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2003-016-PEDCR PARIS ECONOMIC DEVELOPMENT CORPORATION RESOLUTION NO. 2003-016 A RESOLUTION OF THE BOARD OF DIRECTORS OF THE PARIS ECONOMIC DEVELOPMENT CORPORATION APPROVING AND ADOPTING DEVELOPMENT COVENANTS FOR THE PARIS INDUSTRIAL PARK; MAKING OTHER FINDINGS AND PROVISIONS RELATED TO THE SUBJECT; AND DECLARING AN EFFECTIVE DATE. WHEREAS, the Paris Economic Development Corporation (PEDC) has begun the process of completing a business park in Paris to be known as the Paris Industrial Park; and, WHEREAS, the PEDC deems it appropriate to adopt certain rules and regulations regarding development within such business park; and, WHEREAS, the Development Covenants for the Paris Industrial Park, attached hereto as Exhibit A, should, in all things, be approved and adopted; NOW, THEREFORE, BE IT RESOLVED BY THE PARIS ECONOMIC DEVELOPMENT CORPORATION: Section 1. That the findings set out in the preamble to this resolution are hereby in all things approved. Section 2. That the Development Covenants for the Paris Industrial Park, attached hereto as Exhibit A, be, and the same are hereby, approved and adopted. Section 3. That this resolution shall be effective from and after its date of passage. PASSED AND APPROVED this 17th day of December, 2003. Don Wall, President ATTEST: Richard Severson, Secretary-Treasurer APPROVED AS TO FORM: Larry W. Schenk, City Attorney STATE OF TEXAS ) KNOW ALL MEN BY THESE PRESENTS COUNTY OF LAMAR ) DEVELOPMENT COVENANTS OF PARIS INDUSTRIAL PARK THIS DECLARATION is made on the date hereinafter set forth by the Paris Economic Development Corporation, hereinafter referred to as " Declarant," and recorded in the Real Property Records of Lamar County, Texas. WITNESSETH WHEREAS, Declarant is the sole owner of certain property in The City of Paris, County of Lamar, State of Texas, which is more particularly described in Exhibit "A" which is attached hereto and incorporated herein by reference for a full description of said property. WHEREAS, Declarant desires to create thereon a predominantly industrial community with greenbelts and open spaces, and other common facilities for the benefit of the said community; and WHEREAS, Declarant desires to provide for the preservation of the values and amenities in said community and for the maintenance of said greenbelts, open spaces and other common facilities; and to that end, desires to subject the property herein described to the covenants, restrictions, easements, charges and liens, hereinafter set forth, each and all of which is and are for the benefit of said property and each owner thereof; and WHEREAS, Declarant has deemed it advisable for the efficient preservation of the values of the amenities in said community, to create the Paris Industrial Park Property Owners Association to which should be delegated and assigned the powers of maintaining, administering and enforcing these covenants and restrictions, and establishing, collecting and disbursing certain assessments and charges hereinafter created; NOW THEREFORE, Declarant hereby declares that all of the property herein described shall be held, sold and conveyed subject to the following easements, restrictions, covenants, and conditions, which are for the purpose of protecting the value and desirability of, and which shall run with, the real property and be binding on all parties having any right, title or interest in the described property or any part thereof, their heirs, successors and assigns, and shall inure to the benefit of each owner thereof. Paris Industrial Park Development Covenants EXHIBIT A Page 1 of 20 ARTICLE I DEFINITIONS Section 1. "Association" shall mean and refer to Paris Industrial Park Property Owner's Association, it s successors and assigns. Section 2. "Owner" shall mean and refer to the owners of record, whether one or more persons or entities, of title to any Lot which is a part of the Properties, including contract sellers, but excluding those having such interest merely as security for the performance of an obligation. Section 3. Properties" shall mean and refer to that certain real property described in Exhibit A attached hereto and for all purposes incorporated herein, and such additions thereto as may hereafter be brought within the jurisdiction of the Association. Section 4. "Common Area" shall mean all property owned by the Association for the common use and enjoyment of the owners. The Common Area to be owned by the Association at the time of the conveyance of the first lot is described as follows: All Common Areas including but not restricted to green belts, walks, trails, common parking areas, Industrial park entrance elements and signage, common roadways and drives, excluding building Lots, as shown on the plat recorded in Volume____ , Page_______ , Lamar County, Texas, Plat Records. Section 5. "Lot" shall mean and refer to any plot of land including building lots shown upon any recorded plat or planned unit development map of the Properties with the exception of the common area. Section 6. "Declarant" shall mean and refer to Paris Economic Development Corporation, its successors and assigns. Section 7. "Member" shall mean and refer to every person or entity who holds membership in the Association, as more fully described in Article IV of these Covenants. Paris Industrial Park Development Covenants Page 2 of 20 ARTICLE II POWERS IN DECLARANT Section 1. Changes in Boundaries. The Declarant reserves the right to make such changes in the boundaries of lots not sold to others and on the Common Areas as it deems advisable, provided that such changes shall not be unreasonable or substantially adversely affect the boundaries or the beneficial use and enjoyment of any lot then owned by persons other than the Declarant, and provided that Declarant complies with all provisions of any applicable law or ordinance. The reasonableness of any such boundary change, if disputed by a lot owner other than Declarant, shall be determined by a registered professional engineer of a choice acceptable in advance by both parties. If no engineer is acceptable to both or if either party is aggrieved by the decision of the engineer, then a mediator shall be appointed. The initial retainer cost of arbitration shall be shared equally by all parties, but all costs of arbitration, including the initial retainer cost, shall be borne by the by the losing party thereto. The decision of the arbitrator shall be final. Section 2. Adding and Removing Property Owned by Declarant. Declarant reserves, and shall at all times have the right, without the consent or approval of