Zoning Case No. C14-2010-0087  RESTRICTIVE COVENANT  OWNER:  RREEF: DOMAIN LP, a' Texas limited partnership, RREEF Domain GP, LLC, a Delaware limited liability company, 221 West 6th Street, Suite 1300, Austin, Texas 78701 Ten and No/100 Dollars ($10.00) and other good and valuable consideration paid by the City of Austin to the Owner, the receipt and sufficiency of which is That certain 173.16 acre tract of land in Travis County, more particularly described on Exhibit A attached hereto That certain 50.68 acre tract of land in Travis County, more particularly described on Exhibit B attached hereto and That certain one (1) acre tract of land in Travis County, Texas, being a portion of the Endeavor Tract and being more particularly described on Exhibit C attached hereto  Its General Partner  ADDRESS: CONSIDERATION:  acknowledged.  ENDEAVOR TRACT:  and made a part hereof.  SIMON TRACT:  made aj part hereof.  PROPERTY:  and made a part hereof.  WHEREAS, the Domain Project is a 223.84 acre mixed use project generally  located at the northwest corner of MOPAC and Braker Lane; and  WHEREAS, the Domain Project is divided into two tracts known as the Endeavor  Tract and the Simon Tract depicted in Exhibit D; and  WHEREAS, the Endeavor Tract and the Simon Tract are zoned MI-PDA and are located in the Walnut Creek watershed and both tracts share a common water quality and detention pond on the Endeavor Tract for the handling of storm water; and    WHEREAS, the requirements of the Land Development Code for both the Endeavor Tract and the Simon Tract allow for a combined maximum of eighty percent (80%) net site area impervious cover resulting in a total allowable impervious cover area of 138.53 acres for the Endeavor Tract and 40.54 acres for the Simon Tract; and  WHEREAS, in order to provide a bank site, the Simon Tract requires a small  increase in impervious cover; and  WHEREAS, Owner has agreed to reduce the allowable impervious cover area of the Endeavor Tract by a total of 1.0 acre to accommodate the Simon Tract increase; and  WHEREAS, the reduction in impervious cover will result in a new allowable impervious cover requirement for the Endeavor Tract of 137.53 acres or 79.42% of the  net site area; and  WHEREAS, the owner of the Simon Tract has agreed to accept the 1.0 acre of impervious cover from the Endeavor Tract resulting in a new allowable impervious cover requirement for the Simon Tract of 41.54 acres or 81.97% of the net site area; and  WHEREAS, the total calculated impervious cover requirement for the combined Endeavor Tract and Simon Tract remains at 80% of the net site area as required by Code;  and  WHEREAS, the City Council initiated a zoning case for the property identified on Exhibit B as the Simon Tract from major industrial = planned development area (MI- PDA) to major industrial - planned development area (MI-PDA) to increase the maximum impervious cover limit from 80% to 81.97% of the net site area.  NOW, THEREFORE, it is declared that the Owner of the Property, for said consideration, shall hold, sell and convey the Property, subject to the following covenants and restrictions impressed upon the Property by this Restrictive Covenant. These    covenants and restrictions shall run with the land, and shall be binding on the Owner of  the Property, its heirs, successors and assigns.  