i) is a Homebuilder; or (ii) acquires a Lot for the purpose of resale to a Homebuilder (a “Development Owner”) will not be subject to the working capital assessment; however, the working capital assessment will be payable by any Owner who acquires a Lot from a Homebuilder or Development Owner for residential living purposes or by any Owner who: (i) acquires a Lot and is not in the business of constructing single-family -33- AUSTIN_1 \699746 v2 46145-8 GRANADA DECLARATION OF COVENANTS, CONDITIONS AND RESTRICTIONS AUSTIN_1/699746v.3 46145-8 10/22/2013 residences for resale to a third party; or (ii) who acquires the Lot for any purpose other than constructing a single-family residence thereon for resale to a third party. The working capital assessment will be in addition to, not in lieu of, any other assessments levied in accordance with this Article 6 and will not be considered an advance payment of such assessments. The working capital assessment hereunder will be due and payable by the transferee to the Association immediately upon each transfer of title to the Lot, including upon transfer of title from one Owner of such Lot to any subsequent purchaser or transferee thereof. The Declarant during the Development Period, and thereafter the Board, will have the power to waive the payment of any working capital assessment attributable to a Lot (or all Lots) by the Recordation of a waiver notice, which waiver may be temporary or permanent. Amenity Reimbursement Fee. Each Owner who acquires a Lot from the 6.05 Declarant will pay a one-time amenity reimbursement fee to the Declarant in the amount of $750.00 per Lot owned by such Owner. The amenity reimbursement fee will be in addition to, not in lieu of, any other Assessments levied in accordance with this Article 6 and will not be considered an advance payment of any such Assessments. The amenity reimbursement fee is part of the consideration for the transfer of the Lot from Declarant to the Owner. The amenity reimbursement fee will be due and payable to the Declarant immediately upon transfer of title to the Lot. Declarant may the payment of any amenity reimbursement fee attributable to a Lot by the recordation in the Official Public Records of Tarrant County, Texas, of a waiver notice executed by the Declarant. Special Assessments. In addition to the regular annual Assessments provided 6.06 for above, the Board may levy special Assessments whenever in the Board’s opinion such special Assessments are necessary to enable the Board to carry out the functions of the Association under the Restrictions. The amount of any special Assessments will be at the reasonable discretion of the Board. In addition to the special Assessments authorized above, the Association may, in any fiscal year, levy a special Assessment applicable to that fiscal year only for the purpose of defraying, in whole or in part, the cost of any construction, reconstruction, repair or replacement of a capital improvement upon the Common Area. Individual Assessments. In addition to any other Assessments, the Board may 6.07 levy an Individual Assessment against an Owner and the Owner’s Lot. Individual Assessments may include, but are not limited to: interest, late charges, and collection costs on delinquent Assessments; reimbursement for costs incurred in bringing an Owner or the Owner’s Lot into compliance with the Declaration; fines for violations of the Restrictions; transfer-related fees and resale certificate fees; fees for estoppel letters and project documents; insurance deductibles; reimbursement for damage or waste caused by willful or negligent acts of the Owner, the Owner’s guests, invitees or Residents of the Owner’s Lot; common expenses that benefit fewer than all of the Lots, which may be assessed according to benefit received; fees or charges levied against the Association on a per-Lot basis; and “pass through” expenses -34- AUSTIN_1 \699746 v2 46145-8 GRANADA DECLARATION OF COVENANTS, CONDITIONS AND RESTRICTIONS AUSTIN_1/699746v.3 46145-8 10/22/2013 for services to Lots provided through the Association and which are equitably paid by each Lot according to the benefit received. Amount of Assessment. 6.08 Assessments to be Levied. The Board shall levy Assessments against each(a) “Assessment Unit” (as defined in Section 6.08(b) below). Unless otherwise provided in this Declaration, Assessments levied pursuant to Section 6.03 and Section 6.06 shall be levied uniformly against each Assessment Unit allocated to a Lot. Assessment Unit. Each Lot shall constitute one “Assessment Unit” unless(b) otherwise provided in Section 6.08(c) and (d). Assessment Exemption. Notwithstanding anything in this Declaration to the(c) contrary, no Assessments shall be levied upon Lots owned by Declarant. Other Exemptions. Declarant may, in its sole discretion, elect to: (i) exempt any(d) un-platted or unimproved portion of the Property or any Lot from any Assessments levied or charged pursuant to this Article 6; or (ii) delay the levy of Assessments against any un-platted, unimproved or improved portion of the Property. Declarant or the Board may also exempt any portion of the Property which is dedicated and accepted by public authority from Assessments. Late Charges. If any Assessment is not paid by the due date applicable thereto, 6.09 the Owner responsible for the payment may be required by the Board, at the Board’s election at any time and from time to time, to pay a late charge in such amount as the Board may designate, and the late charge (and any reasonable handling costs) will be levied as an Individual Assessment against the Lot owned by such Owner, collectible in the manner as provided for collection of Assessments, including foreclosure of the lien against such Lot; provided, however, such charge will never exceed the maximum charge permitted under Applicable Law. Owner’s Personal Obligation; Interest. Assessments levied as provided for 6.10 herein will be the personal and individual debt of the Owner of the Lot against which are levied such Assessments. No Owner may exempt himself from liability for such Assessments. In the event of default in the payment of any such Assessment, the Owner of the Lot will be obligated to pay interest on the amount of the Assessment at the highest rate allowed by applicable usury laws then in effect on the amount of the Assessment from the due date therefor (or if there is no such highest rate, then at the rate of one and one half percent (1 1/2%)per month), together with all costs and expenses of collection, including reasonable attorney’s fees. Such amounts will be levied as an Individual Assessment against the Lot owned by such Owner. -35- AUSTIN_1 \699746 v2 46145-8 GRANADA DECLARATION OF COVENANTS, CONDITIONS AND RESTRICTIONS AUSTIN_1/699746v.3 46145-8 10/22/2013 Assessment Lien and Foreclosure. The payment of all sums assessed in the 6.11 manner provided in this Article is, together with late charges as provided in Section 6.09 and interest as provided in Section 6.10 hereof and all costs of collection, including attorney's fees as herein provided, secured by the continuing Assessment lien granted to the Association pursuant to Section 6.01(b) above, and will bind each Lot in the hands of the Owner thereof, and such Owner’s heirs, personal representatives, successors or assigns. The aforesaid lien will be superior to all other liens and charges against such Lot, except only for: (i) tax liens; (ii) all sums secured by a first mortgage lien or first deed of trust lien of record, to the extent such lien secures sums borrowed for the acquisition or improvement of the Lot in question and (iii) home equity loans or home equity lines of credit which are secured by a second mortgage lien or second deed of trust lien of record; provided that, in the case of subparagraphs (ii) and (iii) above, such Mortgage was Recorded before the delinquent Assessment was due. The Association will have the power to subordinate the aforesaid Assessment lien to any other lien. Such power will be entirely discretionary with the Board, and such subordination may be signed by an officer, agent, or attorney of the Association. The Association may, at its option and without prejudice to the priority or enforceability of the Assessment lien granted hereunder, prepare a written notice of Assessment lien setting forth the amount of the unpaid indebtedness, the name of the Owner of the Lot covered by such lien and a description of the Lot. Such notice may be signed by one of the officers, agents, or