AMENDMENT OF RESTRICTIVE COVENANT ZONING CASE NO. C14-06-0121  FOR  Owner: Owner: Address: City:  RREEF DOMAIN,L.P., a' Texas limited partnership RREEF DOMAIN II, L.P.,a Texas limited partnership 221 West 6th St., Suite 1300, Austin, Texas 78701  The City of Austin, a home-rule city, municipal corporation and political subdivision of the State of Texas, in' Travis County, Texas.  City Council: Consideration:  The City Council oft the City of Austin  Ten and No/100 Dollars ($10.00) and other good and valuable consideration paid by the Owner to the City of Austin, the receipt and  sufficiency of which is acknowledged.  WHEREAS, RREEF DOMAIN, L.P., a Texas limited partnership, and RREEF DOMAIN IIL.P., a Texas limited partnership, as owners of all that certain property described in Zoning File No. C14-06-0121, consisting of approximately 176 acres of land (the Property"),as more particularly described in the restrictive covenant recorded in the Real Property Records of Travis County, Texas, in Document 2007071322, (the Restrictive Covenant") imposed certain restrictions and covenants on the Property by the Restrictive Covenant of record.  WHEREAS, the Restrictive Covenant provided that the covenant could be modified, amended, or terminated by joint action of both (a) a majority of the members of the City Council, and (b) the Owner(s) of the Property at the time of such modification, amendment or termination. WHEREAS, the owners (the "Owners") of the Property on the date of this Amendment of Restrictive Covenant ("Amendment") desire to amend the Restrictive Covenant as to the  Property. amended.  WHEREAS, the City Council and the Owner agree the Restrictive Covenant should be  NOW, THEREFORE, for and in consideration of the premises and mutual promises, covenants, and agreement hereinafter set forth, the City of Austin and the Owner agree as follows: 1. The parkland dedication requirements set forth in Paragraph No. 7 of the Restrictive Covenant  are revised and restated as follows:    7. Parks. Parkland Dedication requirements shall be satisfied as follows:  a. b.  Nine acres of private parks shall be provided by the Owner within the  development. Bike Plan/Trails.  1. The Domain-Endeavor Project shall provide internal bicycle routes for access and continuity to existing or planned bicycle routes as identified in the Austin 2020 Bicycle Plan as well as multi-use hike and bike trails as more particularly detailed in the attached Exhibit"A". Shared lane marking ("sharrows") for bicycle routes shall be installed Alterra Parkway between the southern property line south of Kramer Domain Drive between Alterra Parkway and Domain Boulevard; Domain Drive from Domain Boulevard to Esperanza Crossing, on the Esperanza Crossing between Burnet Road and Domain Drive: and Kramer Lane extending to the western property line. The bicycle routes provided shall comply with the following standards. a. Sharrows shall be placed with the tip of the chevron in the middle of b. Each block shall contain a minimum of two sharrow facility signs with dimensions as shown on Exhibit "B" and placed one on each Angled and head-in parking is prohibited on either side of a road The sharrows shall be installed within one year of the effective date of this Amendment, and at the same time as new roadways are constructed. A multi-use hike and bike trail shall be provided on the following Alterra Parkway between Kramer Lane and Domain Drive; and Kramer Lane from Burnet Road extending to the western property line. The multi-use trails shall comply with the following standards.  2.  along the following roadways: Lane, and Domain Drive: east side of the street only;  3.  the lane as measured from face of a curb.  side of the street.  with sharrows. Reverse angled parking is allowed.  4. 5.  roadways:  6.    a. An minimum 8-foot wide (clear space) off-street multi-use path shall be provided along the roadways identified in Subsection 5 above. b. Bike route signage shall be provided for the Kramer Lane bike route Multi-use trails shall be provided in conjunction with the Recommendations to update the Domain Design Guidelines for multi- modal travel may be found in the memorandum from the Public Works Department of the Planning and Development Review Department,  and must comply with City of Austin standards. development of building site plans.  