1.  The Property shall be included in the Planning Conditions Impervious Cover Table on the Master Tracking Plan Tables sheet (Table) of all site plan applications on file with the City of Austin on the Endeavor Tract. The Tables shall reflect that the Property has 100% impervious cover or 1 acre of impervious cover allocated to it. The impervious cover allocated to the Property on the Table will be deducted from the total allowable impervious cover area of 138.53 acres on the Endeavor Tract resulting in a new allowable impervious cover requirement of 137.53 acres on the Endeavor Tract. Therefore, the Property shall be limited to  zero (0) percent impervious cover.  2. 3.  Noi impervious cover is allowed on the Property.  Ifany person or entity shall violate or attempt to violate this agreement and covenant, it shall be lawful for the City of Austin to prosecute proceedings at law ori in equity against such person or entity violating or attempting to violate such agreement or covenant, to prevent the person or entity from such actions, and to  collect damages for such actions.  4.  Ifa any part of this agreement or covenant is declared invalid, by judgment or court order, the same shall in no way affect any of the other provisions of this agreement, and such remaining portion of this agreement shall remain in full  effect.  5.  Ifat any time the City of Austin fails to enforce this agreement, whether or not any violations of it are known, such failure shall not constitute a waiver or  estoppel of the right to enforce it.    6.  This Agreement may be modified, amended or terminated only by joint action of both (a) a majority of the members of the City Council of the City of Austin, and (b) by the owner(s) of the Property, subject to modification, amendment or termination at the time of such modification, amendment or termination.  EXECUTED this the  day of  2010.  OWNER: RREEF: DOMAINLP, al Texas limited partnership By: RREEF Domain GP, LLC, al Delaware limited liability company Its General Partner  By: Name: Title:  APPROVED AS TOI FORM: Assistant City Attorney City of Austin  STATE OFTEXAS COUNTY OFTRAVIS  $ S  This instrument was acknowledged before me on this the  day of of  2010, by  the  RREEF Domain, GP, LLC, a Delaware limited liability company, general partner of RREEF Domain LP, a Texas limited partnership, on behalf of said partnership.  Notary Public, State of Texas    EXHIBIT A  Lots 1-2, Block A, RREEF Domain Blk T&H Subdivision, described in Lot 2-A2 Block A, Domain Sec 2 Subdivision, Resubdivision of Lot 2, Block A, Resubdivision of Lot 2-A, Block A, described in Document Lot 2-A4, Domain Sec 2 Subdivision, Amended Plat of Lots 2-A1 &2- A4, Block A, Resubdivision of Lots 2-A, Block A, Resubdivision of Lot 2, Block A, described in Document 200800180, TCPR; Lot 2-A1-B, Block A, RREEF Domain-Multek Parking Resubdivision, Resubdivision of Lot 2-A1, Block A, Resubdivision of Lot 2, Block A, Domain Sec 2, described in Document 200800178, TCPR; Lot 3, Block A, Multek Subdivision described in Document 200400090, Lots 1-B, 1-C, 1-D, and 1-E, Block A, Domain Sec 2 Subdivision, Resubdivision of Lot 1, Block A, described in Document 200600294,  Document 200800272, TCPR;  200700336, TCPR;  TCPR; and,  TCPR    EXHIBIT: B  Lot 2A, The