GUNERI 105N.4th Street, P.O. Box 349 Gunter, TX 75058-0349 903-433-5185 Fax: 903-433-8039 AGENDA Gunter City Council Special Meeting Wednesday, October 23, 2024 6:00 p.m.  EST.1901  Pursuant to Chapter 551 oft the Texas Government Code, notice is hereby given ofa Special Meeting oft the City Council of the City of Gunter, Texas to be held on October 23, 2024, at 6:00 p.m. ini the Gunter Public Safety Building located at 1051 N 4th Street, Gunter, Texas, at Pursuant to, Section 551.127, Texas Government Code, one or more Councilmembers or employees may attend this meeting remotely using videoconjerencing technology. The video and audio. feed of the videoconferencing equipment can be viewed and heard by the public at the address posted above as the Welcome to the City Council. Meeting. Please sign the Sign-In-Sheet as a record of attendance. Ifyou wish to speak on an open-session agenda item, please fill out the Opinion/Speaker. Registration Form and turn it in to the City Secretary before the meeting starts. A card to speak at a public hearing may be CALLTO ORDER SPECIAL CITY COUNCIL MEETING [Mayor will call the meeting to order, establish a quorum ifpresent, and declare notice is legally posted pursuant to the Open Meetings Act. During the course oft the meeting, members oft the audience wishing to speak must be recognized by  which time the: following will be discussed and considered:  location of the meeting.  submitted any time before the public hearing is closed.  the Presiding Officer.)  INVOCATION AND PLEDGE OF ALLEGIANCE  AGENDA ITEM COMMENTS [The city council allows citizens to speak before an agenda item. Comments must be on topic. Citizens may address the Council fora ai maximum oft three minutes. Comments shall be made from thej podium. Please state your name and address for the record. The Open Meetings Act Section 551.007 allows, but does not require, the City Council  members to respond.] SPECIAL AGENDA 1. PUBLIC HEARING  Public Comments: Tol hear public comments to consider designating a certain area oft the City as a Public Improvement District (PID) to bel known as the Gunter 66 Public Improvement District, pursuant to Chapter 372 oft the Texas Local Government Code. 2. Discuss, consider, and act upon a Resolution creating a Public Improvement District  (PID) to be known as Gunter 661 Public Improvement District.    3. PUBLIC HEARING  PUBLIC HEARING REMAINS OPEN FROM OCTOBER 17.2024  Public Comments: Tol hear public comments regarding Voluntary Annexation for 62.1+/- acres tract ofland and all ofa called ten acres tract ofland generally located North ofE. Main Street at gth Street, South ofE. College Street, Grayson County, Texas. 4. Discuss, consider, and act upon an Ordinance approving Voluntary Annexation of a 62.1+/- acre tract of land situated in the Jot Gunter Survey (also known as the H.T.& B. R.R. Survey). Abstract No. 1437, and the H.T.& B. R.R. Survey, Abstract No. 606, Grayson County, Texas, generally located at E. Main Street and N. gth  (Gunter 66)  Street.  5. PUBLIC HEARING  PUBLIC HEARING REMAINS OPEN FROM OCTOBER 17.2024 Public Comments: To hear public comments regarding Zoning change from AG Agricultural to] PDI Planned Development on approximately 66.0 acres, to allow for the development ofc-1 Commercial District-Office, Light Retail and Neighborhood Services and approximately 208 single-family lots and open space, located along East Main and gth Street, 6. Discuss, consider, and act upon Approving an Ordinance regarding ai rezoning request for the Gunter 661 being a: 160.55 acre tract of land situated in the Being a tract of] land situated in the Jot Gunter Survey (also known as the H.T.& B. R.R. Survey). Abstract No. 1437, and the H.T.& B. R.R. Survey, Abstract No. 606, Grayson County, Texas, The: zoning change is proposed to follow the standards for the Planned Development Zoning District adopted in Guner  Gunter, Texas. (Gunter 66)  661 Developer Agreement.  7. COUNCIL BUSINESS EXECUTIVE SESSION  Pursuant to Chapter 551, Texas Government Code, The Council will convene into A. $551.071: Consultation with the City Attorney on a matter in which the duty ofthe attorney to the governmental body under the Texas Disciplinary Rules of] Professional Conduct of the State Bar ofTexas clearly conflicts with the Texas Open Meetings Act regarding pending or contemplated litigation; or a settlement offer re:  executive session (closed meeting) to discuss the following:  a. BNSF Litigation  RECONVENE TO OPEN SESSION    Ina accordance with Texas Government Code, Chapter 551, the City Council will reconvene into Open Session to consider action, ifany, on matters discussed in Executive  Session.  8. Discuss, and take appropriate action on any Executive Session item.  ADJOURN  I,the undersigned: authority, doh hereby certify thatt the abovel Notice ofCity Councill Meeting ofthe City ofGunter, Texas is a true and correct copy of said Notice and that I posted a true and correct copy of said Notice on the window of City Hall of said Gunter, Texas, aj place convenient to the public, and said Notice was posted on or before October 18, 2024, at 6:00 p.m. and remained sO posted continuously for at least seventy-two hours  immediately preceding the date ofs said meeting.  