any other person to plat or replat the boundaries or dimensions of any lot or other property owned by Declarant and may increase or decrease or change the size, shape, or dimensions of any lot or other property owned by Declarant and may designate the lots or other property owned by Declarant which shall or shall not be entitled to the use and enjoyment of any of the Common Areas and other privi leges, subject to the obligations of this Declaration of covenants, conditions, and restrictions. Furthermore, Declarant reserves the right to increase and/or change the boundaries of the Paris Industrial Park by annexing, purchasing, or otherwise acquiring additional property for the sole purpose of adding additional Lots to the Paris Industrial Park. Section 3. Temporary Administration. Until such time as Declarant has sold, conveyed and approved completed buildings and improvements on eighteen (18) Lots, as herein above defined and described, or upon the expiration of sixty (60) months after the date this Declaration is filed for record, whichever event occurs first, Declarant shall have the right, but shall not have the duty, to act as the sole administrator of the affairs of the Association. During such period of temporary administration, Declarant shall have the right to exclusively exercise and perform all of the rights, powers, authority, functions and duties of the Association if Declarant shall elect to exercise or perform all or any of the same. Paris Industrial Park Development Covenants Page 3 of 20 ARTICLE III PROPERTY RIGHTS IN THE COMMON AREAS Section 1. Owner's Easements of Enjoyment. Every owner shall have a right and easement of enjoyment in and to the Common Area which shall be appurtenant to and shall pass with the title to every Lot, subject to the following provisions: (a) The right of the Association to charge reasonable admission and other fees for the use of any recreational facility situated upon the Common Area; (b) The right of the Association to adopt and enforce rules and regulations for the use of the Common Areas and recreational facilities; (c) The right of the Association to suspend the voting rights and the right to use of the Common Area and recreational facilities by an Owner for any period not to exceed 60 days for each infraction of its rules and regulations; (d) The right of the Association to dedicate or transfer all or any part of the Common Area to any public agency, authority, or utility for such purposes and subject to such conditions as may be agreed to by the members. No such dedication or transfer shall be effective unless an instrument signed by two-thirds (2/3) of the total number of members agreeing to such dedication of transfer has been recorded in the Real Property Records of Lamar County. (e) The right of the Association, in accordance with its By-Laws, to borrow money for the purpose of improving the Common Area and facilities and in aid thereto or to mortgage said Common Areas and the rights of such mortgage in such Common Area shall be subordinate to the rights of the property owners hereunder. Section 2. Delegation of Use. Any owner may delegate, in accordance with the By-Laws and the Rules and Regulations of the Association, its right of enjoinment to the Common Area and facilities to the employees of his company, his tenants, or contractors who are employed on the property. Section 3. Owner's Use. Owners' use of their lot and the Common Areas are subject to the provisions of the Articles herein regarding common scheme restrictions, architectural control, party walls, exterior maintenance, and all other articles herein. Use of the Common Areas is also subject to the Rules and Regulations of the Association. Paris Industrial Park Development Covenants Page 4 of 20 ARTICLE IV MEMBERSHIP AND VOTING RIGHTS Section 1. Every Owner of a lot which is subject to assessment shall be a member of the Association. Membership shall be appurtenant to and may not be separated from ownership of any Lot which is subject to assessment. Section 2. The Association shall have two classes of voting membership: Class A. Class A members shall be all Owners with the exception of the Declarant and shall be entitled to one vote for each Lot owned. When more than one person holds an interest in any Lot, all such persons shall be members. The vote for such Lot shall be exercised as they among themselves determine, but in no event shall more than one vote be cast with respect to any Lot. Class B. The Class B member (s) shall be the Declarant and shall be entitled to three (3) votes for each Lot owned. The Class B membership shall cease and be converted into Class A membership when the total votes outstanding in the Class A membership equal or exceed the total votes outstanding in the Class B membership, but such conversion shall not affect the provisions contained n Article II hereof. ARTICLE V COVENANT FOR MAINTENANCE ASSESSMENTS Section 1. Creation of the Lien and personal Obligation of Assessments. Each owner of any Lot by acceptance of a deed, is deemed to covenant and agree to pay to the Association: (1) an Annual Assessment payable monthly, and (2) special assessments, for capital improvements, such assessments to be established and collected as hereinafter provided. The Annual and special assessments, together with interest, costs, and reasonable attorney's fees, shall, to the full extent permitted by law, be charged on the land and shall be a continuing lien upon the property against which each such assessment is made. Each such assessment, together with interest, costs, including fees for release of liens, and reasonable attorney's fees, shall also be the personal obligation of the person who was the Owner of such property at the time when the assessment fell due. Section 2. Purpose of Assessments. The assessments levied by the Association shall be used to promote the recreation, health, safety, and welfare of the property owners in the Properties; to improve the usability, efficiency, and operation of the Paris Industrial Park; and for the improvement and maintenance of the Common Area. (a) The Annual Assessment shall be divided between the Operating Fund and the Reserve Fund. Paris Industrial Park Development Covenants Page 5 of 20 (b) The Operating Fund will be used to provide for routine ongoing maintenance of Common Area. (c) The Reserve Fund shall be used to provide for extraordinary and non- recurring expenses related to the maintenance, repair, and/or enhancements to the Common Areas. Section 3. Maximum Monthly Assessment. Until january 1 of the year immediately following the conveyance of the