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River Ridge/PP-CS 931015REPUBLIC PROPERTY GROUP, INC. October 15, 1993 Mr. Bobby Rollings Donald A. Berg Investments 13760 Noel Road Suite 620 Dallas, Texas 75240-4320 Re: River Ridge Addition Riverchase Coppell, Texas Dear Bobby: As per our conversation, River Ridge addition is included in the RiverchaseOwners Association. Also included in RiverchaseOwners Association are the following City of Coppell developments: 1) 2) 3) 4) Riverchase Estates, Eagle Point Village, Fairways at Riverchase, and Northlake Woodlands East. Enclosed is a copy of the: 1) Owners agreement between Riverchase Owners Association and the City of Coppell, and; 2) Certified Copy of the bylaws for Riverchase Owners Association. Should you have any questions in this regard, please call. Sincerely, sJ Enclosures (2) xc~ Bill Roberds 8440 Walnut Hill Lane, 8th Floor · Lock Box 3 · Dallas, Texas 75231 · (214) 373-6666 · Fax (214) 691-4023 RIVERCHASE OWNERS ASSOCIATION, INC. BYLAWS ARTICLE I DEFINITIONS The following words when used in these bylaws, unless a different meaning or intent clearly appears from the context, shall have the following meanings: "Act" shall mean and refer to the Texas Non-Profit Corporation Act, Articles 1396-1.01 through 1396-11.01, Vernons Tex. Ann. Civil Statutes, and all amendments and additions thereto. "ARC" shall mean the Architectural Review Committee established pursuant to the provisions of Article XI of the Declaration. "Association" shall mean and refer to Riverchase Owners Association, a Texas non-profit corporation. "Article$" shall mean and refer to the Articles of Incorporation of the Association. "Common Area" shall have the meaning given to it in the Declaration. "Declarant" shall mean and refer to RPG Estates, Ltd., a Texas limited partnership, its successors and any assignee, other than an Owner, who shall receive by assignment from the said RPG Estates, Ltd. all, or a portion, of its rights hereunder as such Declarant, by an instrument expressly assigning such rights as Declarant to such assignee. "Member" or "Owner" shall mean and refer to each and every person or entity who is alone or together with other persons or entities a record title owner of a fee or undivided fee interest in any Lot, Condominium Unit, Apartment Complex, Tract, Commercial Building (as those terms are defined in the Declaration), or any lot, tract or parcel of real estate out of or part of the Property; provided, however, the terms "Member" or "Owner" shall not include any person or entity holding a bona fide lien or security interest in a Lot, Condominium Unit, Apartment Complex, Tract or any lot, tract or parcel of real estate out of or a part of the Property as security for the performance of an obligation but may include the Declarant. DRR07937 "Property" shall mean and refer to the land and premises in the City of Coppell, Dallas County, Texas, as defined in the Declaration. "Declaration" shall mean and refer to that certain Declaration of Covenants, Conditions and Restrictions for Riverchase applicable to the Property and recorded in Volume 85073, Page 4039 of the Deed Records of Dallas County, Texas, and as the same may be amended or supplemented from time to time as therein provided. ARTICLE II OFFICES Section 1. The registered office of the Association shall be located in the City of Dallas, County of Dallas, State of Texas. Section 2. The Association may also have offices at such other places, within and without the State of Texas, as the board of directors may from time to time determine or as the business of the Association may require. ARTICLE III MEMBERSHIP Section 1. Membership. Each Member shall be a member of the Association. Membership shall be appurtenant to and may not be separated from the ownership of the real property which is subject to assessment by the Association. Ownership of such real property interest, as provided in the Declaration, shall be the sole qualification for membership. The Association shall have three classes of voting membership, Class A Membership, Class B Membership and Class C Membership, as provided in Section 3.03 of the Declaration. Section 2. Suspension of Membership. During any pefiod in which a Member shall be in default in the payment of any annual or special assessment levied by the Association, the voting fights and fight to use of the Common Area of such Member may be suspended by the Board of Directors until such assessment has been paid. Such rights of a Member may also be suspended, after notice and hearing, for a period not to exceed thirty (30) days, for violation of any rules and regulations established by the Board of