Detra 2  Secretary  Ifduring the course oft the meeting covered by this notice, the City Councils should determine that a closed or executive meeting ors session oft the City Council orac consultation witht the attorney for the Citys should bel held ori isr required, then such closed or executive meeting ors session or consultation" with attorney as authorized by the Texas Open! Meetings Act, Texas Government Code 551.001 et. seq, willl bel held by the City Council att the date, hour andp place giveni in this notice ast the City Council may conveniently meeti in such closed ore executive meeting or session or consult witht thea attomey for the City concerning any and alls subjects and for any and all purposes permitted by the Act, including, but not  limited to, the followings sections andj purposes: Texas Government Code Section:  551.071) Private consultation" witht the City'sa attorney on any item listed ont the agenda or authorized by law. 551.0721 For thep purpose ofc discussing the purchase, exchange, lease or value ofr real property. 551.0731 For the purpose of considering ar negotiated contract fora ap prospective gift or donation. ore employee ort tol hear complaints or charges against aj public officer ore employee. 551.0767 To consider the deployment, specific occasions fori implementation, ofs security personnel or devices. 551.084) For the purpose ofe excluding witnesses during examination of another witness. 551.0871 For the purposes ofc considering economic development negotiations. 5185 two working days priort tot ther meeting so that appropriate arrangements can ber made.  551.0741 For the purpose of considering the appointment, employment, evaluation, reassignment, duties, discipline or dismissal ofaj public officer Persons with disabilities who plant toa attendt this meeting andy who mayr need assistance should contact Detra Gaines, City Secretary, at (903).433-    O EST.1901  CITY COUNCIL MEETING October 23,2024 6:00PM  GUNGERI  AGENDA ITEM #1 PUBLIC HEARING  Public Comments: To hear public comments to consider designating a certain area oft the City as a Public Improvement District (PID) tol be known as the Gunter 66 Public Improvement District, pursuant to Chapter 372 ofthe Texas Local Government Code.  AGENDA ITEM SUMMARYIBACKGROUND:  PRESENTED BY: Karen Souther, Mayor RECOMMENDATION:  FINANCIAL IMPACT: N/A LEGAL REVIEW: N/A  ATTACHMENTS: See Attachments    NOTICE OF PUBLIC: HEARING FOR ESTABLISHMENT OF GUNTER 66 Notice is hereby given that the City Council of the City of Gunter, Texas (the "City"), will hold a public hearing on October 23, 2024, beginning at 6:00 p.m. at City Hall, 105 N4th Street Gunter, Texas, to consider designating a certain area oft the City as a public improvement district to be known as the Gunter 66 Public Improvement District (the "District"), pursuant to Chapter 372 of the Texas Local Government Code (the "Act") for the purpose of undertaking public improvement projects (the "Authorized Improvements") to serve the real property comprising the District (the "Land"). Att the  PUBLIC: IMPROVEMENT DISTRICT  hearing, the City Council shall make findings by resolution as to the:  a. General Nature of the Proposed Improvements. The Authorized Improvements for the District shall include 208 Single Family Lots authorized by Ordinance No. 2024-09-19-05, creating Planned Development District No. 3_ known as Gunter 66, the payment of expenses incurred in the establishment, administration, and operation of the District as well as special supplemental services for improvement and promotion of the District to ensure the continuous and perpetual operation, maintenance and supervision of the open space and common properties (the Amenities") within the  District, including, but not limited to:  1. Landscaping;  2. the establishment or improvement of parks and open space; 3. erection off fountains, distinctive lighting, and signs;  4. acquiring, constructing, improving, widening, narrowing, closing, or rerouting of sidewalks or of streets, any other roadways, or their rights-of- 6.3 acquisition, construction, or improvement of off-street parking facilities; 7. acquisition, construction, or improvement of water, wastewater, or 9. acquisition, by purchase or otherwise, of real property in connection with 10. special supplemental services for improvement and promotion of the district, including services relating to advertising, promotion, health and sanitation, water and wastewater, public safety, security, business recruitment, development, recreation and cultural enhancement; and 11. payment of expenses incurred in the establishment, administration, and operation of the district, including payment of expenses related to the operation and maintenance ofi mass transportation facilities; and  way;  5. acquisition and installation of pieces of art; drainage facilities or improvements; 8. projects similar to those listed in 1-7 above; an authorized improvement;  projects similar to those listed in the. Act.  The Authorized Improvements shall confer a special benefit on a definable part of the City and shall supplement the existing level of City improvements and services within the District. The City will continue to provide standard improvements and services to the  NOTICEOF) PUBLICHEARINGF FOR ESTABLISHMENT OF GUNTER 661 PUBLIC) IMPROVEMENT DISTRICT- Pagel    District at the same level that it provides such improvements and services to City  residents generally. 2.  Estimated Cost of the Improvements. The estimated cost of the  Authorized Improvements for the first year of the District's operation is $14,308.868.00. The cost of providing additional Authorized Improvements in subsequent years will be determined in a service and assessment plan to be adopted and reviewed and updated annually by the City Council. When building permits shall have been issued for 50 percent (50%) of the dwelling units in every phase of the development on the Land, the District shall levy an assessment to create a Maintenance Fund for the Authorized Improvements, tol be held in reserve by the City for use by the District at such time as the management of the District has been transferred to the Board of the Gunter 66 Homeowners' Association, Inc. or such other homeowners' association (the "HOA").  