first Lot to an Owner, the maximum monthly assessment shall be One Hundred-Fifty (150.00) Dollars per Lot: (a) From and after january 1 of the year immediately following the conveyance of the first Lot to an Owner, the maximum monthly assessment may be increased each year not more than 5% above the maximum assessment for the previous year without a vote of the membership. (b) From and after january 1 of the year immediately following the conveyance of the first Lot to an Owner, the maximum annual assessment may be increased above 5% by a vote of two-thirds (2/3) of the total number of members who are voting in person or by proxy, at a meeting duly called for this purpose. (c) The Board of Directors may fix the monthly assessment at an amount not in excess of the maximum. Section 4. Special Assessments for Capital Improvements. In addition to the monthly assessments authorized above, the Association may levy, in any assessment year, a special assessment applicable to that year only for the purpose of defraying, in whole or in part, the cost of any construction, reconstruction, repair or replacement of a capital improvement upon the Common Area, including fixtures and personal property related thereto, provided that any such assessment shall have the assent of two-thirds (2/3) of the votes of the total number of members who are voting in person or by proxy at a meeting duly called for this purpose. Section 5. Notice and Quorum for any Action Authorized Under Sections 3 and 4. Written notice of any meeting called for the purpose of taking any action authorized under Section 3 or 4 shall be sent to all members not less than 7 days nor more than 50 days in advance of the meeting. At the first such meeting called, the presence of members or of proxies entitled to cast sixty percent (60%) of all the votes of each class of membership shall constitute a quorum. If the required quorum is not present, another meeting may be called subject to the same notice requirement, and the required quorum at the subsequent meeting shall be one-half (1/2) of the required quorum at the preceding meeting. No such subsequent meeting shall be held more than 60 days following the preceding meeting. Paris Industrial Park Development Covenants Page 6 of 20 Section 6. Uniform Rate of Assessment. Both monthly and special assessments must be fixed at a uniform rate for all Lots and may be collected on a monthly basis, provided that the monthly rate for the Lots owned by the Declarant shall be fixed at one-fourth (1/4) the assessment rate for the other Lots, until such time as the total votes outstanding in the Class A membership equal or exceed the total votes outstanding in the Class B membership. At that time, the uniform rate for all Lots shall be fixed equally. Section 7. Date of Commencement of Monthly Assessments: Due Dates. The monthly assessments provided for herein shall commence as to all lots the first day of the month following the conveyance of the Common Area and shall continue for each of the months remaining in the calendar year. The Board of Directors shall fix the amount of the monthly assessment against each Lot at least thirty (30) days before each January 1. Written notice of the monthly assessment shall be sent to every Owner subject thereto. The due dates shall be established by the Board of Directors. The Association shall, upon demand, and for a reasonable charge, furnish a certificate signed by an officer of the Association setting forth whether the assessments on a specified Lot have been paid. Section 8. Effect of Nonpayment of Assessments: Remedies of the Association. Any assessment not paid on the date when due, shall be immediately delinquent and shall, together with such interest and cost of collection as is hereinafter provided, immediately become a continuing lien on the property which shall, to the full extent permitted by law, bind such property in the hands of the then Owner, his heirs, devisees, personal representative, successors and assigns. If the assessment is not paid within thirty (30) days after the due (delinquent) date, the assessment shall bear interest from the due (delinquent) date at the rate of ten percent (10%) per annum, and the Association may accelerate and declare immediately due and payable the next eleven (11) ensuing monthly assessments and may either (1) bring an action at law against the Owner personally obligated to pay the same or (2) foreclose the lien against the property, or (3) both, and, in either event, there shall be added to the amount of such assessment interest as provided and all costs of collection, including reasonable attorney's fees. No Owner may waive or otherwise escape liability for the assessments provided for herein by non-use of the Common Area or abandonment of his Lot. Section 9. Subordination of the Lien to Mortgages. The lien of the assessments provided for herein shall be subordinate to the lien of any first mortgage. Sale or transfer of any Lot shall not affect the assessment lien, and any subsequent purchaser shall take such Lot subject to said lien. However, the sale or transfer of any Lot pursuant to mortgage foreclosure or any proceeding in lieu thereof, shall extinguish the lien of such assessments as to payments which become due prior to such sale of transfer. No sale or transfer shall relieve such Lot from liability for any Paris Industrial Park Development Covenants Page 7 of 20 assessments thereafter becoming due or from the lien thereof. No extinguishment of the lien shall relieve the delinquent Lot Owner from his personal obligation and liability therefore. Section 10. Exempt Property. The following property subject to this Declaration shall be exempt from the assessments, charges and liens created herein: (a) All property dedicated and accepted by any local governmental authority and devoted to public use; (b) All Common Area as defined in Article 1, Section 4 hereof; (c) All additional Common Area which may be acquired or created through annexation or replat. Section 11. All Assessments Pro Rata. The assessment made against any Lot shall in no case be higher or lower than the assessment against any other Lot, except for (i) any Special Assessments allowed pursuant to Sections 3 and/or 4 of Article VI and of Section 4 of Article IX of this Declaration which are properly attributable in the judgment of the Board of Directors of the Association, to less than all of the Lots and (ii) the adjustment provided in Section 9 above. Section 12. No diminution or abatement of assessments or offset of any kind shall be allowed or claimed for any reason, including claims of