Directors governing the use of the Common Properties and facilities. ARTICLE IV PROPERTY RIGHTS: RIGHTS OF ENJOYMENT Section 1. Use of Properties. Each Member shall be entitled to the use and enjoyment of the properties and facilities owned by the Association from time to time as provided in the Declaration. Any Member may delegate his fights of enjoyment of properties and facilities to DRR07937 -2- the members of his family, his tenants or contract purchasers, who reside on his Lot. Such Member shall notify the Secretary in writing of the name of any such delegee. The rights and privileges of such delegee are subject to suspension to the same extent as those of the Member. ARTICLE V BOARD OF DIRECTORS: SELECTION: TERM OF OFFICE Section 1. Number. The affairs of this Association shall be managed by a Board of three (3) directors until the annual meeting in 1993, and thereafter the number of directors shall be established by the Board at each annual meeting, which number shall never be less than three (3). Section 2. Election. At the first annual meeting (in 1993) and each annual meeting thereafter until the directors are elected solely by the Class A and Class B Members, the Members shall elect three directors for a term of one (1) year each. At the first annual meeting following the date upon which all directors are to be elected solely by Class A and Class B Members, the Class A and Class B Members shall elect five directors who shall serve for the following terms: The three directors receiving the highest number of votes shall each serve for a term of two years, and the remaining two directors shall each serve for a term of one year. At each annual meeting thereafter, the Class A and Class B Members shall elect new directors to fill any vacancy created by expired terms of existing directors in a manner so that the Corporation will at all times have five directors, all of whom shall have two-year terms; provided, that the number of directors shall be subject to adjustment from time to time as determined the Board under Section 1 of this Article V above. Section 3. Removal. Any director may be r~moved from the Board, with or without cause, by a majority vote of the Members of the Association. In the event of death, resignation or removal of a director, his successor shall be selected by the remaining members of the Board and shall serve for the unexpired term of his predecessor. Section 4. Compensation. No director shall receive compensation for any service he may render to the Association. However, any director may be reimbursed for his actual expenses incurred in the performance of his duties. Section 5. Action Taken Without a Meeting. The directors shall have the right to take any action in the absence of a meeting which they could take at a meeting by obtaining the written approval of all the directors. Any action so approved shall have the same effect as though taken at a meeting of the directors. DRR07937 -3- ARTICLE VI MEETINGS OF DIRECTORS Section 1. Regular Meetings. Regular meetings of the Board of Directors shall be held monthly without notice, at such place and hour as may be fixed from time to time by resolution of the Board. Should said meeting fall upon a legal holiday, then that meeting shall be held at the same time on the next day which is not a legal holiday. Section 2. Special Meetings. Special meetings of the Board of Directors shall be held when called by the President of the Association, or by any two directors, after not less than three (3) days written notice delivered to each director. Section 3. Quorum. A majority of the number of directors shall constitute a quorum for the transaction of business. Every act or decision done or made by a majority of the directors present at a duly held meeting at which a quorum is present shall be regarded as the act of the Board. ARTICLE VII NOMINATION AND ELECTION OF DIRECTORS Section I. Nomination. Nomination for election to the Board of Directors shall be made by a Nominating Committee. Nominations may also be made from the floor at the annual meeting. The Nominating Committee shall consist of a chairman, who shall be a member of the Board of Directors, and two or more Members of the Association. The Nominating Committee shall be appointed by the Board of Directors pr/or to each annual meeting of the Members, to serve from the close of such annual meeting until the close of the next annual meeting and such appointment shall be announced at each annual meeting. The Nominating Committee shall make as many nominations for election to the Board of Directors as it shall in its discretion determine, but not less than the number of vacancies that are to be