3. 4.  Boundaries of the District. The District consists of the Land located  within the City, the boundaries of which are described inl Exhibit "A."  Proposed Method of Assessment.  (a) An advisory body shall prepare and the governing body shall approve an ongoing service and assessment plan that will cover a period of at least five (5) years and define the annual indebtedness and the estimated cost ofthe. Authorized Improvements. The plan will be reviewed and updated annually by the City Council to determine the annual budget for the. Authorized Improvements. (b) The City shall apportion the cost of the Authorized Improvements to be assessed against property in the District on the basis of special benefits accruing tot the property because of the Authorized improvements. One hundred percent (100%) of the cost of the Authorized Improvements shall be assessed and levied against the property within the District according to the appraised value of such property, as established by the then-current appraisal roll of the Grayson Central Appraisal District at the same time the City assesses ad valorem taxes on such real property. This method of assessment will result in imposing equal shares of the (c) The assessments on real property and improvements within the District (the "Assessments") shall be paid annually by property owners in a single lump sum payment (the Payment") upon receipt of the assessment notice. The Payment shall be due October 1 of each year and shall be delinquent on February 1oft the following year. The Payment of Assessments may be enforced by the City in the same manner that the City enforces ad valorem tax liens against real 5. Proposed Apportionment of Costs. The apportionment of the cost for the Authorized Improvements between the District and the City as a whole shall be such that the District shall pay one hundred percent (100%) of the cost of the Authorized NOTICEOF PUBLICHEARING FOR] ESTABLISHMENT OF GUNTER 661 PUBLIC IMPROVEMENT DISTRICT- Page2  cost onj property similarly benefited.  property.    Improvements from the Assessments and from such other sources of funds, if any, available to the developer oft the Land. The City shall have no obligation to pay any cost  oft the. Authorized Improvements.  NOTICEOF PUBLICHEARINGI FORI ESTABLISHMENT OF GUNTER 661 PUBLICI IMPROVEMENT DISTRICT- Page3    EXHIBIT*A" The Boundaries ofthe Proposed Gunter 66 Public Improvement District LEGAL: DESCRIPTION  PROPERTY DISCKIPTON.G.ISPAC  Being a tract of land situated in the Jot Gunter Survey (also known as the H.T.& B. R.R. Survey) Abstract No. 1437, and the H.T.&B. R.R. Survey, Abstract No. 606, Grayson County, Texas, and being the remainder of a called 54.11 acres tract of land and all ofa called ten acres tract of land described in Deed to Paula Jane Autry House, Lou Ann Autry Jackson and John E. Autry as recorded in Volume 2311, Page 488, Real Property Records, Grayson County, Texas, and being more particularly described herein as BEGINNING at a 5/8 inch capped iron rod stamped VAUGHNS SURVEY CO." (typical) set in the East line of said 54.11 acres tract common to the East line of the remainder of a called 51.48 acres tract of land described in Deed to Marilyn Davis as recorded in Volume 2249, Page 355, said Real Property Records for the Southeast corner of the herein described tract, from which a steel fence corner post found in the North Right-of-Way line of F.M. Highway No. 121 (a called 60' R.O.W. - also known as East Main Street) for the Southeast corner of a said 54.11 acres tract bears South 00 degrees THENCE North 87 degrees 32 minutes 14 seconds West, with the South line of the herein described tract, severing said 54.11 acres tract, a distance of 1220.46 feet to a 5/8 inch iron rod set in the West line of said 54.11 acres tract common to the East line ofa called 3.82 acres tract of land described in Deed to Hershal H. Fraze and Sheryl Fraze as recorded in Volume 5690, Page 848, Official Records, Grayson County, Texas for the Southwest corner of the herein described tract, from which the most Southerly Southwest corner of said 54.11 acres tract bears South 34 degrees 56 minutes 44 seconds West, a THENCE North 34 degrees 56: minutes 44 seconds East, with the West line of said 54.11 acres tract common to the East line of said 3.82 acres tract, generally along and near a fence, a distance of309.64 feet to a steel fence corner post found for the Southeast corner ofs said ten acres tract common to the Northeast corner of said 3.82 acres tract; THENCE North 86 degrees 30: minutes 30 seconds West, with the South line of said ten acres tract common to the North line of said 3.82 acres tract, along and near a fence, passing at a distance of 429.79 feet a capped 1/2 inch iron rod found at the Northwest corner of said 3.82 acres tract common to the Northeast corner ofa called 0.33 acres tract of land described in Deed to Justin Duncan and Kaeley Duncan as recorded in Instrument No. 2022-25755, said Official Records, and continuing along said course, with the North line of said 0.33 acres tract, passing the Northeast corner of said 0.33 acres tract, and continuing for a total distance of 586.16 feet to a mag nail with a washer NOTICEOF PUBLICHEARING FORI ESTABLISHMENT OF GUNTER 661 PUBLIC IMPROVEMENT DISTRICT- Page4 4  follows:  38 minutes 17 seconds East, a distance of153.76 feet;  distance of175.66 feet;    stamped "Vaughns Survey Co" set in 9th Street (a public road) for the Southwest corner THENCE North 11 degrees 53 minutes 52 seconds East, with the West line thereof, along said 9th Street, passing at a distance of 231 feet the North side of said 9th Street, and continuing along said course, passing the Northwest