inconveniences or discomfort arising from the making of repairs or improvements to the Common Areas or Lots, or from any action taken to comply with any law, ordinance, or order of governmental authority. ARTICLE VI MAINTENANCE BY AND SERVICES OF THE ASSOCIATION Section 1. Common Area. The Association shall maintain the lands and improvements of all Common Areas as provided in this Declaration. Section 2. Easement. The Association is hereby granted an easement of use and right of way on all Lots in order to comply with the terms of this Article and entry on a Lot for such purpose shall not be deemed trespass. Section 3. Willful or Negligent Acts. In the event that the need for maintenance or repair is caused through the willful or negligent act of any Owner, his employees, guests or invitees, the Association shall add cost of such maintenance or repairs, as a Special Assessment, to the normal Assessment of such owner; provided, however, that the imposition of said Special Assessment shall be an obligation of the Board of Paris Industrial Park Development Covenants Page 8 of 20 Directors and shall be imposed without a vote of the membership as provided in Article V, Section 4 of these By-Laws. Section 4. Merger with other Associations. The Association may merge with any other association which has objectives and purposes similar to the Association upon a vote of two-thirds (2/3) of the total number of members at a meeting duly called for that purpose, written notice of which has been given to all Members not less than ten (10) nor more than fifty (50) days in advance of the meeting. ARTICLE VII PERMITTED USES AND RESTRICTIONS Section 1. General Restrictions. All Lots except the community building lots shall be used solely for commercial, manufacturing, or industrial purposes as permitted by the City of Paris Zoning Ordinance. The building lots which shall be owned by Declarant may be used as office and meeting spaces for Declarant, developers of Paris Industrial Park, and others at Declarant's discretion. No lot may be used as a residence, dwelling, apartment house, double house, flat, lodging house, hotel or for any purpose not permitted by the City of Paris Zoning Ordinance and the Paris Industrial Park Development Standards. Section 2. Noxious Uses. The land and improvements located on each Lot shall not be used so as to disturb the neighborhood or occupants of adjoining property, or to constitute a nuisance or to violate any public law, ordinance or regulation from time to time applicable thereto. Nor shall such land and improvements be used for any purpose which will create or emit any objectionable, offensive or noxious odors, dust, gas, fumes or other such material. Section 3. Use of Common Area. The Common Area shall be used for park, recreational, social, access, established utility easements, and other purposes directly related to the property uses that are or may be authorized hereunder. Declarant may office on any property within the jurisdiction of the Association. Section 4. Antennas and Signals. No antenna or other device for the transmission or reception of television signals, radio signals, citizens band radio, or any other form of electromagnetic radiation shall be erected, used, or maintained on any Lot, whether attached to a building or structure or otherwise, without prior written approval of the Board of Directors of the Association. No radio signals, television signals, or any other form of electromagnetic radiation shall originate from any Lot which may interfere with the reception of television or radio signals on any other Lot. All such devices shall be screened from public view as required by the Paris Industrial Park Development Standards. Paris Industrial Park Development Covenants Page 9 of 20 Section 5. Temporary Occupancy. No trailer, basement of any incomplete building, tent, shack, garage or barn, and no temporary building or structure of any kind shall be used at any time for a residence, either temporary or permanent. Temporary buildings or structures used during construction shall be approved by the Development Review Board for appearance, size and location in accordance with the Development Standards of the Paris Industrial Park prior to their erection or relocation on any Lot. Temporary buildings or structures used during the construction, repair or remodeling of a permanent building on any such Lot or Common Area shall be moved immediately after the completion of construction. Section 6. Trailers, Boats and Motor Vehicles. No trailer of any kind, campers, trailers, motor homes, boats, permanent tent or similar structure, or inoperable motor vehicle of any type shall be kept, placed, maintained, constructed, reconstructed, or repaired upon any property or street or private driveway in such a manner as will be visible from neighboring property or a public street; provided, however, that the provisions of the is paragraph shall not apply to emergency vehicle repairs or temporary construction shelters or facilities maintained during, and used exclusively in connection with, the construction of any improvement approved by the Development Review Board. In addition, no motor vehicle of any type, whether operable or inoperable, may be constructed, reconstructed, or repaired upon any property or street or private driveway in such a manner as will be visible from neighboring property. All such vehicles shall be screened from public view as required by the Paris Industrial Park Development Standards. Section 7. Nuisances. No rubbish or debris of any kind shall be placed or permitted to accumulate upon or adjacent to any Lot or Common Area, and no odors shall be permitted to arise therefrom, so as to render any such property or portion thereof unsanitary, unsightly, offensive or detrimental to any other property in the vicinity thereof or to its occupants. No nuisance shall be permitted to exist or operate upon any such property in the vicinity thereof or to its occupants. No nuisance shall be permitted to exist or operate upon any such property in the vicinity thereof or to its occupants. Without limiting the generality of any of the foregoing provisions, no exterior speakers, horns, whistles, bells or other sound devices, except security devices used exclusively for security purposes, shall be located, used or placed on any such property. Section 8. Repair of Buildings. No building or structure upon any property within any Lot or Common Area shall be permitted to fall into disrepair, and each such building and structure shall at all times be kept in good condition and repair and adequately painted or