filled. Such nominations may be made from among Members or non-members. Section 2. Election. Election to the Board of Directors shall be by secret written ballot. At such election the Members or their proxies may cast, in respect to each vacancy, as many votes as they are entitled to exercise under the provisions of the Declaration. The persons receiving the largest number of votes shall be elected. Cumulative voting is not permitted. ARTICLE VIII POWERS AND DUTIES OF THE BOARD OF DIRECTORS Section 1. Powers. The Board of Directors shall have power to: DRR07937 -4- (a) adopt and publish rules and regulations governing the use of the properties and facilities of the Association, and the personal conduct of the Members and their guests thereon, and to establish penalties for the infraction thereof; (b) exercise for the Association all powers, duties and authority vested in or delegated to this Association and not reserved to the membership by other provisions of these Bylaws, the Articles, or the Declaration; (c) declare the office of a Member of the Board of Directors to be vacant in the event such member shall be absent from three (3) consecutive regular meetings of the Board of Directors; and (d) employ a manager, an independent contractor, or such other employees as they deem necessary, and to prescribe their duties. Section 2. Duties. It shall be the duty of the Board of Directors to: (a) cause to be kept a complete record of all its acts and corporate affairs and to present a statement thereof to the Members at the annual meeting of the Members or at any special meeting, when such statement is r~uested in writing by one-fourth (1/4) of the Class A Members who are entitled to vote; Co) supervise all officers, agents and employees of this Association, and to see that their duties are properly performed; (c) as more fully provided herein, and in the Declaration, to: (i) fix the amount of the annual assessment against each owner in advance of each annual assessment period, and fix the amount of all special assessments and default assessments, as provided in Article IV of the Declaration; and (ii) send written notice of each assessment to every Owner subject thereto at least thirty (30) days in advance of each annual assessment period; (d) issue, or to cause an appropriate officer to issue, upon demand by any person, a certificate setting forth whether or not any assessment has been paid. A reasonable charge may be made by the Board for the issuance of these certificates. If a certificate states an assessment has been paid, such certificate shall be conclusive evidence of such payment; (e) procure and maintain adequate liability and hazard insurance on property owned by the Association; (f) cause all officers or employees having fiscal responsibilities to be bonded, as it may deem appropriate; and DRR07937 -5- (g) cause the Common Area to be maintained as provided in the Declaration. ARTICLE IX COMMITrEES Section 1. The ARC and other Committees. The Board of Directors shall appoint the ARC, as provided in the Declaration, and a Nominating Committee, as provided in these Bylaws. In addition, the Board of Directors may appoint other committees as deemed appropriate in carrying out its purposes, such as: (a) A Recreation Committee which shall advise the Board of Directors on all matters pertaining to the recreational program and activities of the Association and shall perform such other functions as the Board, in its discretion, determines; Co) A Maintenance Committee which shall advise the Board of Directors on all matters pertaining to the maintenance, repair or improvement of the Properties, and shall perform such other functions as the Board in its discretion determines; (c) A Publicity Committee which shall inform the Members of all activities and functions of the Association, and shall, after consulting with the Board of Directors, make such public releases and announcements as are in the best interests of the Association; and (d) An Audit Committee which shall supervise the annual audit of the Association's books and approve the annual budget and statement of income and expenditures to be presented to the membership at its regular annual meeting, as provided in Article XI, Section 8 hereof. The Treasurer shall be an ex officio member of the Committee. Section 2. Complaints from Members It shall be the duty of each committee to receive complaints from Members on any matter involving Association functions, duties, and activities within its field of responsibility. It shall dispose of such complaints as it deems appropriate or refer them to such other committee, director or officer of the Association as is further concerned