corner of said 10 acres tract common to the most Westerly Southwest corner of said 54.11 acres tract, and continuing with the West line thereof, passing at a distance of 1062.59 feet a cross-tie fence corner post at the Southeast corner of a called 9.56 acres tract of land described in Deed to Valley Church of Christ as recorded in Volume 4609, Page 51, said Official Records, continuing along said course, with the East line of said 9.56 acres tract, along and near a fence, a total distance of 1654.31 feet to a 1/2 inch capped iron rod found stamped "RPLS 6578" near as steel fence corner post for the Northwest corner of said 54.11 acres tract common to THENCE South 89 degrees 45 minutes 23 seconds East, with the North line ofs said 54.11 acres tract common to the South line of said 9.56 acres tract, a distance of 8.70 to a 1/2 inch capped iron rod found stamped "RPLS 6578" found at the most Easterly Southeast corner of said 9.56 acres tract and same being the Southwest corner of Lot 3, Hilltop Estates, according to the Plat thereof as recorded in Volume 10, Page 91, Plat Records, THENCE South 89 degrees 44 minutes 08 seconds East, continuing with the North line ofs said 54.11 acres tract common to the South line of said Lot3 3, along and near a fence, a distance of 76.28 feet to a 3/8 inch iron rod found at the Southeast corner of said Lot 3 common to the Southwest corner ofLot 1, Block A, Donohoe Addition, according to the THENCE North 89 degrees 38 minutes 14 seconds East, continuing with the North line of said 54.11 acres tract common to the South line of said Donohoe Addition, a distance of 622.34 feet to a 1/2 inch iron rod found for the Southeast corner of said Donohoe Addition and same being the Southwest corner of a called 1.03 acres tract of land described in Deed to Deana Michelle Reed as recorded in Volume 5427, Page 421, said THENCE North 89 degrees 22 minutes 37 seconds East, continuing with the North line of said 54.11 acres tract common to the South line of said Reed tract, passing the Southeast corner of said Reed tract common to the Southwest corner of Lot 2 of East College Addition, according to the Plat thereof as recorded in Volume 2021, Page 271, said Plat Records, and continuing along said course, with the South line thereof, a distance of2 294.98 feet to 1/2 inch capped iron rod found for the Southeast corner of said Lot 2 of East College Addition and same being the Southwest corner of a called 0.935 acres tract of land described inl Deed to L.D. Byrd as recorded in Volume 1723, Page 667,  of said ten acres tract;  the an interior conner of said 9.56: acres tract;  Grayson County, Texas;  Plat thereof as recorded in Document No. 2022-11, said Plat Records;  Official Records;  Deed Records, Grayson County, Texas;  NOTICEOF PUBLIC) HEARINGFORI ESTABLISHMENT OF GUNTER 661 PUBLIC IMPROVEMENT DISTRICT- Page5    THENCE North 89 degrees 14 minutes 10 seconds East, continuing with the North line of said 54.11 acres tract common to the South line of said Byrd tract, passing the Southeast corner of said Byrd tract common to the Southwest corner of a called 1.600 acres tract ofland (Tract II) described in Deed to Cynthia Meinen as recorded in Volume 2260, Page 342, said Real Property Records, and continuing along said course, with the South line thereof, a distance of 261.79 feet to a cross-tie fence corner post found for the Northeast corner of said 54.11 acres tract common to the Northwest corner of a called 10.539 acres tract of land described in Deed to Shahi Chadha, as Trustees of the Shashi Chadha 2004 Trust as recorded in Instrument No. 2018-27861, said Official Records; THENCE South 00 degrees 38 minutes 17 seconds East, with the East line of said 54.11 acres tract common to the West line ofs said Chadha tract, along and near a fence, passing the Southwest corner of said Chadha tract common to the Northwest corner of a called 1.003 acres tract of land described in Deed to Mario Prado and Maria Cristina Prado as recorded in Instrument No. 2019-16843, said Official Records, and continuing along said course, with the West line of said Prado tract, passing the Southwest corner of said Prado tract, and continuing along said course, with the West line of said Davis tract, a distance of 1971.10 feet to the POINT OF BEGINNING and containing, within the metes and  bounds herein recited, 62.159: acres ofland, more or less.  NOTICEOF] PUBLICI HEARINGFOR ESTABLISHMENTOP GUNTER 661 PUBLIC IMPROVEMENT DISTRICT- Page6    CITY COUNCIL MEETING October: 23,2 2024 6:00 PM  GUNERI  EST.1901  AGENDA ITEM #2  Discuss, consider, and act upon al Resolution creating al Public Improvement District (PID) to be  known as Gunter 66 Public Improvement District. AGENDA ITEM SUMMARY/BACKGROUND:  PRESENTED BY: Karen Souther, Mayor RECOMMENDATION: FINANCIAL IMPACT: N/A LEGAL REVIEW: N/A  ATTACHMENTS: See Attachments    CITY OF GUNTER  RESOLUTIONI NO..  