attorneys of the Association and will be Recorded. Each Owner, by accepting a deed or ownership interest to a Lot subject to this Declaration, will be deemed conclusively to have granted a power of sale to the Association to secure and enforce the Assessment lien granted hereunder. The Assessment liens and rights to foreclosure thereof will be in addition to and not in substitution of any other rights and remedies the Association may have by law and under this Declaration, including the rights of the Association to institute suit against such Owner personally obligated to pay the Assessment and/or for foreclosure of the aforesaid lien. In any foreclosure proceeding, such Owner will be required to pay the costs, expenses and reasonable attorney's fees incurred. The Association will have the power to bid (in cash or by credit against the amount secured by the lien) on the property at foreclosure or other legal sale and to acquire, hold, lease, mortgage, convey or otherwise deal with the same. Upon the written request of any Mortgagee, the Association will report to said Mortgagee any unpaid Assessments remaining unpaid for longer than sixty (60) days after the same are due. The lien hereunder will not be affected by the sale or transfer of any Lot; except, however, that in the event of foreclosure of any lien superior to the Assessment lien, the lien for any Assessments that were due and payable before the foreclosure sale will be extinguished, provided that past-due Assessments will be paid out of the proceeds of such foreclosure sale only to the extent that funds are available after the satisfaction of the indebtedness secured by the Mortgage. The provisions of the preceding sentence will not, however, relieve any subsequent Owner (including any Mortgagee or other purchaser at a foreclosure sale) from paying Assessments becoming due and payable after the foreclosure sale. Upon payment of all sums secured by a lien of the type described in this Section 6.11, the Association will upon the request of the Owner execute a release of lien -36- AUSTIN_1 \699746 v2 46145-8 GRANADA DECLARATION OF COVENANTS, CONDITIONS AND RESTRICTIONS AUSTIN_1/699746v.3 46145-8 10/22/2013 relating to any lien for which written notice has been Recorded as provided above, except in circumstances in which the Association has already foreclosed such lien. Such release will be signed by an officer, agent, or attorney of the Association. In addition to the lien hereby retained, in the event of nonpayment by any Owner of any Assessment and after the lapse of at least twelve (12) days since such payment was due, the Association may, upon five (5) days’ prior written notice (which may run concurrently with such twelve (12) day period) to such Owner, in addition to all other rights and remedies available pursuant to Applicable Law, terminate, in such manner as the Board deems appropriate, any utility or cable service provided through the Association and not paid for directly by a Owner or Resident to the utility provider. Such notice will consist of a separate mailing or hand delivery at least five (5) days prior to a stated date of disconnection, with the title “termination notice” or similar language prominently displayed on the notice. The notice will include the office or street address where the Owner or the Resident of the Owner’s Lot can make arrangements for payment of the bill and for reconnection of service. Utility or cable service will not be disconnected on a day, or immediately preceding a day, when personnel are not available for the purpose of collection and reconnecting such services. Except as otherwise provided by Applicable Law, the sale or transfer of a Lot will not relieve the Owner of such Lot or such Owner’s transferee from liability for any Assessments thereafter becoming due or from the lien associated therewith. If an Owner conveys its Lot and on the date of such conveyance Assessments against the Lot remain unpaid, or said Owner owes other sums or fees under this Declaration to the Association, the Owner will pay such amounts to the Association out of the sales price of the Lot, and such sums will be paid in preference to any other charges against the Lot other than liens superior to the Assessment lien and charges in favor of the State of Texas or a political subdivision thereof for taxes on the Lot which are due and unpaid. The Owner conveying such Lot will remain personally liable for all such sums until the same are fully paid, regardless of whether the transferee of the Lot also assumes the obligation to pay such amounts. The Board may adopt an administrative transfer fee to cover the expenses associated with updating the Association’s records upon the transfer of a Lot to a third party; provided, however, that no transfer fee will be due upon the transfer of a Lot from Declarant to a third party. Yes, the Association can foreclose on your Lot! If you fail to pay assessments to the Association, you may lose title to your Lot if the Association forecloses its assessment lien. Exempt Property. The following area within the Property will be exempt from 6.12 the Assessments provided for in this Article: All area dedicated and accepted by a public authority;(a) The Common Area; and(b) -37- AUSTIN_1 \699746 v2 46145-8 GRANADA DECLARATION OF COVENANTS, CONDITIONS AND RESTRICTIONS AUSTIN_1/699746v.3 46145-8 10/22/2013 Any portion of the Property owned by Declarant.(c) Fines and Damages Assessment. 6.13 Board Assessment. The Board may assess fines against an Owner for violations(a) of the Restrictions which have been committed by an Owner, a Resident, or the Owner or Residents guests, agents or invitees. Any fine and/or charge for damage levied in accordance with this Section 6.13 will be considered an Individual Assessment pursuant to this Declaration. Each day of violation may be considered a separate violation if the violation continues after written notice to the Owner. The Board may assess damage charges against an Owner for pecuniary loss to the Association from property damage or destruction of Common Area or any facilities located by the Owner, Resident, or their guests, agents, or invitees. The Manager will have authority to send notices to alleged violators, informing them of their violations and asking them to comply with the Rules and/or informing them of potential or probable fines or damage assessments. The Board may from time to time adopt a schedule of fines. Procedure. The procedure for assessment of fines and damage charges will be(b) as follows: the Association, acting through an officer, Board member or Manager,(i) must give the Owner notice of the fine or damage charge not later than thirty (30) days after the assessment of the fine or damage charge by the Board; the notice of the fine or damage charge must describe the violation or(ii) damage; the notice of the fine or damage charge must state the amount of the fine(iii) or damage charge; the notice of a fine or damage charge must state that the Owner will have(iv) thirty (30) days from the date of the notice to request a hearing before the Board to contest the fine or damage charge; and the notice of a fine must allow the Owner a reasonable time, by a(v) specified date, to cure the violation (if the violation is capable of being remedied) and avoid the fine unless the Owner was given notice and a reasonable opportunity to cure a similar violation within the preceding six (6) months. Due Date. Fine and/or damage charges are due immediately after the expiration(c) of the thirty (30) day period for requesting a hearing. If a hearing is requested, such fines or -38- AUSTIN_1 \699746 v2 46145-8 GRANADA DECLARATION OF COVENANTS, CONDITIONS AND RESTRICTIONS AUSTIN_1/699746v.3 46145-8 10/22/2013 damage charges will be due immediately after the Board’s decision at such hearing, assuming that a fine or damage charge of some amount is confirmed by the Board at such hearing. Lien Created. The payment of each fine and/or damage charge levied by the(d) Board against the Owner of a Lot is, together with interest as provided in Section 6.10 hereof and all costs of collection, including attorney’s fees as herein provided, secured by the lien granted to the Association pursuant to Section 6.01(b) of this Declaration. Unless otherwise provided in this Section 6.13, the fine and/or damage charge will be considered an Assessment for the purpose of this Article, and will be enforced in accordance with the terms and provisions governing the enforcement of assessments pursuant to this Article 6. ARTICLE 7 ARCHITECTURAL CONTROL COMMITTEE Until Declarant and/or the Town Manager delegate their right to appoint and remove all members of the ACC to the Board as provided in Section 7.02(a) below, the ACC will be acting solely in Declarant's and the Town Manager’s, as applicable, interest and will owe no duty to any other Owner or the Association. Construction of Improvements. No Improvement may be erected, placed, 7.01 constructed, painted, altered, modified or remodeled on any Lot, and no Lot may be re-subdivided or consolidated with other Lots or Property, by anyone other than Declarant without the prior written approval of the ACC. Architectural Control Committee. 