Domain Shopping Center Section 2 Subdivision, described Lot 4A, Block A, The Domain Shopping Center Section 2 Subdivision,  in Document 200800026, TCPR;  described in Document 200800026, TCPR; and,  Lot 5A, Block A, The Domain Shopping Center Section 3 Subdivision,  described in Document 200800025, TCPR    EXHIBIT C  [DESCRIPTION OF THE PROPERTY]    FN 10-202(KWA) OCTOBER 01, 2010 PAGE 2 of 2  5) N81°13'25W, a distance of 188.61 feet to the POINT OF BEGINNING, and containing 1.008 acres (43,916 square feet) of land, more or less, within these metes and bounds. BEARING BASIS: THE BASIS OF BEARINGS SHOWN HEREON IS THE TEXAS COORDINATE SYSTEM, CENTRAL ZONE NAD 83(93) AND WERE DETERMINED BY GLOBAL POSITIONING SYSTEM (GPS) OBSERVATIONS CONNECTED TO THE MM02-HIGH PRECISION CONTROL POINT LOCATED ON THE ROOF OF THE OFFICES OF MCGRAY & MCGRAY LAND SURVEYORS, 3301 HANCOCK DRIVE, AUSIN ARP-COOPERATIVE BASE NETWORK CONTROL STATION AND AN "A" ORDER HARN STATION LOCATED ON THE ROOF OF BUILDING 4 OF THE TEXAS DEPARTMENT OF TRANSPORTATION OFFICES AT CAMP HUBBARD, LOOP 1 @ I, ABRAM C. DASHNER, A REGISTERED PROFESSIONAL LAND SURVEYOR, DO HEREBY CERTIFY THAT THE PROPERTY DESCRIBED HEREIN WAS DETERMINED BY A SURVEY MADE ON THE GROUND, AND IS TRUE AND CORRECT TO THE BEST OF MY ABILITIES. A SURVEY SKETCH WAS PREPARED TO ACCOMPANY  FOLLOWING:  AUSTIN, TEXAS 78731  35th STREET, AUSTIN, TEXAS 78731  THIS FIELDNOTE DESCRIPTION. BURY & PARTNERS, INC. ENGINEERS-SURVEYORS 221 WEST SIXTH STREET SUITE 600 AUSTIN, TEXAS 78701  [(0-1-10  ABRAM C. DASHNER R.P.L.S. NO. 5901 STATE OF TEXAS,  ABRAMC. DASHNER 5901 SURV    LOT 3A, BLOCK "A" THE DOMAIN SHOPPING CENTER SECTION 2 DOCUMENT NO. 200800026  P.O.C.  LOT 2, BLOCK "A" RREEF DOMAIN BLOCK T AND HS SUBDIVISION DOCUMENT NO. 200800272  75 150 SCALE: 1"= 150' LINE TABLE BEARING $18'5345'WI 104.22 S65'59'34'W 110.48 N17'02'28'E S74:46'51'EL 105.68]  300  LINE L1 L2 L3 L4  LENGTH 57.83  &  NOBITOYE 162.52 L3  P.O.B.  S CAP N.  LOT 1, BLOCK "A" RREEF DOMAJN BLOCK T AND H SUBDIVISION DOCUMENT NO. 200800272  1  LOT 2-A3, BLOCK A m RESUBDIVISION, OF LOT 2, BLOCK "A", 3 DOMAIN SECTION 2 SUBDIVISION DOCUMENT NO. 200700336  0  0 L1 5  LEGEND 1/2" IRON ROD FOUND (UNLESS NOTED) P.O.B. POINT OF BEGINNING P.O.C. POINT OF COMMENCEMENT  1.008 ACRES (43,916 SQ. FT.)  ESPERANZA WAY (PRIVATE DRIVE) LOT 2-A2, BLOCK "A" RESUBDIVISION OF LOT 2, BLOCK "A", DOMAIN SECTION 2 SUBDIVISION DOCUMENT NO. 200700336  CAP LOT 1, BLOCK 'A RREEF DOMAIN BLOCK T AND H SUBDIVISION DOCUMENT NO. 200800272  HIGHWAY 1325)  BURNET ROAD (F.M.  (120' VARIES)  SKETCH TO ACCOMPANY DESCRIPTION OF A1.008 ACRE TRACT OF LAND OUT OF THE JAMES RODGERS SURVEY NO. 19, SITUATED IN THE CITY OF AUSTIN, TRAVIS COUNTY, TEXAS, BEING A PORTION OF LOT 1, BLOCK "A" RREEF DOMAIN BLOCK T AND H. SUBDIMSION, A SUBDIVSION OF. RECORD IN DOCUMENT NO. 200800272. OF THE OFFICIAL PUBLIC RECORDS OF TRAVS COUNTY, TEXAS.  Bury+Partners ENGINEERING SOLUTIONS 221 West Sixth Street, Suite 600 Austin, Teras 78701 Tel. (512)328-0011 Fax (512)328-0325 Bury4Partners, Inc. Copyright 2010  SIMON PROPERTY GROUP  DATE:10/01/10 FILE: #MIRANAVIB2DS7DNO  FN No.: 10-202(KWA) DRAWN BY: KWA PROJ. No: 1262-32    EXHIBITD  DESCRIPTION OFTHE ENDEAVOR TRACT AND SIMON TRACT]    EXHIBITI D  ENDEAVOR TRACT  SIMONITRAGT  OFTEXAS  PICKLE RESEARCH CENTER