Al RESOLUTION OF THE CITY COUNCIL OF THE CITY OF GUNTER, TEXAS, REGARDING THE CREATION OF Al PUBLIC IMPROVEMENT DISTRICT AND ORDERING PUBLIC IMPROVEMENTS TO BE MADE FOR THE BENEFIT OF SUCH DISTRICT; PROVIDING FOR A SEVERABILITY CLAUSE; PROVIDING AN EFFECTIVE DATE; AND CONTAINING OTHER MATTERS RELATING TO THE SUBJECT WHIEREAS, the City of Gunter, Texas (the "City") is authorized by Chapter 372, Texas Local Govemment Code, as amended (the "Act"), to create aj publicimprovement. district andt tol levy special assessments against property within the district to pay the costs of public improvement  projects that confer a special benefit onj property within the district; and  WHEREAS, pursuant tot the. Act, on: September 2024, there was: submitted to and filed with the City Secretary ofthe City (the "City Secretary") aj petition, a copy ofwhich is on file with the City Secretary (the "Petition"), requesting the creation of the Gunter 66 Public Improvement District (the Distict),consistingofapproximately sixty-six (66) acres withini the corporatel limits of the City, which property is described by metes and bounds in Exhibit A attached hereto and  incorporated herein by reference; and  WHEREAS, the City Council of the City (the "Council") received the Petition and WHEREAS, the Council has investigated and determined that the public improvements describedi int thel Petition andi hereinafter defined (the"Authorized: puemems)meadhuind by the Act, promote the interests of the City, and confer a special benefit on property within the  determined that it satisfied the requirements ofthe Act; and  District; and  WHEREAS, after providing the notices required by the Act and by the Texas Open Meetings Act, Chapter 551,Texas Government Code, as amended (the "Open Meetings Act"), the Council convened the public hearing (the Creation Hearing") to determine the advisability of creating and establishing thel District: and undertaking the Authorized Improvements described: herein  and in the Petition; and  WIHIEREAS, such public meeting was convened on October 17, 2024, and all owners of property located within thel District and all otherin interested persons were given the opportunity at the Creation Hearing to speak for or against the creation oft the District and the proposed Authorized  Improvements; and  WHEREAS, after all persons having ani interest int the creation ofthel District were givenan opportunity to be heard, the Council closed the Creation Hearing on October 2024; and WHIEREAS, the Council has made findings based on the information contained in the Petition presented to the Council and the comments received at the public hearing.    NOW,THEREFORE, BEITI RESOLVED BY' THE CITY COUNCIL OFTHECITY SECTION 1. The Council hereby approves the statements contained in the preamble of this Resolution and finds that all statements aret true and correct andi incorporate the same int thel body of SECTION2. The (i) form and content ofthel Petition, (ii) form, content and timing ofthenoticesof the Creation Hearing, and (iii) conduct of the Creation Hearing are in compliance with all SECTION3. The Council, after considering (i) thel Petition, (i)information; provided by Citys staff and (iii) the evidence and testimony presented at the Creation Hearing, hereby finds and determines A. The Petition was filed with the City Secretary and was signed by owners of taxable real property representing more than 50 percent of the appraised value of taxable real property liable for assessment under the proposal, as determined by the current appraisal roll ofthe appraisal district in which thej property is located, and by thei reçord owners ofreal property liable for assessment under thej proposal who own taxablei real property thate constitutesmore than 50 percent of the area of all real property that is liable for assessment under the B. The proposed Authorized Improvements described in the Petition are of the nature of the publicimprovements described in Section 372.003 ofthe. Act and are advisable: and desirable C. Thej proposed. Authorized Improvements willj promote thei interests ofthe City and are ofthe nature that will confer a special benefit on all property within the District by enhancing the D. The nature oft the proposed. Authorized Improvements that are authorized by the Act to be undertaken and financed from time tot time inj phases are described as follows: (1) acquisition, construction and improvements consisting of (a) landscaping; (b) erection of fountains, distinctive lighting, and signs; (c) acquiring, constructing, improving, widening, narrowing, closing, or rerouting ofs sidewalks orofstreets, any other roadways, ort theirrights-of-way, including related landscaping, lighting, traffic control devices, screening walls and retaining walls; ()constructiono or improvement of pedestrian malls; (e) acquisition and installation of pieces of art; (f) acquisition, construction, or improvement of off-street parking facilities; (g) acquisition, construction, or improvement of water, wastewater, or drainage facilities or improvements; (h) the establishment or improvement ofparks; (9) projects similarto those listed in (a)-(h); () acquisition, by purchase or otherwise, oft real property or contract rights in connection with an authorized improvement; G) special supplemental and maintenance services for improvement and promotion of the District, including servicesr relating to advertising, promotion, health and sanitation, water and wastewater, roadways, public safety, security, business recruitment,  OF GUNTER, TEXAS, THAT:  this Resolution.  requirements oft the. Act and are. hereby ratified and approved.  that:  proposal;  improvements for the District;  value ofs such property located within the District;  2    development, recreation, and cultural enhancement (collectively, the Authorized (2) thej payment ofe expenses incurred int the establishment, administration, maintenance and operation oft the District, including costs ofi issuance, funding debt service and capitalized interest reserves and credit enhancement fees ofany bonds issued by or The estimated cost ofthej proposed. Authorized Improvements: sis$_,000,000, in addition to  Improvements"): and  on behalf of the City or District. the costs described in clause B. above; Exhibit. A attached. hereto;  E. The boundaries of the District include all oft the property that is set forth and described in  F.  