7.  dated August 18,2010, and on file at the departments.  b. A-minimum-ef-ene-mHe-eF-HiKe-and-Dike-tFaHS-Sha-be-previde-by-the-ower. The-trailsysiems-shlcemmeHeresaNehike-talls-existingatthe  timeefsueh-censtruetion:  C.  Owner will spend a minimum of $4,000,000 for park infrastructure and other 1)$1 million shall be spent before the earlier of i) the first residential unit constructed south of Esperanza Crossing and adjacent to the park, ori ii) before the completion of 500 residential units north of Esperanza Crossing: 2) $2 million shall be spent before the completion of 1,500 residential units on the site; 3)$4 million shall be spent before the earlier of the date that is ten years from the effective date oft this Amendment, or ii) before the completion of 3,000 residential The parks and hike and bike trails shall be open to the public, subject to Owner's obligation to maintain the parks and trail systems and Owner's right to maintain adequate  recreational facilities (excluding the hike and bike trail system).  units on the site.  d.  security and to conduct private events; and  e.  Owner will satisfy the requirements of a and b above on or before the earlier rof i) the first residential unit constructed south of Esperanza Crossing and adjacent to the park, ori ii) before the completion of 500 residential units north of Esperanza Crossing. fe. - Owmerwllsmisylhe-rerg-reesdatarNe: the-date-thatis-fiveye#s-rem-hedfectvedatectleFhe-renimgorimanee-eFi/the-dale atiseeyearaRer-ahere-s-dnapmpemidH-hwaed-fere-misimemse 390-ssidmial-umis-minam-ema-ehawaheuse-eidemtiaand  #ay-rescemsa  f.  Owner shall provide a minimum of two additional pocket parks totaling at least 0.5of an acre, each pocket park to be located within 0.5 miles from residential units.    2. Except as expressly provided for in this Amendment, each and every one of the terms, conditions, and provisions of the Restrictive Covenant, as set forth in the Restrictive Covenant, shall continue in full force and effect on and after the effective date of this 3. The City Manager, or his designee, shall execute on behalf of the City, this Amendment as authorized by the City Council of the City of Austin. The Amendment shall be filed in the  Amendment.  Official Public Records of Travis County, Texas. EXECUTED to be effective the  day of OWNERS:  2010.  RREEFI DOMAINL.P., a' Texas limited partnership  By: RREEF America REIT III Corp. W, al Maryland corporation, its General Partner By:  Charles A. Marsh Assistant Vice President  RREEFDOMAINILH, aTexas limited partnership  By: RREEF America REIT III Corp. X, aN Maryland corporation, its General Partner By:  Charles A. Marsh Assistant Vice President    CITY OF AUSTIN:  By:  SUEI EDWARDS, Assistant City Manager, City of Austin  APPROVED ASTO FORM: Assistant City Attorney City of Austin  THE: STATE OF' TEXAS COUNTY OF TRAVIS  $ $  This instrument was acknowledged before me on this the day of  2007, by Charles A. Marsh, Assistant Vice President of RREEF America REIT III Corp. W,, a Maryland corporation, General Partner of RREEF Domain, L.P., a Texas limited partnership, on  behalf of corporation and the limited partnership.  Notary Public, State of Texas  THE: STATE OF TEXAS COUNTY OF TRAVIS  $ $  This instrument was acknowledged before me on this the day of  2007, by, Charles A. Marsh, Assistant Vice President of RREEF America REIT II Corp. X,a Maryland corporation, General Partner of RREEF Domain II, L.P., a Texas limited partnership,  on behalf of corporation and the limited partnership.  Notary Public, State of' Texas    THE: STATE OF TEXAS COUNTY OF TRAVIS  $ 8 $  This instrument was acknowledged before me on this the  day of  2010, by Sue Edwards, as Assistant City Manager of the City of Austin, a  municipal corporation, on behalf of said municipal corporation.  Notary Public, State of Texas  AFTER RECORDING RETURNTO: City of Austin Law Department P.O. Box 1088 Austin, Texas 78767-1088 Attn: Diana Minter, Paralegal    3    EHBITA    EXHIBI7 B  Shared Lane Marking  BLAGK ONY YELON YELOV ON BLACK  SHARED LANE 1 YIELD TO BIKES  112 inches  72inches  BLACK ON YELLOW:  BIKE ROUTE SIGN NOFTO_SCAE  A0inches