otherwise finished. Repair of buildings shall be in accordance with the Paris Industrial Park Development Standards. Section 9. Trash Containers and Collection. No garbage or trash shall be placed or kept on any Lot or Common Area except in covered containers of a type, size, and Paris Industrial Park Development Covenants Page 10 of 20 style that are approved by the Board of Directors. In no event shall such containers be maintained so as to be visible form neighboring property except to make the same available for collection and, then, only the shortest time reasonably necessary to effect such collection. The provisions of this Section are subject to the rights created in Article IX, Section 3 hereof. Trash containers shall be screened from public view as required by the Paris Industrial Park Development Standards. Section 10. Sidewalk Encroachments. No tree, shrub or planting of any kind on any Lot or Common Area shall be allowed to overhang or otherwise encroach upon any sidewalk or other pedestrian way from ground level to a height of seven (7) feet without the prior approval of the Development Review Board. Section 11. Right of Way. During reasonable hours Declarant, any member of the Development Review Board, or member of the Board of Directors or any other representative of any of them, shall have the right to enter upon and inspect any Lot or Common Area for the purpose of ascertaining whether or not the provisions of these restrictions have been or are being complied with, and such persons shall not be deemed guilty of trespass by reason of such entry. Section 12. Mineral Exploration. No Lot or Common Area shall be used in any manner to explore for or to remove any water, oil, or other hydrocarbons, minerals of any kind, gravel, earth or any earth substance of any kind. Section 13. Machinery and Equipment. Without the approval of the Board of Directors of the Association, no machinery or equipment of any kind shall be placed, operated or maintained upon or adjacent to any Lot or Common Area except such machinery or equipment as is usual and customary in Lamar County, Texas, in connection with the use, maintenance, or construction of a permanent building or appurtenant structures or recreational facilities maintained by the Association; provided, however, such machinery or equipment may be so placed, operated or maintained by any governmental, or quasi-governmental agency or public utility. Section 14. Diseases and Insects. No Owner shall permit any thing or condition to exist upon any Lot or Common Area which shall induce, breed, or harbor plant diseases or noxious insects. Section 15. Restriction on Further Subdivision. No Lot shall be further subdivided and no portion less than all of any such Lot nor any easement or other interest therein, shall be conveyed by any Owner subject, however, to the provisions of Article II herein and except easements which may be granted to any governmental or quasi-governmental agency or a public utility. Paris Industrial Park Development Covenants Page 11 of 20 Section 16. Signs. No signs whatsoever (moveable or affixed), including but not limited to, commercial, political and similar signs, which are visible from neighboring property shall be erected or maintained on any Lot except: (a) All signs shall be in accordance with the requirements of the Paris Industrial Park Development Standards. (b) Such signs as may be required by law. (c) Permanent signs required for building and tenant identification, accessibility and traffic control. (d) During the time of construction of any building or other improvement, one job identification sign not larger than eighteen (18) by twenty-four (24) inches in height and width and having a face area not larger than three (3) square feet. (e) A "For Sale," "For Rent," "For Lease" sign, of a reasonable type, size and appearance, which is approved by Environmental Management Commission and similar to other signs customarily used in Lamar County, Texas, to advertise individual parcels of residential real property. (f) Development identification and sales signs required by Declarant. The content and location of all signs shall be subject to such rules as the Board of Directors of the Association may promulgate. The provisions of this paragraph shall not prevent Declarant from commencing, erecting, or maintaining structures or signs of any content or size on lots owned by it or upon the Common Area when Declarant, in its sole discretion, deems it necessary or convenient to the development, sale, operation or other disposition of the Lots. Section 17. Tanks, Solar Devices and Windmills. No elevated tanks, solar devices or windmills shall be erected without prior written approval of the Development Review Board. Section 18. Waste. No waste discharge shall be permitted on any Lot or the Common Area, except such waste as is permitted by authorities having jurisdiction. Section 19. Lighting. No lighting or illumination shall be placed upon any Lot or Common Area in such a manner as to cause nuisance glare on any other Lot. All exterior lighting shall be in accordance with the requirements of the Paris Industrial Park Development Standards. Paris Industrial Park Development Covenants Page 12 of 20 Section 20. Building Encroachment Easements. No construction may exceed the limits of dedicated easements on adjacent Lots or Common Areas. As a maximum no encroachment may exceed the limits shown on the recorded plat of the Properties. Section 21. Setbacks. No building shall be located on any Lot nearer to the front Lot line or nearer to the side Lot line than the minimum building setback lines shown on the recorded plat. For the purpose of this provision, eaves, steps, and open porches shall not be considered as a part of the building provided, however, that this shall not be construed to permit any portion of the building on any Lot to encroach upon another Lot in violation of the provisions of this Declaration. Section 22. Easements. Easements for the installation and maintenance of utilities and drainage facilities are reserved as shown on the recorded plat. No utility company water district, political subdivision, or other authorized entity using the easements herein referred to shall be liable for any damage done by them or their assigns, agents, employees, or servants, to shrubbery, trees, or flowers, or to other property of the Owner situated within any such easement. Section 24. Construction. With reasonable diligence, and in all events within twelve (12) months from the commencement of construction (unless completion is prevented by war, strikes, or act of God), any