with the matter presented. ARTICLE X MEETINGS OF MEMBERS Section 1. Place 0fMeetings Meetings of the Members for the election of directors shall be held at the offices of the Association in the City of Dallas, State of Texas, or at such other location within the City of Dallas, State of Texas, as shall be stated in the notice of the meeting or in a duly executed waiver of notice thereof. Meetings of Members for any other purpose may be held at such place, within or without the State of Texas, and at such time as shall be stated in the notice of the meeting, or in a duly executed waiver of notice thereof. DRR07937 -6- Section 2.. Annual Meetings. Annual meetings of Members, commencing with the year 1993 shall be held on the second Tuesday of April if not a legal holiday, and if a legal holiday, then on the next secular day following at a time set by the President, at which they shall elect by a plurality vote a Board of Directors, and transact such other business as may properly be brought before the meeting. Section 3. Special Meetings. Special meetings of the Members may be called by the President, the Board of Directors and shall be called by the Secretary upon written request of Members entitled to cast one-fourth (1/4) of all of the votes of the entire membership or who are entitled to cast one-fourth (1/4) of the votes of the Class A membership. Section 4. Notice. Written or printed notice stating the place, day and hour of the meeting and, in the case of a special meeting, the purpose or purposes for which the meeting is called, shall be delivered not less than ten nor more than fifty days before the day of the meeting, either personally or by mail, by or at the direction of the President, the Secretary, or the officer or person calling the meeting, to each Member entitled to vote at such meeting. Section 5. Purpose. Business transacted at any special meeting shall be confined to the purposes stated in the notice thereof. Section 6. Quorum. The presence at any meeting of Members entitled to cast one-tenth (1/10) of the votes of each class of membership, represented in person or by proxy, shall constitute a quorum at meetings of Members except as otherwise provided in the Declaration or the Articles. If, however, a quorum shall not be present or represented at any meeting of the Members, the Members present in person or represented by proxy shall have power to adjourn the meeting from time to time, without notice other than announcement at the meeting, until a quorum shall be present or represented. At such adjourned meeting at which a quorum shall be present or represented any business may be transacted which might have been transacted at the meeting as originally notified. Section 7. Majority Vote. The vote of Members entitled to cast a majority of the votes thus represented at a meeting at which a quorum is present shall be the act of the Members meeting, unless the vote of a greater number is required by law, the Declaration or the Articles. Section 8. Voting Rights. Each Member may cast as many votes as he is entitled to exercise under the terms and provisions of the Articles on each matter submitted to a vote at a meeting of Members, except to the extent that the voting rights of any Member have been suspended in accordance with these Bylaws. At each election for directors every Member entitled to vote at such election shall have the right to cast as many votes as he is entitled to exercise under the terms and provisions of the Articles, in person or by proxy, for as many persons as there are directors to be elected and for whose election he has a right to vote, and Members of the Association are expressly prohibited from cumulating their votes in any election for directors of the Association. DRR07937 -7- Section 9. Proxies. A Member may vote in person or by proxy executed in writing by the Member or by his duly authorized attorney in fact. No proxy shall be valid after eleven (11) months from the date of its execution unless otherwise provided in the proxy. Each proxy shall be revocable unless expressly provided therein to be irrevocable, and in no event shall it remain irrevocable for a period of more than eleven (11) months from the date of its execution. Section 10. List of Members. The officer or agent having charge of the corporate books shall make, at least ten (10) days before each meeting of Members, a complete list of the Members entitled to vote at such meeting or any adjournment thereof, arranged in alphabetical order, with the address of each, which list, for a period of ten (10) days prior to such meeting, shall be kept on file at the principal office of the Association and shall be subject