The assessment of costs oft the proposed Authorized Improvements will be levied on each parcel ofproperty within thel Districti ina ai manner that results ini imposing equal sharesofthe  costs on property similarly benefitted;  G. The costs of the proposed Authorized Improvements shall be paid by assessment of the property within thel District. The City willj pay none ofthe costs ofthe proposed. Authorized Improvements. Any remaining costs ofthe proposed. Authorized! Improvements willl bej paid  from sources other than assessment oft the property within the District;  H. The management of the District will be by the City with the assistance of a third-party administrator hired by the City and paid as part of the annual administrative cost of the  District; and  I.  The District shall be managed without the creation of an advisory body.  SECTION 4. The District is hereby authorized, established and created as aj public improvement district under the Act, and the. Authorized Improvements described above are authorized tol bei made in accordance with a service and assessment plan to be approved by the Council. SECTION5. The District shall be known as the Gunter 661 Public Improvement District. SECTION 6. The City Secretary is hereby directed to cause a copy of this Resolution to be recorded in thei real property records of Grayson County, Texas, on or before November 1, 2024. SECTION7. Ifany section, article, paragraph, sentence, clause, phrase or wordi in this Resolution orapplication thereofto any persons or circumstances is heldi invalid or unconstitutional by a court ofcompetent; jurisdiction, suchl holding shall not affect the validity ofthei remaining portions ofthis Resolution; and the Council hereby declares it would have passed such remaining portions ofthis Resolution despite such invalidity, which remaining portions shall remain in full force and effect. SECTIONS. The authorization ofthel District pursuant to this Resolution shall take effect upont the  adoption ofthis Resolution by the Council.  3    DULYPASSED AND. APPROVEDE BYTHECITY COUNCILOFTHECITYOFGUNTER,  TEXAS, THE2 23 DAY OF OCTOBER, 2024.  AYES NAYS ABSTENTIONS  CITY OF GUNTER, TEXAS  Karen Souther, Mayor  ATTEST:  Detra Gaines, City Secretary APPROVED ASTOFORM:  Courtney Goodman-Morris, City Attorney  (cgm:10/182024)  4    Exhibit A  PROPERTY DESCRIPTION-6215) AC  Being a tract of land situated in the. Jot Gunter Survey (also known as the H.T.&B.1 R.R. Survey) Abstract No. 1437, and the H.T.&B. R.R. Survey, Abstract No. 606, Grayson County, Texas, and being the remainder ofa called 54.11 acres tract ofland anda all ofacalled ten acres tract ofland described in] Deed tol Paula. Jane Autry House, Lou Ann Autry Jackson and. John E. Autry as recorded in Volume 2311, Page 488, Real Property Records, Grayson County, Texas, and being  more particularly described herein as follows:  BEGINNING at a 5/8 inch capped ironi rod stamped "VAUGHNS SURVEY CO."(typical) set in the East line of said 54.11 acres tract common to the East line of the remainder of a called 51.48 acres tract ofland describedi in] Deed tol Marilyn Davis asi recorded in' Volume 2249, Page 355, said] Real Property Reçords fori the Southeast corner ofthel herein described tract, from whichasteel fence corer post found in the North Right-of-Way line of F.M. Highway No. 121 (a called 60' R.O.W.-a alsol known as East Main Street): for the Southeast corner ofasaid: 54.11 acres tract bears  South 00 degrees 38 minutes 17 seconds East, a distance of153.76: feet;  THENCE. North 87 degrees 321 minutes 14: seconds West, with the South line oft the herein described tract, severing said 54.11 acres tract, ac distance of1220.461 feet toas 5/8 inch ironi rod seti in the West line of said 54.11 acres tract common to the East line ofa called 3.82 acres tract ofl land described in Deed to Hershal H. Fraze and Sheryl Fraze as recorded in Volume 5690, Page 848, Official Records, Grayson County, Texas for the Southwest cormer of the herein described tract, from which the most Southerly Southwest corner ofsaid 54.11 acres tract bears South 34 degrees 56  minutes 44 seconds West, a distance of 175.66 feet;  THENCE North 34 degrees 561 minutes 44 seconds East, with the West line of said 54.11 acres tract common to the East line of said 3.82 acres tract, generally along and near a fence, a distance of 309.64 feet to as steel fence corner post found for the Southeast comer ofsaid ten acres  tract common to the Northeast cormer ofs said 3.82 acres tract;  THENCE North 86 degrees 30 minutes 30 seconds West, with the South line of said ten acres tract common to the North line of said 3.82 acres tract, along and near a fence, passing at a distance of429.79 feet a capped 1/2 inch iron rod found at the Northwest corner ofs said 3.82 acres tract common tot thel Northeast comerofac called 0.33 acres tract ofland described inl Deed to. Justin Duncan and! Kaeley Duncan as recorded: in Instrument No. 2022-25755, said Official Records, and continuing along said course, with the North line of said 0.33 acres tract, passing the Northeast corner ofs said 0.33 acres tract, and continuing for at total distance of 586.16: feet to ai mag nail witha washer stamped "Vaughns Survey Co" set in 9th Street (aj public road) for the Southwest corner of  said ten acres tract;  THENCE North 11 degrees 53 minutes 52 seconds East, with the West line thereof, along said 9th Street, passing at a distance of231 feet the North side of said 9th Street, and continuing along said course, passing thel Northwest comerofsaid 10 acres tract common toi the most Westerly Southwest corner ofs said 54.11 acres tract, and continuing with the West line thereof, passing at a distance of 1062.59 feet a cross-tiei fence corner post at the Southeast çorner ofac called 9.56 acres tract ofl land described in Deed to Valley Church of Christ as recorded in Volume 4609, Page 51,  A-1    said Official