building commenced shall be completed as to its exterior, and all temporary structures shall be removed. ARTICLE VIII GENERAL OBLIGATIONS OF OWNER Section 1. General Maintenance. Each Owner shall maintain and care for all trees, plants, or foliage on his Lot except for areas and items maintained by the Association and otherwise keep his Lot and all improvements thereon in conformity to its condition when new. However, no Owner shall injure, remove or destroy any tree planted on any Lot by the Declarant or the Association or which has a trunk diameter of 12" four feet from ground level without the prior written approval of the Environmental Control Committee of the Association. Section 2. Complaints by Owner. If any Owner believes any other Owner is in violation of this Declaration, he may so notify such Owner in writing, explaining his reasons for such complaint. If the Owner fails to remedy the alleged violation in ten (10) days after delivery of such notice, a complaint may be transmitted in writing to the President of the Board of Directors of the Association, who shall thereupon choose, within not more than ten (10) days a neutral party to arbitrate the dispute in such a manner as the arbitrator deems best, but the arbitrator shall in all cases announce his decision within thirty (30) day s after the transmittal of the complaint to the President of the Board of Directors of the Association. If the President of the Paris Industrial Park Development Covenants Page 13 of 20 Board of Directors of the Association or the arbitrator fails to act, the complaint will be considered denied. The initial retainer cost of arbitration shall be shared equally by all parties, but all costs of arbitration, including the initial retainer, shall be borne by the losing party thereto. The decision of the arbitrator shall be final. Section 3. Complaints by the Association. If the Association believes any Owner is in violation of these Restrictive Covenants, it shall so notify such Owner in writing, explaining its reason for such complaint. If the Owner fails to remedy the alleged violation within ten (10) days following delivery of such notice, then the Association shall have the right to (1) institute appropriate legal action or (2) submit the dispute to arbitration, such arbitration to be held in accordance with the rules of the American Arbitration Association by the action of a majority of the arbitrators chosen as follows: (a) the Owner and the Association shall each choose an arbitrator and a third arbitrator shall be chosen by the two (2) arbitrators previously chosen. If either party fails to choose an arbitrator within fifteen (15) days after the transmission of the complaint to the Owner, the other party may choose the second arbitrator. The decision of the arbitrators shall be made within thirty (30) days after the transmission of the complaint to the Owner. If the arbitrators fail to act within ninety (90) days, the complaint will be considered dismissed. The initial retainer cost of arbitration shall be shared equally by all parties, but all costs of arbitration, including the initial retainer cost, shall be borne by the losing party thereto. The decision of the arbitrator shall be final. The prevailing party in any such arbitration shall be entitled to recover from the other party all costs and expenses thereof, including attorney's fees, in connection therewith. Section 4. Remedy of Violations. If the arbitrator(s) as provided in Section 2 or Section 3 above upholds the complaint, the Owner shall be so notified in writing and shall promptly remedy the violation of the Declaration, and if he fails to remedy such violation within thirty (30) days after the date of such notice or in the time specified in any such proceeding, as appropriate, the Association may (but shall not be obligated to) make the appropriate repairs and add the cost of such repairs, as Special Assessment to the normal assessment of such Owner. The Association, and its designees, shall have the right to entry upon the Lot owned by such Owner for such purpose. ARTICLE IX ENVIRONMENTAL AND ARCHITECTURAL MANAGEMENT Section 1. Construction of Improvements. Since the maintenance of environmental and architectural harmony and unity are essential for the preservation and enhancement of the value of the Lots and the harmonious functioning of the community affected hereby, no improvements may be erected on any Lot by anyone other than the Declarant without the approval of the Development Review Board (as such term is hereinafter defined) appointed by the Board of Directors of Paris Industrial Park Development Covenants Page 14 of 20 the Association. The construction of all improvements is subject to the provisions of the Paris Industrial Park Development Standards, and all construction shall conform to those standards. The term lIimproveme nts" shall include, but shall not be limited to the erection of any structure, including but not limited to additions to or alteration of any buildings, detached buildings, privacy walls, fences, storage buildings, tool sheds, kennels, or other buildings for the care of animals, and greenhouses; the erection of any fence; the moving of any structure from another locality to a Lot; the grading, scraping, excavation or other rearranging of the surface of any Lot; the construction of any driveway, alleyway, walkway, entryway, patio, surface, including the repainting of any painted surfaces and the painting of formerly unpainted surfaces; the planting, replanting or rearrangement of any plant life; and the installation of window coverings or treatments visible from another Lot, the Common Area, or public streets. Section 2. Development Review Board. The Board of Directors of the Association shall appoint a Development Review Board composed of five (5) persons to approve improvements proposed to be made by an Owner other than the Declarant. The Development Review Board membership, duties, and obligations shall be in accordance with the Paris Industrial Park Development Standards. The Development Review Board may include persons with special expertise who are not members of the Association. An Owner may submit a preliminary set of plans for each lot as soon as practical to the Development Review Board. Each Owner must submit ten (10) final sets of plans and specifications for each lot to the Development Review Board for its approval prior to starting construction. The Development Review Board shall render its decision within fourteen (14) days of the acknowledged receipt of the ten (10) final sets of plans and specifications for each lot, such