to inspection by any Member at any time during the usual business hours. Such list shall also be produced and kept open at the time and place of the meeting and shall be subject to the inspection of any Member during the whole time of the Meeting. Section 11. Record Date. The Board of Directors may fix in advance a date, not exceeding fifty (50) days preceding the date of any meeting of Members, as a record date for the determination of the Members entitled to notice of, and to vote at, any such meeting, and any adjournment thereof, and in such case such Members and only such Members as shall be Members of record on the date so fixed shall be entitled to such notice of, and to vote at, such meeting and any adjournment thereof, notwithstanding any change of membership on the books of the Association after any such record date fixed as aforesaid. Section 12. Action Without Meeting. Any action required by the statutes to be taken at a meeting of the Members, or any action which may be taken at a meeting of the Members, may be taken without a meeting if a consent in writing, setting forth the action so taken, shall be signed by all of the Members whose vote is required for the approval of the subject-matter thereof, and such consent shall have the same force and effect as a vote of Members. Section 13. Conflict. Any conflict between orie or more provisions of these Bylaws and one or more provisions of the Articles shall be resolved in favor of the provision(s) set forth in the Articles. ARTICLE XI OFFICERS AND THEIR DUTIES Section 1. Enumeration of Offices. The officers of this Association shall be a President and Vice President, who shall at all times be members of the Board of Directors, a Secretary, and a Treasurer, and such other officers as the Board may from time to time by resolution create. Section 2. Election of Officers. The election of officers shall take place at the first meeting of the Board of Directors following each annual meeting of the Members. DRR07937 -8- Section 3. Term. The officers of this Association shall be elected annually by the Board and each shall hold office for one (1) year unless he shall sooner resign, or shall be removed, or otherwise disqualified to serve. Section 4. Special Appointments. The Board may elect such other officers as the affairs of the Association may require, each of whom shall hold office for such period, have such authority, and perform such duties as the Board may, from time to time, determine. Section 5. Resignation and Removal. Any officer may be removed from office with or without cause by the Board. Any officer may resign at any time by giving written notice to the Board, the President or the Secretary. Such resignation shall take effect on the date of receipt of such notice or at any later time specified therein, and unless otherwise specified therein, the acceptance of such resignation shall not be necessary to make it effective. Section 6. Vacancies. A vacancy in any office may be filled in the manner prescribed for regular election. The officer elected to such vacancy shall serve for the remainder of the term of the officer he replaces. Section 7. Multiple Offices. The offices of Secretary and Treasurer may be held by the same person. No person shall simultaneously hold more than one of any of the other offices except in the case of special offices created pursuant to Section 4 of this Article. Section 8. Duties. The duties of the officers are as follows: President (a) The President shall preside at all meetings of the Board of Directors, shall see that orders and resolutions of the Board are carried out, shall sign all leases, mortgages, deeds and other written instruments and shall co-sign all checks and promissory notes. Vice President (b) The Vice President shall act in the place and stead of the President in the event of his absence, inability or refusal to act, and shall exercise and discharge such other duties as may be required of him by the Board. Secretary (c) The Secretary shall record the votes and keep the minutes of all meetings and proceedings of the Board and of the Members; keep the corporate seal of the Association and affix it on all papers requiring said seal; serve notice of meetings of the Board and of the Members, keep appropriate current records showing the Members of the Association together with their addresses, and shall perform such other duties as required by the Board. DRR07937 -9- Treasurer (d) The Treasurer shall receive and deposit in appropriate bank accounts all monies of the Association and shall disburse such funds as directed by resolution of the Board of Directors, shall sign all checks and promissory notes of the