7.02 Composition. The ACC will be composed at least three (3) persons (who(a) need not be Members or Owners) appointed as provided below, who will review Improvements proposed to be made by any Owner other than Declarant. Declarant will have the right to appoint and remove (with or without cause) two (2) members of the ACC and the Town Manager will have the right to appoint and remove (with or without cause) one (1) member of the ACC. Declarant and the Town Manager may assign their right to appoint members of the ACC to the Association by Recorded written instrument, and thereafter, the Board will have the right to appoint and remove (with or without cause) the members of the ACC. Any assignment by Declarant of the right to appoint and remove two (2) members of the ACC may be withdrawn until expiration of twelve (12) months after the expiration of the Development Period. If Declarant withdraws its assignment of the right to appoint and remove two (2) members of the ACC, then on the date of such withdrawal, Declarant will have the right to appoint and remove (with or without cause) two (2) members of the ACC. Declarant’s right to appoint two (2) members of the ACC will automatically be assigned to the Association upon the expiration of twelve (12) months after the expiration of the Development Period. The Town Manager will have the right to -39- AUSTIN_1 \699746 v2 46145-8 GRANADA DECLARATION OF COVENANTS, CONDITIONS AND RESTRICTIONS AUSTIN_1/699746v.3 46145-8 10/22/2013 appoint and remove one (1) member of the ACC until the Town Manager assigns such right to the Board. Declarant and the Town Manager, jointly, may create and assign specific duties and responsibilities to one or more sub-committees consisting of members and/or nonmembers of the ACC. In the event responsibilities and duties are assigned to a sub-committee, those responsibilities and duties will no longer be discharged by the ACC unless the sub-committee exercising such duties and responsibilities is dissolved by Declarant and the Town Manager. The right to create, dissolve, and appoint members of such sub-committees will reside exclusively with Declarant and the Town Manager until such time as Declarant or the Town Manager, as applicable, assign their rights to appoint members of the ACC to the Association. The ACC will have the right to employ consultants and advisors as it deems necessary or appropriate. Submission and Approval of Plans and Specifications. Construction(b) plans and specifications or, when an Owner desires solely to re-subdivide or consolidate Lots, a proposal for such re-subdivision or consolidation, will be submitted in accordance with the Design Guidelines or any additional rules adopted by the ACC together with any review fee which is imposed by the ACC in accordance with Section 7.02(c) to the ACC,at such address as may hereafter be designated in writing from time to time. No re-subdivision or consolidation will be made, nor any Improvement placed or allowed on any Lot, until the plans and specifications thereof have been approved in writing by a Majority of the members of the ACC. The ACC may, in reviewing such plans and specifications consider any information that it deems proper; including, without limitation, any permits, environmental impact statements or percolation tests that may be required by the ACC or any other entity; and harmony of external design and location in relation to surrounding structures, topography, vegetation, and finished grade elevation. The ACC may postpone its review of any plans and specifications submitted for approval pending receipt of any information or material which the ACC, in its sole discretion, may require. Site plans must be approved by the ACC prior to the clearing of any Lot, or the construction of any Improvements. The ACC may refuse to approve plans and specifications for proposed Improvements, or for the re-subdivision or consolidation of any Lot on any grounds that, in the sole and absolute discretion of the ACC, are deemed sufficient, including, but not limited to, purely aesthetic grounds. Notwithstanding any provision to the contrary in the Declaration, the ACC may issue an approval to Homebuilders for the construction of Improvements based on the review and approval of plan types and adopt a procedure which differs from the procedures for review and approval of Improvements set forth in this Declaration. Design Guidelines. Declarant may adopt the initial Design Guidelines.(c) The Majority of the ACC, including the member of the ACC appointed by the Town Manager (unless the Town Manager has assigned its right to appoint a member of the ACC to the Association when, in such event, a Majority of the ACC) will have the power from -40- AUSTIN_1 \699746 v2 46145-8 GRANADA DECLARATION OF COVENANTS, CONDITIONS AND RESTRICTIONS AUSTIN_1/699746v.3 46145-8 10/22/2013 time, to adopt (unless previously adopted by Declarant), amend, modify, or supplement the Design Guidelines. In the event of any conflict between the terms and provisions of the Design Guidelines and the terms and provisions of this Declaration, the terms and provisions of this Declaration will control. In addition, the ACC will have the power and authority to impose a fee for the review of plans, specifications and other documents and information submitted to it pursuant to the terms of this Declaration. Such charges will be held by the ACC and used to defray the administrative expenses incurred by the ACC in performing its duties hereunder; provided, however, that any excess funds held by the ACC will be distributed to the Association at the end of each calendar year. The ACC will not be required to review any plans until a complete submittal package, as required by this Declaration and the Design Guidelines, is assembled and submitted to the ACC. The ACC will have the authority to adopt such additional procedural and substantive rules and guidelines (including, without limitation, the imposition of any requirements for certificates of compliance or completion relating to any Improvement and the right to approve in advance any contractor selected for the construction of Improvements), not in conflict with this Declaration, as it may deem necessary or appropriate in connection with the performance of its duties hereunder. Actions of the ACC. The ACC may, by resolution unanimously adopted(d) in writing, designate one or more of its members, or an agent acting on its behalf, to take any action or perform any duties for and on behalf of the ACC, except the granting of variances. In the absence of such designation, the vote of a Majority of all of the members of the ACC taken at a duly constituted meeting will constitute an act of the ACC. Failure to Act. In the event that any plans and specifications are(e) submitted to the ACC as provided herein, and the ACC fails either to approve or reject such plans and specifications for a period of sixty (60) days following such submission, rejection of such plans and specifications by the ACC will be presumed. In furtherance, and not in limitation, of the foregoing, any failure of the ACC to act upon a request for a variance will not be deemed a consent to such variance, and the ACC’s written approval of all requests for variances will be expressly required. Variances. The ACC may grant variances from compliance with any of(f) the provisions of the Design Guidelines or this Declaration, when, in the opinion of the ACC, in its sole and absolute discretion, such variance is justified. All variances must be evidenced in writing and must be signed by at least a Majority of the members of the ACC, including the member of the ACC appointed by the Town Manager (unless the Town Manager has assigned its right to appoint a member of the ACC to the Association when, in such event, a Majority of the