Records, continuing along said course, with thel East line ofsaid9 9.56acrest tract, along and near a fence, a total distance of 1654.31 feet to a 1/2 inch capped iron rod found stamped "RPLS 6578" near a steel fence çorner post for the Northwest corner of said 54.11 acres tract  common to the ani interior conner of said 9.56 acres tract;  THENCE South 89 degrees 45 minutes 23 seconds East, with the North line of said 54.11 acres tract common to the South line ofs said 9.56: acres tract, a distanceof8.701 toal 1/2 inch capped ironi rodi found stamped' RPLS 6578" found at thei most Easterly Southeast corner ofsaid9.56acres tract and same being the Southwest corner ofLot3, Hilltop Estates, according to the Plat thereofas  recorded in Volume 10, Page 91, Plat Records, Grayson County, Texas;  THENCE South 89 degrees 44 minutes 08 seconds East, continuing with the North line of said 54.11 acres tract common to the South line ofs said Lot 3, along and near ai fence, a distance of 76.28 feet to a 3/8 inch iron rod found at the Southeast corner of said Lot 3 common to the Southwest comerofLotl, Block. A, Donohoe. Addition, according tot thel Plat thereofas recordedi in  Document No. 2022-11, said Plat Records;  THENCE North 89 degrees 38 minutes 14 seconds East, continuing with the North line of said 54.11 acres tracte common tot the South line ofsaid Donohoe. Addition, a distance of622.34 feet toal 1/2 inch iron rodi found fori the Southeast corner ofs said Donohoe Addition and same being the Southwest corer ofa called 1.03 acres tract ofland described in) Deed tol Deana Michelle Reed as  recorded in Volume 5427, Page 421, said Official Records;  THENCE: North 89 degrees 22 minutes 37 seconds East, continuing with the North line of said 54.11 acres tract common to the South line ofs said Reed tract, passing the Southeast corner of said Reed tract commont tot the Southwest corner ofLot2 ofEast College Addition, according tot the Plat thereof as recorded in Volume 2021, Page 271, said Plat Records, and continuing along said course, with the South line thereof, a distance of294.98 feet to 1/2 inch capped iron rod found for the Southeast corner ofsaid Lot2ofEast College Addition and same being the Southwest cornerof acalled 0.935 acres tract ofland described inl Deed to L.D. Byrd as recorded in Volume 1723, Page  667, Deed Records, Grayson County, Texas;  THENCE North 89 degrees 14 minutes 10 seconds East, continuing with the North line of said 54.11 acres tract common to the South line ofs said Byrd tract, passing the Southeast comerof said Byrd tract common to the Southwest corner of a called 1.600 acres tract of land (Tract II) described in Deed to Cynthia Meinen as recorded in Volume 2260, Page 342, said Real Property Records, and continuing along said course, with the South line thereof, a distanceof261.79 feet toa cross-tie fence corner post found for the Northeast cormer ofs said 54.11 acres tract common tot the Northwest cormer of a called 10.539 acres tract of land described in Deed to Shahi Chadha, as Trustees ofthe Shashi Chadha 2004 Trust as recorded: inl Instrument No. 2018-27861, said Official  Records;  THENCE South 00 degrees 38 minutes 17 seconds East, with the East line of said 54.11 acres tract common to the West line of said Chadha tract, along and near a fence, passing the Southwest cornerofsaid Chadhat tract common toi thel Northwest cornerofac called1.003 acres tract ofl land described in Deed to Mario Prado and Maria Cristina Prado as recorded in Instrument No. 2019-16843, said Official Records, and continuing along said course, with the West line of said Prado tract, passing the Southwest comerofsaid) Pradot tract, and continuing along said course, with  A-2    the West line of said Davis tract, a distance of 1971.10 feet to the POINT OF BEGINNING and containing, within the metes and bounds herein recited, 62.159 acres ofland, more or less.  PROPERTY DESCRIFTION-4U AC  Being a tract of land situated in the Jot Gunter Survey (also known as the H.T.&B. R.R. Survey). Abstract No. 1437, and being part ofa called: 54.11 acres tract ofland described in Deed to Paula Jane Autry House, Lou Ann Autry Jackson and. John E. Autry as recorded in Volume 2311, Page 488, Real Property Records, Grayson County, Texas, and being more particularly described  herein as follows:  BEGINNING at a steel fence corner post found in the North Right-of-Way line of F.M. Highway. No. 121 (a called 60'1 R.O.W.-a also known as East Main Street) fort the Southeast corerof a said 54.11 acres tract and the Southwest corner of the remainder of a called 51.48 acres tract of land described in Deed tol Marilynl Davis asi recordedi in' Volume 2249, Page 355, said Real Property  Records;  THENCE: North 87 degrees 18 minutes 23 seconds West, with the South line of said 54.11 acres tract common to thel North line ofs said F.M. 121, a distance of1323.13 feet to aj point on1 the South side ofas steel: fence çorner post found for the most Southerly Southwest corner ofsaid 54.11 acres tract commont tot the Southeast corner ofac called 3.82 acres tract ofland described in Deed to Hershal H. Fraze and Sheryl Fraze as recorded in Volume 5690, Page 848, Official Records,  Grayson County, Texas;  THENCE North 34 degrees 56 minutes 44 seconds East, with the West line of said 54.11 acres tract commont to the East line ofsaid] Fraze tract, generally along andi neara ai fence, a distance of 175.68 feet to ap point fort thel Northwest corner ofthel herein described tract, from whicha as steel fence çormer post found at the Northeast çorner ofs said Fraze tract bears North 34 degrees 561 minutes 44  seconds East, a distance of309.64 feet;  THENCE South 87 degrees 32 minutes 14 seconds West, with the North line oft the herein described tract, severing said 54.11 acres tract, a distance of1220.46: feet to aj point int the East line ofsaid 54.11 acres tract common to the East line ofsaid Davis tract for the Northeast corner ofthe herein described tract, from which a cross-tie fence corner post found for the Northeast cormer of said 54.11 acres tract bears North 00 degrees 38 minutes 17 seconds West, a distance of 1971.10  feet;  THENCE South 00 degrees 38 minutes 17 seconds East, with the East line of said 54.11 acres tract common tot the West line ofs said Davis tract, along and near ai fence, a distanceof153.76 feet to the POINT OF BEGINNING and containing, within the metes and bounds herein recited,  4.407 acres ofland, more or less.  