Association, keep proper books of account; cause an annual audit of the Association books to be made by a public accountant at the completion of each fiscal year; and shall prepare (i) an annual budget and (ii) a statement of income and expenditures, to be presented to the membership at its regular annual meeting, a copy of each of which shall be made available to each Member upon request. ARTICLE XII ASSESSMENTS The rights of membership in the Association are subject to the payment of annual and special assessments levied by the Association, the obligation of which assessments is imposed against the Owner of and becomes a lien upon the real property against which such assessments are made as provided by Article IV of the Declaration, which is incorporated herein by reference and made a part hereof for all purposes. ARTICLE XIII BOOKS AND RECORDS The books, records and papers of the Association shall at all times, during reasonable business hours, be subject to inspection by any Member. The Declaration, the Articles and the Bylaws of the Association shall be available for inspection by any Member at the principal office of the Association, where copies may be purchased at reasonable cost. ARTICLE XIV CORPORATE SEAL The corporate seal shall have inscribed thereon the name of the Association, the year of its organization and the words "Corporate Seal, State of Texas." The seal may be used by causing it or a facsimile thereof to be impressed or affixed or in any other manner reproduced. ARTICLE XV AMENDMENTS Section 1. These Bylaws may be amended, at a regular or special meeting of the Members, by a vote of a majority of a quorum of Members present in person or by proxy. DRR07937 - 1 0- Section 2. In the case of any conflict between the Articles and these Bylaws, the Articles shall control; and in the case of any conflict between the Declaration and these Bylaws, the Declaration shall control. ARTICLE XVI FISCAL YEAR The fiscal year of the Association shall begin on the first day of January and end on the 31st day of December of every year, except that the first fiscal year shall begin on the date of incorporation. ARTICLE XVII INDEMNIFICATION OF OFFICERS AND DIRECTORS The Association may indemnify an officer or director who was, is, or is threatened to be made a named defendant or respondent in a proceeding because such person is or was a director or officer if it is determined, in accordance with the provisions of Article 1396-2.22A of the Act, as the same may be amended from time to time, that the person: (i) conducted himself or herself in good faith; (ii) reasonably believed: in the case of conduct in his or her official capacity as a director or officer of the Association, that his or her conduct was in the Association's best interests; and bo in all other cases, that his or her conduct was at least not opposed to the Association's best interests; and (iii) in the case of any criminal proceeding, had no reasonable cause to believe that his or her conduct was unlawful. Any indemnification made under the provisions of this Article XVII shall be made in accordance with the provisions of the Act. DRR07937 -1 1- IN WITNESS WHEREOF, we, being all of the directors of the Riverchase Owners Association, Inc. have hereunto set our hands this 8th day of July, 1992. Brian G.~thoff Arthur E. Hewer D ~07937 - 1 2 - CERTIFICATION I, the undersigned, do hereby certify: THAT I am the duly elected and acting Secretary of Riverchase Owners Association, Inc., a Texas non-profit corporation, and THAT the foregoing Bylaws constitute the original Bylaws of said Association, as duly adopted by written consent of the Board of Directors thereof, dated the 8th day of July, 1992. IN WITNESS WHEREOF, I have hereunto subscribed my name and affixed the seal of said Association this 8th day of July, 1992. Secretary DRR07937 -13- THE STATE OF TEXAS OWNERS' AGREE~tENT COUNTY OF DALLAS Rivecchase Joint Venture ("Riverchase'] is the o~ner propercy located in Dallas Couhty, Texas, being described on the plat attached hereto and made a part hereof and marked 'Exhibit Riverchase want to establish reasonable L,:scrlctions on the development and uso o~' the pr~port). Fer thc consideration of the mutual benefit to the o~nor and all future owners of the tracts, parcels or lots within the propcrty, the following rescrlctlona are placed on every tract, parcel or lot and are made a part of every deed. ARTICLE ~e[inition_._..~s The ~ollowln9 worda, ~hen used in this statement of restrictions and covenants (unless the context shall clearly indicate othe~ieo), have tho follow/n9 ~canlnqs: A. 