decision to be made after consideration of the plans by the Development Review Board. The decision of the Development Review Board shall be in writing either approving the plans and specifications or disapproving them, in the latter case making specific reference to those features which caused the disapproval. Approval may be conditioned upon completion within a specified period of time. All decisions shall be made by a majority vote of the Development Review Board. A failure of the Development Review Board to act within the prescribed time will result in the project being considered approved. Section 3. Extent of Development Review Board's Authority. The Development Review Board shall have the authority, prior to granting its approval, to relocate on the plans structures, landscaping and other proposed improvements and may require changes in the appearance of proposed improvements. Such relocation, changes, and other requirements may be based upon, among other things, aesthetic preference of the majority of the Development Review Board or impervious cover guidelines and the decision of the Development Review Board shall be final and binding. Paris Industrial Park Development Covenants Page 15 of 20 Section 4. Grading, Excavation and Runoff Control Plans. These plans are to accompany architectural plans submitted to the Development Review Board and shall include description of proposed cuts and fills, plans for handling excavated material and plans for controlling runoff during construction and after the construction proposed on site is completed. Section 5. Landscaping Plan. A landscaping plan shall accompany any architectural plan submitted to the Development Review Board and it shall include a description of the overall landscaping plan and specific information about plans for existing trees on site with trunks measuring 12" in diameter or more measured 4' above grou nd level. ARTICLE X EASEMENT AND RIGHTS Section 1. General Easement. The Declarant (so long as it shall retain record title to any Lot or the Common Areas) and the Association reserve the right and easement to the use of the Common Area and any Lot or any portion thereof, as may be needed for repair, maintenance, or construction on such Lot or any other Lot or the Common Areas. Section 2. Crossover Easement. If the Owner (including the Declarant) of any Lot must, in order to make reasonable repairs or improvements to a building on his Lot, enter or cross the Common Areas or a Lot of another Owner, such Owner shall have an easement to do so; provided that said Owner shall use the most direct, feasible route in entering and crossing over such an area and shall restore the surface so entered or crossed to its original condition at the expense of said Owner and further provided such easement shall not exist on the land of any other Lot Owner, if the purpose for the entrance or crossing is one requiring, by virtue of Article IX of this Declaration, approval of the Development Review Board of the Association, unless such approval has been given. Section 3. Alteration Easement. If the Owner (including the Declarant) of any Lot, must, in order to make reasonable repairs or improvements to a building on such Lot, alter the building of any other person, said Owner shall have the right to do so, provided that said Owner shall (i) create as little alteration as possible consistent with good building and engineering practices (ii) promptly restore the building altered to its original condition at the expense of said Owner and (iii) provide such bonding as the Owner of the building to be altered shall reasonably require; and further provided such alteration shall not be allowed if the purpose for which the alteration must occur is one requiring, by virtue of Article IX of this Declaration, approval of the Development Review Board of the Association, unless such approval has been given. Paris Industrial Park Development Covenants Page 16 of 20 Section 4. Encroachment Easement. If any structure erected or reconstructed by Declarant or by an Owner with the approval of the Development Review Board shall encroach on the Lot of an adjoining Owner, the latter grants to such Owner an easement permitting the persistence of such encroachment in compliance with Article VII. In addition, an overhang easement is granted to any Owner whose eaves, gutters or similar items over hang a reasonable distance or abut the Lot of another Owner in compliance with Article VII. Section 5. Drainage Easement. Each Owner covenants to provide such easements for drainage and waterflow as the contours of the land and the arrangement of improvements thereon requires. Section 6. Utility Easement. An easement of ingress and egress is hereby granted on all Lots and the Common Areas in favor of any utility company for the purpose of the repair, construction and maintenance of all utility lines; provided, however, no new utility line may be constructed or no existing utility line may be relocated without the approval of the Development Review Board. Section 7. Construction Easement. Any easement granted to an Owner to construct a driveway and driveway apron shall be constructed and maintained at the sole expense of the Owner. Should the Owner fail to maintain the easement in accordance with standards prescribed by the Development Review Board, the Association may maintain any driveway and secure repayment by Special Assessment of the Owner. Section 8. Blanket Easement. An easement is hereby retained in favor of Declarant and the Association over the Lots and the common areas for the construction of a common cable television system, a common sprinkler, or any other item for the common benefit of the Owners. An easement is further granted for the purpose of the repair and maintenance of any item so constructed. An entry upon any Lot or the Common Areas to effectuate the foregoing purposes shall not be deemed trespass. Each Owner covenants not to damage or destroy any portion of an item so constructed and shall hold the Association and/or Declarant harmless for the cost of repairing or replacing any portion damaged or destroyed by such Owner, his employees, his guests or invitees. ARTICLE XI DEVIATIONS The Association may grant approval for deviations from the restrictions provided in Article VII. Such approval shall require the affirmative vote of holders of two-thirds (2/3) of the Membership voting at a meeting duly called for this purpose, written notice of which shall be delivered to all Members not less than Paris Industrial Park Development Covenants Page 17 of 20 seven (7) days nor more than fifty (50) days before