ACC may approve variances). Each variance must also be Recorded; provided however, that failure to record a variance will not affect the validity thereof or give rise to any claim or cause of action against the ACC, including the Declarant or its designee, the Town Manager or its designee, the Association, or the Board. If a -41- AUSTIN_1 \699746 v2 46145-8 GRANADA DECLARATION OF COVENANTS, CONDITIONS AND RESTRICTIONS AUSTIN_1/699746v.3 46145-8 10/22/2013 variance is granted, no violation of the covenants, conditions, or restrictions contained in this Declaration or the Design Guidelines will be deemed to have occurred with respect to the matter for which the variance was granted. The granting of such variance will not operate to waive or amend any of the terms and provisions of this Declaration or the Design Guidelines for any purpose except as to the particular property and in the particular instance covered by the variance, and such variance will not be considered to establish a precedent for any future waiver, modification, or amendment of the terms and provisions of this Declaration or the Design Guidelines. Duration of Approval. Unless otherwise directed by the ACC, the(g) approval of the ACC of any plans and specifications, and any variances granted by the ACC, will be valid for a period of one hundred and eighty (180) days only. If construction in accordance with such plans and specifications or variance is not commenced within such one hundred and eighty (180) day period and diligently prosecuted to completion, the Owner will be required to resubmit such plans and specifications or request for a variance to the ACC, and the ACC will have the authority to re-evaluate such plans and specifications in accordance with this Section 7.02(g) and may, in addition, consider any change in circumstances which may have occurred since the time of the original approval. No Waiver of Future Approvals. The approval of the ACC to any plans(h) or specifications for any work done or proposed in connection with any matter requiring the approval or consent of the ACC will not be deemed to constitute a waiver of any right to withhold approval or consent as to any plans and specifications on any other matter, subsequently or additionally submitted for approval by the same or a different person, nor will such approval or consent be deemed to establish a precedent for future approvals by the ACC. Non-Liability of Committee Members. NEITHER DECLARANT, THE(i) TOWN MANAGER, THE ACC, NOR ANY PARTNER, EMPLOYEE, DIRECTOR, OFFICER, COMMITTEE MEMBER, OR AGENT WILL BE LIABLE TO ANY OWNER OR TO ANY OTHER PERSON FOR ANY LOSS, DAMAGE OR INJURY ARISING OUT OF THE PERFORMANCE OF THE ACC’S DUTIES UNDER THIS DECLARATION. ARTICLE 8 MORTGAGE PROVISIONS The following provisions are for the benefit of holders, insurers and guarantors of first Mortgages on Lots within the Property. The provisions of this Article apply to the Declaration and the Bylaws of the Association. Notice of Action. An institutional holder, insurer, or guarantor of a first 8.01 Mortgage which provides a written request to the Association (such request to state the name -42- AUSTIN_1 \699746 v2 46145-8 GRANADA DECLARATION OF COVENANTS, CONDITIONS AND RESTRICTIONS AUSTIN_1/699746v.3 46145-8 10/22/2013 and address of such holder, insurer, or guarantor and the street address of the Lot to which its Mortgage relates (thereby becoming an “Eligible Mortgage Holder”), will be entitled to timely written notice of: Any condemnation loss or any casualty loss which affects a material(a) portion of the Property or which affects any Lot on which there is an Eligible Mortgage held, insured, or guaranteed by such Eligible Mortgage Holder; or Any delinquency in the payment of assessments or charges owed for a(b) Lot subject to the Mortgage of such Eligible Mortgage Holder, where such delinquency has continued for a period of sixty (60) days, or any other violation of the Restrictions relating to such Lot or the Owner or Resident which is not cured within sixty (60) days; or Any lapse, cancellation, or material modification of any insurance policy(c) maintained by the Association. Examination of Books. The Association will permit Mortgagees to examine the 8.02 books and records of the Association during normal business hours. Taxes, Assessments and Charges. All taxes, assessments and charges that may 8.03 become liens prior to first lien mortgages under Applicable Law will relate only to the individual Lots and not to any other portion of the Property. ARTICLE 9 GENERAL PROVISIONS Term. The terms, covenants, conditions, restrictions, easements, charges, and 9.01 liens set out in this Declaration will run with and bind the Property, and will inure to the benefit of and be enforceable by the Association, and every Owner, including Declarant, and their respective legal representatives, heirs, successors, and assigns, for a term beginning on the date this Declaration is Recorded, and continuing through and including January 1, 2067, after which time this Declaration will be automatically extended for successive periods of ten (10) years unless a change (the word “change” meaning a termination, or change of term or renewal term) is approved in a resolution adopted by Members entitled to cast at least sixty-seven percent (67%) of the total number of votes of the Association, voting in person or by proxy at a meeting duly called for such purpose, written notice of which will be given to all Members at least thirty (30) days in advance and will set forth the purpose of such meeting; provided, however, that such change will be effective only upon the Recording of a certified copy of such resolution. Notwithstanding any provision in this Section 9.01 to the contrary, if any provision of this Declaration would be unlawful, void, or voidable by reason of any Applicable Law restricting the period of time that covenants on land may be enforced, such provision will expire (twenty one) 21 years after the death of the last survivor of the now living descendants of Elizabeth II, Queen of England. -43- AUSTIN_1 \699746 v2 46145-8 GRANADA DECLARATION OF COVENANTS, CONDITIONS AND RESTRICTIONS AUSTIN_1/699746v.3 46145-8 10/22/2013 Eminent Domain. In the event it becomes necessary for any public authority to 9.02 acquire all or any part of the Common Area for any public purpose during the period this Declaration is in effect, the Board is hereby authorized to negotiate with such public authority for such acquisition and to execute instruments necessary for that purpose. Should acquisitions by eminent domain become necessary, only the Board need be made a party, and in any event the proceeds received will be held by the Association for the benefit of the Owners. In the event any proceeds attributable to acquisition of Common Area are paid to Owners, such payments will be allocated on the basis of Assessment Units and paid jointly to the Owners and the holders of Mortgages or deeds of trust on the respective Lot. Amendment. This Declaration may be amended or terminated by the 9.03 Recording of an instrument executed and acknowledged by: (i) Declarant acting alone; or (ii) by the president and secretary of the Association setting forth the amendment and certifying that such amendment has been approved by Declarant (until expiration or termination of the Development Period) and Members entitled to cast at least sixty-seven percent (67%) of the number of votes entitled to be cast by members of the Association. Notwithstanding the foregoing, any amendment which would remove the Town Manager’s right to appoint and remove members of the ACC or otherwise affect the Town’s rights under this Declaration must be approved by the written consent of the Town. No amendment will be effective without the written consent of Declarant, its successors or assigns, during the Development Period. Specifically, and not by way of limitation, Declarant may unilaterally amend this Declaration: (i) to bring any provision into compliance with Applicable Law; (ii) to enable any reputable title insurance company to issue title insurance coverage on any Lot; (iii) to enable any institutional or governmental lender, purchaser, insurer or guarantor of mortgage loans, including, for example, the Federal Home Loan Mortgage Corporation, to make, purchase, insure or guarantee mortgage loans on Lots; or (iv) to comply with any requirements promulgated by a local, state or governmental agency, including, for example, the Department of Housing and Urban