'Associatlo~ ~eans the RZVERCHASE OWNERS' ASSOCIATION, INC. B. "City' ehaZl mean c. ~Cc~re~m area' me~ns aJl og ~ho pro~rW ~nd Xmprovemen~s dqlig~t~ a& a ~n area in the Declaration. D, '~clara~ion' means ~ho ~clara~lon of Covenants, - X - 65073 ~11 5 Cond£tiona and Restric~£ons for Riverchase, A Nester Planned 3ommunity in Coppe11, Texas, .uch Declaration to be recorded in the Deed Records o~ Dallas County, Texas. E. 'O~ner" means the record owner (whether by foreclosure or otherwise) o£ fee simple tttle to any tract, parcel or lot within the Property. F. 'Property' means the real property described above. Association: Creation, Membershi~ Section 1. The Association shall be formed as a non-profit corporation in accordance with the laws of the State of Texas. Section 2. All Owners shall automatically become members of ~he Association. Hembe~shf. in the Association is limited to the Owners. Sec:ion 3. The Association may adopt by-law= that reasonably regulate the organization and operation of the Association. Use and Manaqement of Common Areas Section 1. Each Owner shall have the nonexclusive right o'f enjoyment and use o~ the Common Area. This right is an easement and passes with the title to every tract, parcel or lot. Section 2. The Association shall maintain, repair, and restore all Con. on Areas. ne Association shall levy an - 2 = 85073 ,116 assessment upon each tract, parcel or lot for all c.~u.~ conn, cted with the maintenance of ~he Common Area ,s ~e= forth in the Declaration. Section 3. Each assessment is the personal obligation of the Owner of each lot at the time when the assessment is due. The assessment, together with interest and cost collection including reasonable attorney's fees shall be a lien on each tract, parcel or lot and on all improvements thereon. ARTICLE IV Ri his oF the Cit Section 1. The City shall have the right to perform the maintenance obligations of the Association if the Association fails to reasonably perform its maintenance obligations, and the Association Jails to reasonably perform its maintenance obligations within ten (10) days after receipt by the Association of written notice from the City stating the nature and extent of the Association's failure to maintain the Common Area. Section 2. Upon assuming the maintenance obligation, the City may collect all assessments. Section 3. When the City assumes the maintenance obligation, the City shall have the right of access to m~lntain the Common Area. The Association shall indemnify and hold the City harmless from any and all costs, expenses, suits, demands, liabilities, damages, or o~herwise including .attorney's fees and costs of suit, in connection with the City maintaining the Common Area. Sec[ion 4. When the City assumes the maintenance obligation, - 3 - 85O73 ,1"1.7 the Association shal! not collect any assessn.u,ts, anu shall have no authority to P~rform the mainte'.ar :e obl£gations. The Associaticn may collect assessments and resume its duties to maintain the Common Area when it presents to the City substantial evidence of its willingness and ability to resume its maintenance obi/gat/ .:~s. ARTICLE V Duration Section 1. These restrictions shall be bind£ng for a pcriod of tWenty-five [25} years ~rom the date of th~s agreement and shall automatically be extended for successive ten (10) year periods unless a written instrument vacating or modifying the agreement is signed by the City Administrator and all Owners, and filed in the Deed Records at the Owners' expense. Section 2. The Coppell City Council after recommendation by the Planning and Zoning Commission may by resolution filed in the Deed Records terminate this agreement if the Council finds physical conditions of the property and the surrounding area have substantially changed to warrant the termination of this agreement. The City Administrator shal! give notice to each Owner not less than tun {lO) days before the date set for Planning and Zoning Commission hearing and the City Council hearing by de~oaiting the notice properly addressed and postage paid In fbi';United States Post O£fice to each Owner aa the owners&~p appears on the laat approved City Tax Roll. - 4 - 85073 RIVERCHASE JOINT VENTURE, By Terra Land Developmetn ¢o., Venture Manager Tltle~ Pres/dent TH£ STATE OF TEXAS THE COUNTY OF~A~L~ ~efore me, the undersigned authority, on this day personally appeared __~A~L~ of RXVERCHASE JOINT VENTURE, known to me to be the person whose name is subscribed to the foregoing instrument, and 'acknowledged to me that he executed =he same for the Purposes and consideration therein expressed, in the capacity therein stated and as the ac= and deed of said corporation. Given under my hand an~ seal of office on this ~ day Camm;Las.ton Expires, 8613'7-3 ~ '1~ '1, 9