the date of the meeting, setting forth the purposes of the meeting, and shall comply with City ordinance. ARTICLE XII SALE OF LOTS Section 1. Transmittal of Offer and Association's Option. If any Owner of a Lot (other than Declarant) wishes to sell or lease the same and receives a bona fide offer for purchase or lease of his Lot which such Owner deems acceptable, such fact shall be transmitted in writing to the President of the Board of Directors of the Association and to Declarant together with a copy of such offer (which must be a written offer) and the terms thereof. The Owner shall also transmit an affidavit executed by such Owner and duly notarized, attesting that such offer has been made and the offeror, to the best of such Owner's knowledge, is acting in good faith. The Association or Declarant shall have the right to purchase or lease the Lot on the terms and conditions specified in the offer. Such right is assignable, but in all cases is exercisable only within ten (10) days of the receipt of the written notice from the Owner by written notice to the Owner and the deposit of a matching down payment or deposit. If the Association and Declarant shall both exercise such option, only Declarant may consummate the proposed sale unless the Declarant shall waive such right in writing. In the event the Association or Declarant fails to exercise its option within such ten (10) day period, such Owner shall have the right to sell or lease his Lot to the person making such offer and on the terms and conditions therein set forth. Section 2. Application to Lease; Continuing Liability. Any lease or sublease shall be subject to the provisions of Section 1 of this Article XII. The liability and responsibility of the Owner, under this Article or under these covenants, continues in full force and effect, notwithstanding the fact said Owner has leased, sublet, or otherwise transferred an interest in a lot. Section 3. Mortgages. This Article shall not affect the right of an Owner to subject his Lot to a deed of trust, mortgage or other security interest. Section 4. Waiver. The failure or refusal of the Association, the Declarant or the party to whom either's rights under this Article have been assigned to exercise its right to so purchase or lease shall not be deemed a waiver of such right when an Owner receives any subsequent bona fide offer from a prospective purchaser or tenant. Paris Industrial Park Development Covenants Page 18 of 20 ARTICLE XIII GENERAL PROVISIONS Section 1. Enforcement. The restrictions herein set forth shall run with the land and bind each Owner, except as otherwise provided, and said Owner's successors and assigns, and all parties claiming by, through or under said Owner, shall be taken to hold, agree and covenant with the Owner of said land, its or their heirs, personal representatives, successors and assigns, and with each of them to conform to and observe said restrictions as to the use of said Lots and construction of improvements thereon. No action for enforcement of these covenants may be commenced until the procedure specified in Article VIII, Section 2 or Section 3, as appropriate, has been completed. Failure of any Owner of Owners or the Association to enforce any of the restrictions herein set forth shall in no event be deemed a waiver of the right to do so or to enforce other restrictions. Community Building Lot deeds shall contain special provisions for participation in the Association. Notwithstanding any provision of this Declaration to the contrary, the special provision in the Lot deeds shall prevail. Section 2. Invalidation. The invalidation of any of the covenants or restrictions set forth herein by judgment or court order shall in no wise affect any other provisions which shall remain in full force and effect. Section 3. Right to Assign. The Declarant may, by appropriate instrument, assign or convey to any Person any or all of the rights, reservations, easements, and privileges herein reserved by the Declarant, and upon such assignment or conveyance being made, its assigns or grantees may, at their option, exercise, transfer or assign such rights, reservations, easements, and privileges or anyone or more of them at any time or times in the same way and manner as those directly reserved by them or it in the instrument. Section 4. Duration and Amendment. All of the restrictions set forth herein shall continue and be binding for a period of twenty-five (25) years from the date of this instrument and shall automatically be extended thereafter for successive periods of ten (10) years; provided, however, that the Owners of three-fourths (3/4) of the Lots may, at the end of such twenty-five (25) year term or at the end of any successive ten (10) year period thereafter, by a written instrument signed by all of such Persons, vacate or modify all or any part of this Declaration. During the initial twenty-five (25) year period a vacation or modification hereof shall be effective if a written instrument be signed by the Owners of ninety percent (90%) of the Lots. Any such vacation or modification shall be filed of record in the Lamar County Real Property Records promptly when executed. In order for any such amendment to be effective as to holders of any I ien on any Lot, such Paris Industrial Park Development Covenants Page 19 of 20 amendment must be executed by at least fifty percent (50%) of all holders of liens of the type specified in Article V, Section 8. Section 5. Notices. All notices given or required to be given by the Association to its Members shall be deemed to have actually been given if actually received and, whether or not actually received, when deposited in the United States Mail, postage prepaid, and addressed to the Member at his address as it appears on the books of the Association, and shall be deemed given when mailed. EXECUTED this 17th day of December, 2003. DECLARANT: PARIS ECONOMIC DEVELOPMENT CORPORATION By: Don Wall, President Board of Directors STATE OF TEXAS COUNTY OF LAMAR BEFORE ME, the undersigned, a Notary Public in and for said County and State, on this day personally appeared Don Wall, President of the Board of Directors of the Paris Economic Development Corporation, known to me to be the person whose name is subscribed to the foregoing instrument, and acknowledged to me that he executed the same for the purposes and consideration therein expressed and in the capacity therein stated. GIVEN UNDER MY HAND AND SEAL OFFICE this the 17th day of December, 2003. Notary Public in and for Lamar County, Texas My Commission Expires: Paris Industrial Park Development Covenants Page 20 of 20