Development. Conceptual Plans. All master plans, site plans, brochures, illustrations, 9.04 information and marketing materials relating to the Property (collectively, the “Conceptual Plans”) are conceptual in nature and are intended to be used for illustrative purposes only. The land uses and Improvements reflected on the Conceptual Plans are subject to change at any time and from time to time, and it is expressly agreed and understood that land uses within the Property may include uses which are not shown on the Conceptual Plans. Neither Declarant nor any Homebuilder or other developer of any portion of the Property makes any representation or warranty concerning such land uses and Improvements shown on the Conceptual Plans or otherwise planned for the Property and it is expressly agreed and understood that no Owner will be entitled to rely upon the Conceptual Plans in making the decision to purchase any land or Improvements within the Property. Each Owner who acquires a Lot within the Property acknowledges that development of the Property will likely extend over many years, and agrees that the Association will not engage in, or use Association -44- AUSTIN_1 \699746 v2 46145-8 GRANADA DECLARATION OF COVENANTS, CONDITIONS AND RESTRICTIONS AUSTIN_1/699746v.3 46145-8 10/22/2013 funds to support, protest, challenge, or make any other form of objection to development of the Property or changes in the Conceptual Plans as they may be amended or modified from time to time. Party Wall Fences. A fence or wall located on or near the dividing line between 9.05 two (2) Lots and intended to benefit both Lots constitutes a “Party Wall” and, to the extent not inconsistent with the provisions of this Section 9.05, is subject to the general rules of law regarding party walls and liability for property damage due to negligence, willful acts, or omissions. Encroachments & Easement. If the Party Wall is on one Lot due to an error in(a) construction, the Party Wall is nevertheless deemed to be on the dividing line for purposes of this Section 9.05. Each Lot sharing a Party Wall is subject to an easement for the existence and continuance of any encroachment by the Party Wall as a result of construction, repair, shifting, settlement, or movement in any portion of the Party Wall, so that the encroachment may remain undisturbed as long as the Party Wall stands. Each Lot is subject to a reciprocal easement for the maintenance, repair, replacement, or reconstruction of the Party Wall. Right to Repair. If the Party Wall is damaged or destroyed from any cause, the(b) Owner of either Lot may repair or rebuild the Party Wall to its previous condition, and the Owners of both Lots, their successors and assigns, have the right to the full use of the repaired or rebuilt Party Wall. Maintenance Costs. The Owners of the adjoining Lots share equally the costs of(c) repair, reconstruction, or replacement of the Party Wall, subject to the right of one Owner to call for larger contribution from the other under any rule of law regarding liability for negligence or willful acts or omissions. If an Owner is responsible for damage to or destruction of the Party Wall, that Owner will bear the entire cost of repair, reconstruction, or replacement. If an Owner fails or refuses to pay his share of costs of repair or replacement of the Party Wall, the Owner advancing monies has a right to file a claim of lien for the monies advanced in the Official Public Records of Tarrant County, Texas, and has the right to foreclose the lien as if it were a mechanic’s lien. The right of an Owner to require contribution from another Owner under this Section 9.05 is appurtenant to the Lot and passes to the Owner’s successors in title. Alterations. The Owner of a Lot sharing a Party Wall may not cut openings in(d) the Party Wall or alter or change the Party Wall in any manner that affects the use, condition, or appearance of the Party Wall to the adjoining Lot. The Party Wall will always remain in the same location as when erected unless otherwise approved by the Owner of each Lot sharing the Party Wall and the ACC. Enforcement. The Association and the Declarant will have the right to enforce, 9.06 by a proceeding at law or in equity, the Restrictions. Failure to enforce any right, provision, -45- AUSTIN_1 \699746 v2 46145-8 GRANADA DECLARATION OF COVENANTS, CONDITIONS AND RESTRICTIONS AUSTIN_1/699746v.3 46145-8 10/22/2013 covenant, or condition set forth in the Restrictions will not constitute a waiver of the right to enforce such right, provision, covenants or condition in the future. Higher Authority. The terms and provisions of this Declaration are subordinate 9.07 to Applicable Law. Generally, the terms and provisions of this Declaration are enforceable to the extent they do not violate or conflict with Applicable Law. Severability. If any provision of this Declaration is held to be invalid by any 9.08 court of competent jurisdiction, such invalidity will not affect the validity of any other provision of this Declaration, or, to the extent permitted by Applicable Law, the validity of such provision as applied to any other person or entity. Conflicts. If there is any conflict between the provisions of this Declaration, the 9.09 Certificate, the Bylaws, or any Rules adopted pursuant to the terms of such documents, the provisions of this Declaration, the Certificate, the Bylaws, and the Rules, in such order, will govern. Gender. Whenever the context so requires, all words herein in the male gender 9.10 will be deemed to include the female or neuter gender, all singular words will include the plural, and all plural words will include the singular. Acceptance by Grantees. Each grantee of Declarant of a Lot or other real 9.11 property interest in the Property, by the acceptance of a deed of conveyance, or each subsequent purchaser, accepts the same subject to all terms, restrictions, conditions, covenants, reservations, easements, liens and charges, and the jurisdiction rights and powers created or reserved by this Declaration or to whom this Declaration is subject, and all rights, benefits and privileges of every character hereby granted, created, reserved or declared. Furthermore, each grantee agrees that no assignee or successor to Declarant hereunder will have any liability for any act or omission of Declarant which occurred prior to the effective date of any such succession or assignment. All impositions and obligations hereby imposed will constitute covenants running with the land within the Property, and will bind any person having at any time any interest or estate in the Property, and will inure to the benefit of each Owner in like manner as though the provisions of this Declaration were recited and stipulated at length in each and every deed of conveyance. -46- AUSTIN_1 \699746 v2 46145-8 GRANADA DECLARATION OF COVENANTS, CONDITIONS AND RESTRICTIONS AUSTIN_1/699746v.3 46145-8 10/22/2013 Damage and Destruction. 9.12 Claims. Promptly after damage or destruction by fire or other casualty to(a) all or any part of the Common Area covered by insurance, the Board, or its duly authorized agent, will proceed with the filing and adjustment of all claims arising under such insurance and obtain reliable and detailed estimates of the cost of repair of the damage. Repair, as used in this Section 9.11(a), means repairing or restoring the Common Area to substantially the same condition as existed prior to the fire or other casualty. Repair Obligations. Any damage to or destruction of the Common Area(b) will be repaired unless a Majority of the Board decides within sixty (60) days after the casualty not to repair. If for any reason either the amount of the insurance proceeds to be paid as a result of such damage or destruction, or reliable and detailed estimates of the cost of repair, or both, are not made available to the Association within said period, then the period will be extended until such information will be made available. Restoration. In the event that it should be determined by the Board that(c) the damage or destruction of the Common Area will not be repaired and no alternative Improvements are authorized, then the affected portion of the Common Area will be restored to its natural state and maintained as an undeveloped portion of the Common Area by the Association in a neat and attractive condition. Special Assessment. If insurance proceeds are paid to restore or repair(d) any damaged or destroyed Common Area, and such proceeds are not sufficient to defray the cost of such repair or restoration, the Board will levy a Special Assessment, as provided in Article 6, against all Owners. Additional Assessments may be made in like manner at any time during or following the completion of any repair. Proceeds Payable to Owners. In the event that any proceeds of insurance(e) policies are paid to Owners as a result of any damage or destruction to any Common Area, such payments will be allocated based on Assessment Units and paid jointly to the Owners and the holders of Mortgages or deeds of trust on their Lots. No Partition. Except as may be permitted in this Declaration or amendments 9.13 thereto, no physical partition of the Common Area or any part will be permitted, nor will any person acquiring any interest in the Property or any part seek any such judicial partition unless the Property in question has been removed from the provisions of this Declaration pursuant to Section 11.04 below. This Section 9.13 will not be construed to prohibit the Board from acquiring and disposing of tangible personal property or from acquiring title to real property that may or may not be subject to this Declaration. Notices. Any notice permitted or required to be given to any person by this 9.14 Declaration will be in writing and may be delivered either personally or by mail, or as -47- AUSTIN_1 \699746 v2 46145-8 GRANADA DECLARATION OF COVENANTS, CONDITIONS AND RESTRICTIONS AUSTIN_1/699746v.3 46145-8 10/22/2013 otherwise required by Applicable Law. If delivery is made by mail, it will be deemed to have been delivered on the third (3rd) day (other than a Sunday or legal holiday) after a copy of the same has been deposited in the United States mail, postage prepaid, addressed to the person at the address given by such person to the Association for the purpose of service of notices. Such address may be changed from time to time by notice in writing given by such person to the Association. View Impairment. Neither Declarant nor the Association guarantee or 9.15 represent that any view over and across the Lots, or any open space or Common Area within the Property will be preserved without impairment. Neither the Declarant, the ACC, and the Association shall have no obligation to relocate, prune, or thin trees or other landscaping. The Association (with respect to any Common Area) will have the right to add trees and other landscaping from time to time, subject to Applicable Law. There shall be no express or implied easements for view purposes or for the passage of light and air. Safety and Security. Each Owner and Resident of a Lot, and their respective 9.16 guests and invitees, shall be responsible for their own personal safety and the security of their property within the Property. The Association may, but shall not be obligated to, maintain or support certain activities within the Property designed to promote or enhance the level of safety or security which each person provides for himself or herself and his or her property. However, neither the Association nor Declarant shall in any way be considered insurers or guarantors of safety or security within the Property, nor shall either be held liable for any loss or damage by reason of failure to provide adequate security or ineffectiveness of security measures undertaken. ARTICLE 10 EASEMENTS Right of Ingress and Egress. Declarant, its agents, employees and designees 10.01 will have a right of ingress and egress over and the right of access to the Common Area to the extent necessary to use the Common Area and the right to such other temporary uses of the Common Area as may be required or reasonably desirable (as determined by Declarant in its sole discretion) in connection with the construction and development of the Property. The Property shall be subject to a perpetual non-exclusive easement for the installation and maintenance, including the right to read meters, service or repair lines and equipment, and to do everything and anything necessary to properly maintain and furnish the Community Systems and the facilities pertinent and necessary to the same, which easement shall run in favor of Declarant. Declarant shall have the right, but not the obligation, to install and provide the Community Systems and to provide the services available through the Community Systems to any and all Lots within the Property. Neither the Association nor any Owner shall have any interest therein. Any or all of such services may be provided either directly through the Association and paid for as part of the Assessments or directly to Declarant, any affiliate of -48- AUSTIN_1 \699746 v2 46145-8 GRANADA DECLARATION OF COVENANTS, CONDITIONS AND RESTRICTIONS AUSTIN_1/699746v.3 46145-8 10/22/2013 Declarant, or a third party, by the Owner who receives the services. The Community Systems shall be the property of Declarant unless transferred by Declarant, whereupon any proceeds of such transfer shall belong to Declarant. Declarant shall have the right but not the obligation to convey, transfer, sell or assign all or any portion of the Community Systems or all or any portion of the rights, duties or obligations with respect thereto, to the Association or to any Person. The rights of Declarant with respect to the Community Systems installed by Declarant and the services provided through such Community Systems are exclusive, and no other Person may provide such services through the Community Systems installed by Declarant without the prior written consent of Declarant. In recognition of the fact that interruptions in Community Systems services will occur from time to time, no person or entity described above shall in any manner be liable, and no user of any Community System shall be entitled to any refund, rebate, discount or offset in applicable fees, for any interruption in Community Systems services, regardless of whether or not same is caused by reasons within the control of the then-provider of such services. Reserved Easements. All dedications, limitations, restrictions and reservations 10.02 shown on any Plat and all grants and dedications of easements, rights-of-way, restrictions and related rights made by Declarant prior to the Property becoming subject to this Declaration are incorporated herein by reference and made a part of this Declaration for all purposes as if fully set forth herein, and will be construed as being adopted in each and every contract, deed or conveyance executed or to be executed by or on behalf of Declarant. Declarant reserves the right to relocate, make changes in, and additions to said easements, rights-of-way, dedications, limitations, reservations and grants for the purpose of most efficiently and economically developing the Property. Utility Easements. Declarant hereby reserves unto itself and Declarant’s 10.03 successors and assigns a perpetual non-exclusive easement over and across the Property for: (i) the installation, operation and maintenance of utilities and associated infrastructure to serve the Property and any other property owned by Declarant; (ii) the installation, operation and maintenance of cable lines and associated infrastructure for sending and receiving data and/or other electronic signals, security and similar services to serve the Property and any other property owned by Declarant; and (iii) the installation, operation and maintenance of, roadways, gates, walkways, pathways and trails, drainage systems, street lights and signage to serve the Property and any other property owned by Declarant. Declarant will be entitled to unilaterally assign the easements reserved hereunder to any third party who owns, operates or maintains the facilities and Improvements described in (i) through (iii) of this Section 10.03. The exercise of the easement reserved herein will not extend to permitting entry into any residence, nor will it unreasonably interfere with the use of any Lot or residence or Improvement constructed thereon. Roadway and Utility Easements. Declarant reserves the right to create, locate, 10.04 relocate, construct, erect, and maintain or cause to be created, located, relocated, constructed, -49- AUSTIN_1 \699746 v2 46145-8 GRANADA DECLARATION OF COVENANTS, CONDITIONS AND RESTRICTIONS AUSTIN_1/699746v.3 46145-8 10/22/2013 erected, and maintained in and on any portion of the Property then owned by Declarant or any streets maintained by the Association, or areas conveyed to the Association, or areas reserved or held as Common Area, roadways, sewer lines, water lines, electrical lines and conduits, and other pipelines, conduits, wires, and any public utility function beneath or above the surface of the ground with the right of access to the same at any time for the purposes of repair and maintenance. Subdivision Entry and Fencing Easement. Declarant reserves for itself and the 10.05 Association, an easement over and across the Property for the installation, maintenance, repair or replacement of certain subdivision entry facilities and fencing which serves the Property. Declarant will have the right, from time to time, to Record a written notice which identifies the subdivision entry facilities fencing to which the easement reserved hereunder applies. Declarant may designate all or any portion of the subdivision entry facilities and/or fencing as Common Area by Recorded written notice. The exercise of the easements reserved hereunder will not extend to permitting entry into any residence, nor will it unreasonably interfere with the use of any Lot or residence or Improvement constructed thereon. Landscape, Monumentation and Signage Easement. Declarant hereby 10.06 reserves an easement over and across the Property for the installation, maintenance, repair or replacement of landscaping, monumentation and signage which serve the Property and any other property owned by Declarant. Declarant will have the right, from time to time, to Record a written notice which identifies the landscaping, monumentation, or signage to which the easement reserved hereunder applies. Declarant may designate all or any portion of the landscaping, monumentation, or signage easement as Common Area. Declarant as Attorney in Fact. To secure and facilitate Declarant’s exercise of 10.07 the rights reserved by Declarant pursuant to the terms and provisions of this Declaration, each Owner, by accepting a deed to a Lot and each Mortgagee, by accepting the benefits of a Mortgage against a Lot, and any other third party by acceptance of the benefits of a mortgage, deed of trust, mechanic’s lien contract, mechanic’s lien claim, vendor’s lien and/or any other security interest against any Lot, will thereby be deemed to have appointed Declarant such Owner’s, Mortgagee’s, and third party’s irrevocable attorney-in-fact, with full power of substitution, to do and perform, each and every act permitted or required to be performed by Declarant pursuant to the terms of this Declaration. The power thereby vested in Declarant as attorney-in-fact for each Owner, Mortgagee and/or third party, will be deemed, conclusively, to be coupled with an interest and will survive the dissolution, termination, insolvency, bankruptcy, incompetency and death of an Owner, Mortgagee and/or third party and will be binding upon the legal representatives, administrators, executors, successors, heirs and assigns of each such party. The aforesaid power shall be vested in Declarant, its successors and assigns, for a period of twenty-five (25) years from the date the first Lot is conveyed to an individual purchaser, or until the expiration or termination of the Development Period, whichever occurs first.Declarant hereby reserves for itself, its successors and assigns the right -50- AUSTIN_1 \699746 v2 46145-8 GRANADA DECLARATION OF COVENANTS, CONDITIONS AND RESTRICTIONS AUSTIN_1/699746v.3 46145-8 10/22/2013 to execute on behalf of each Owner, Mortgagee, and third party claiming a legal or equitable interest in the Common Area, any such agreements, documents, amendments or supplements to the Restrictions which may be required by any institutional or governmental lender, purchaser, insurer or guarantor of mortgage loans (including, for example, the Federal Home Loan Mortgage Corporation) designated by Declarant or by any governmental or quasi-governmental agency having regulatory jurisdiction over the Common Area or by any title insurance company selected by Declarant to insure title to any portion of the Common Area. ARTICLE 11 DEVELOPMENT RIGHTS Development by Declarant. It is contemplated that the Property will be 11.01 developed pursuant to a plan, which may, from time to time, be amended or modified. Declarant reserves the right, but will not be obligated, to create and/or designate Lots and Common Areas and to subdivide with respect to any of the Property pursuant to the terms of this Section 11.01, subject to any limitations imposed on portions of the Property by any applicable Plat. These rights may be exercised with respect to any portions of the Property. As each area is developed or dedicated, Declarant may designate the use, classification and such additional covenants, conditions and restrictions as Declarant may deem appropriate for that area. Special Declarant Rights. Notwithstanding any provision of this Declaration to 11.02 the contrary, at all times, Declarant will have the right and privilege: (i) to erect and maintain advertising signs (illuminated or non-illuminated), sales flags, other sales devices and banners for the purpose of aiding the sale of Lots in the Property; (ii) to maintain Improvements upon Lots as sales, model, management, business and construction offices; and (iii) to maintain and locate construction trailers and construction tools and equipment within the Property. The construction, placement or maintenance of Improvements by Declarant will not be considered a nuisance, and Declarant hereby reserves the right and privilege for itself to conduct the activities enumerated in this Section 11.02 until two (2) years after expiration or termination of the Development Period. Addition of Land. Declarant may, at any time and from time to time, add 11.03 additional lands to the Property. Upon the filing of a notice of addition of land, such land will be considered part of the Property for purposes of this Declaration, and such added lands will be considered part of the Property subject to this Declaration and the terms, covenants, conditions, restrictions and obligations set forth in this Declaration, and the rights, privileges, duties and liabilities of the persons subject to this Declaration will be the same with respect to such added land as with respect to the lands originally covered by this Declaration. To add lands to the Property, Declarant will be required only to Record a notice of addition of land containing the following provisions: -51- AUSTIN_1 \699746 v2 46145-8 GRANADA DECLARATION OF COVENANTS, CONDITIONS AND RESTRICTIONS AUSTIN_1/699746v.3 46145-8 10/22/2013 A reference to this Declaration, which reference will state the document(a) number or volume and initial page number of the Official Public Records of Tarrant County wherein this Declaration is Recorded; A statement that such land will be considered Property for purposes of(b) this Declaration, and that all of the terms, covenants, conditions, restrictions and obligations of this Declaration will apply to the added land; and A legal description of the added land.(c) Withdrawal of Land. Declarant may, at any time and from time to time, reduce 11.04 or withdraw from the Property, and remove and exclude from the burden of this Declaration and the jurisdiction of the Association any portion of the Property. Upon any such withdrawal and renewal this Declaration and the covenants conditions, restrictions and obligations set forth herein will no longer apply to the portion of the Property withdrawn. To withdraw lands from the Property hereunder, Declarant will be required only to Record a notice of withdrawal of land containing the following provisions: A reference to this Declaration, which reference will state the document(a) number or volume and initial page number of the Official Public Records of Tarrant County wherein this Declaration is recorded; A statement that the provisions of this Declaration will no longer apply(b) to the withdrawn land; and A legal description of the withdrawn land.(c) Assignment of Declarant’s Rights. Notwithstanding any provision in this 11.05 Declaration to the contrary, Declarant may, by written instrument, assign, in whole or in part, any of its privileges, exemptions, rights and duties under this Declaration to any person or entity and may permit the participation, in whole, in part, exclusively, or non-exclusively, by any other person or entity in any of its privileges, exemptions, rights and duties hereunder. [SIGNATURE PAGE FOLLOWS] -52- AUSTIN_1 \699746 v2 46145-8 GRANADA DECLARATION OF COVENANTS, CONDITIONS AND RESTRICTIONS AUSTIN_1/699746v.3 46145-8 10/22/2013 EXECUTED to be effective on the date this instrument is Recorded. DECLARANT: MAGUIRE PARTNERS – SOLANA LAND, L.P., a Texas limited partnership By: Printed Name: Title: THE STATE OF TEXAS § COUNTY OF ____________§ This instrument was acknowledged before me on this _______ day of __________________, 2013, by ___________________________, ___________________________ of MAGUIRE PARTNERS – SOLANA LAND, L.P.,a Texas limited partnership, on behalf of said limited partnership. (seal)Notary Public, State of Texas -53- AUSTIN_1 \699746 v2 46145-8 GRANADA DECLARATION OF COVENANTS, CONDITIONS AND RESTRICTIONS AUSTIN_1/699746v.3 46145-8 10/22/2013 Document comparison by W orkshare Compare on Tuesday, October 22, 2013 6:45:45 PM Input: Document 1 ID PowerDocs://AUSTIN_1/699746/2 Description AUSTIN_1-#699746-v2-[Centurion]_Declaration_of_Cove nants_Conditions_and_Restrictions_[Granada][5/13] Document 2 ID PowerDocs://AUSTIN_1/699746/3 Description AUSTIN_1-#699746-v3-[Centurion]_Declaration_of_Cove nants_Conditions_and_Restrictions_[Granada][5/13] Rendering set Standard Legend: Insertion Deletion Moved from Moved to Style change Format change Moved deletion Inserted cell Deleted cell Moved cell Split/Merged cell Padding cell Statistics: Count Insertions 18 Deletions 7 Moved from 0 Moved to 0 Style change 0 Format changed 0 Total changes 25 Page 1 of 2 TOWN OF WESTLAKE RESOLUTION 13- 33 A RESOLUTION BY THE TOWN COUNCIL OF THE TOWN OF WESTLAKE, TEXAS, APPROVING DEED RESTRICTIONS INCLUDING DESIGN GUIDELINES, AS WELL AS DECLARATION OF COVENANTS, CONDITIONS, AND RESTRICIONS FOR GRANADA, A RESIDENTIAL DEVELOPMENT LOCATED IN PD1-3 ZONING DISTRICT, ON AN 84 ACRE TRACT LOCATED AT THE NORTHEAST CORNER OF FM 1938 DAVIS BOULEVARD AND DOVE ROAD. WHEREAS, the Town of Westlake is experiencing planned growth through the attraction of economic development projects such as Fidelity Investments and Deloitte University, residential developments such as Vaquero, Glenwyck Farms, Terra Bella, and Granada which are consistent with the Town’s Comprehensive Plan, and WHEREAS, the Town of Westlake (Town) and Maguire Partners, L.P. (the Developer) desire to foster a cooperative partnership to continue this planned growth through a standards that ensure high quality development within the Town in the development known as Granada (the zoning for which was approved in Ordinance No. 693 approved on February 25, 2013), and WHEREAS, Section 14.1 of said Ordinance No. 693 requires establishment of an Architectural Control Committee for Granada of which the Town will have at least one (1) member appointed by the Town Manager, and WHEREAS, the Town Council approved the preliminary plat for Granada on June 25, 2013, and now wishes to approve the Deed Restrictions including Design Guidelines as well as Declaration of Covenants, Conditions, and Restrictions for Granada as required by zoning Ordinance No. 693 for Granada, and WHEREAS, the Town Council finds that the passage of this Resolution is in the best interest of the citizens of Westlake. NOW, THEREFORE, BE IT RESOLVED BY THE TOWN COUNCIL OF THE TOWN OF WESTLAKE, TEXAS: SECTION 1. THAT, all matters stated in the Recitals hereinabove are found to be true and correct and are incorporated herein by reference as if copied in their entirety. SECTION 2. THAT, the Town Council of the Town of Westlake, Texas, hereby approves the Granada Design Guidelines attached hereto as Exhibit “A”; as well as the Granada Declaration of Covenants, Conditions and Restrictions attached hereto as Exhibit “B”. Page 2 of 2 PASSED AND APPROVED ON THIS 28TH DAY OF OCTOBER, 2013. ___________________________________ Laura Wheat, Mayor ATTEST: ________________________________ ___________________________________ Kelly Edwards, TRMC, Town Secretary Thomas E. Brymer, Town Manager APPROVED AS TO FORM: ________________________________ Stan Lowry, Town Attorney EXECUTIVE SESSION The Council will conduct a closed session pursuant to Texas Government Code, annotated, Chapter 551, Subchapter D for the following: a. Section 551.071(2) Consultation with Attorney - to seek advice of counsel on legal matters involving pending or contemplated litigation, settlement offers, or other legal matters not related directly to litigation or settlement. Pending or contemplated litigation and settlement offers include but are not limited to the following: Westlake Academy Facility Expansion b. Section 551.071 (2) Consultation with Attorney on a matter in which the duty of the attorney to the governmental body under the Texas Disciplinary Rules of Professional Conduct of the State Bar of Texas clearly conflicts with the is Chapter including but are not limited to the following: Town of Westlake Certificate of Convenience & Necessity (CCN) for water and sewer service. c. Section 551.071(2) Consultation with Attorney - to seek advice of counsel on legal matters involving pending or contemplated litigation, settlement offers, or other legal matters not related directly to litigation or settlement. Pending or contemplated litigation and settlement offers include but are not limited to the following: Trophy Club Municipal District Number 1 d. Section 551.087: Deliberation Regarding Economic Development Negotiations – to deliberate the offer of a financial or other incentive to a business prospect. Town of Westlake Item # 9 – Executive Session Town of Westlake Item # 10 – Reconvene Meeting The Council will conduct a closed session pursuant to Texas Government Code, annotated, Chapter 551, Subchapter D for the following: a. Section 551.071(2) Consultation with Attorney - to seek advice of counsel on legal matters involving pending or contemplated litigation, settlement offers, or other legal matters not related directly to litigation or settlement. Pending or contemplated litigation and settlement offers include but are not limited to the following: Westlake Academy Facility Expansion b. Section 551.071 (2) Consultation with Attorney on a matter in which the duty of the attorney to the governmental body under the Texas Disciplinary Rules of Professional Conduct of the State Bar of Texas clearly conflicts with the is Chapter including but are not limited to the following: Town of Westlake Certificate of Convenience & Necessity (CCN) for water and sewer service. c. Section 551.071(2) Consultation with Attorney - to seek advice of counsel on legal matters involving pending or contemplated litigation, settlement offers, or other legal matters not related directly to litigation or settlement. Pending or contemplated litigation and settlement offers include but are not limited to the following: Trophy Club Municipal District Number 1 d. Section 551.087: Deliberation Regarding Economic Development Negotiations – to deliberate the offer of a financial or other incentive to a business prospect. Town of Westlake Item # 11 – Take any Necessary Action, if needed FUTURE AGENDA ITEMS: Any Council member may request at a workshop and / or Council meeting, under “Future Agenda Item Requests”, an agenda item for a future Council meeting. The Council Member making the request will contact the Town Manager with the requested item and the Town Manager will list it on the agenda. At the meeting, the requesting Council Member will explain the item, the need for Council discussion of the item, the item’s relationship to the Council’s strategic priorities, and the amount of estimated staff time necessary to prepare for Council discussion. If the requesting Council Member receives a second, the Town Manager will place the item on the Council agenda calendar allowing for adequate time for staff preparation on the agenda item. - None Town of Westlake Item #12 - Future Agenda Items COUNCIL CALENDAR  Solana Free Fall Movie Night (Oz: The Great & Powerful; rated PG) October 24, 2013; 7:00 pm Village Circle Retail Garden  WA Last Home Football Game & Senior Night October 25, 2013; 4:30 pm WA Athletic Fields  Westlake Academy’s Monster Mash hosted by the HOC October 26, 2013; 5:00 – 10:30 pm Westlake Academy campus  Zoning Board of Adjustments & Town Council Meeting October 28, 2013  Stagecoach Hills Neighborhood Meeting October 29, 2013; 7:00 pm Home of Ms. Alice Benson  Westlake Baja (rescheduled from 10/15 due to rain) November 4, 2013; 5:00 pm Vaquero Club  Town Council Meeting November 11, 2013  Glenwyck Farms Neighborhood Town Meeting November 12, 2013; 7:00 pm Home of Paul & Kerin Beauchamp  WA Board of Trustees Meeting November 14, 2013 (rescheduled from 11/4) Town of Westlake Item # 13 – Council Calendar Town of Westlake Item # 14 – Adjournment Back up material has not been provided for this item.