A-3    PETITION TOI ESTABLISH THE GUNTER 661 PUBLIC IMPROVEMENT DISTRICT  COMES NOW, Paula Jane Autry House, Lou Ann Autry Jackson, and John E. Autry (collectively, the "Petitioner"), and hereby requests and petitions the CityofGunter, Texas, aType A general-law municipality (the "City"), to establish the Gunter 66 Public Improvement District (the "District") under and pursuant to the provisions of Chapter 372, Texas Local Government Code (the "Act"), on thel hereinafter described property situated within the corporate limits oft the  City, andi in support thereofrespectfully show:  Section 1. General Nature of Proposed Improvements. The general nature of the proposed public improvement projects to be provided by the District, in phases, include: ()landscaping; (2) erection of fountains, distinctive lighting, and signs; (3) acquiring, constructing, improving, widening, narrowing, closing, or rerouting ofsidewalks or ofstreets, any other roadways, or their rights-of-way, inçluding related landscaping, lighting, traffic control devices, screening walls and retaining walls; (4) construction or improvement of pedestrian malls; (5) acquisition and installation of pieces of art; (6) acquisition, construction or improvement of off-street parking facilities; (7) acquisition, construction, ori improvement ofwater, wastewater, or drainage facilities or improvements; (8) the establishment or improvement of parks; (9) projects similar toi thosel listed in (1)-(8), above; (10)acquisition, by purchase or otherwise, ofreal property in connection with an authorized improvements; (11) special supplemental services for improvement and promotion ofthe District, including services relating to advertising, promotion, health and sanitation, water and wastewater, roadways, public safety, security, business recruitment, development, recreation, and cultural enhancement; (12) acquisition ofcontractrights inc connection with an authorized improvement (items (1) through (12), collectively, the "Public Projects"); and (13) the payment of expenses incurred in the establishment, administration, and operation of the District, costs of bond issuance, legal and financial fees, letter of credit fees and expenses, capitalization ofbond interest, the creation ofal bond reserve: fund, funding debt service, and capitalized interest reserves and credit enhancement fees of any bonds issued by or on behalf ofthe District, ifnecessary (the' 'Administrative Expenseg'(together with the Public Projects, the  "Authorized Improvements"). Improvements is $8,000,000.00.  Section 2. Estimated Costs. The current estimated cost of the Authorized Section 3. District Boundaries. The boundaries of the proposed District are fully Section 4. Method of Assessment. The proposed method of assessment is toi impose a special assessment to bej paid ini installments on all useable property within the! District, net ofany public right-of-way, according to the value of the property, without regard to the value of improvements on the property, ori in any other manner that results ini imposing equal shares oft the cost on property similarly benefitted. After creation oft the District, a service and assessment plan will bej prepared showing the special benefits accruing toj property within the District and how the costs of the Authorized Improvements are assessed against the property on the basis of special  described in Exhibit A, attached hereto and: made aj part hereof for all purposes.  benefit received by the property from the same.  Petition tol Establish the Gunter 661 Public Improvement District-F Page 1    Section: 5. Apportionment ofCosts. The City will not be obligated toj provide any funds to finance the Authorized Improvements, other than from assessments levied on property within the District. No municipal property in the District shall be assessed. The Petitioner may also pay certain costs of the improvements benefitting the District from other funds available to it as the  developer ofthel District,  Section 6. Management oft the District. Management and administration ofthel District shall be by the City. The City may contract with a private company for District administrative  services.  Section 7. Consent and Request ofPetitioner. Petitioner requests and concurs with the establishment of the District and with the levy of assessments against the Property toj pay for or finance the Authorized Improvements to the extent the Authorized Improvements confer a special benefit on the Property. The individuals executing this Petition is duly authorized to do sO and  hereby consents to and request the establishment ofthel District.  Section 8. Advisory Board. An Advisory Board may, at the discretion of City Council ofthe City (the "Council"), be establishedi to develop and recommend ani improvement plan tot the Council. Petitioner requests that ift the Council establishes an Advisory Board, that such. Advisory  Board should include representatives oft the Petitioner or their designees.  Section 9. Standing of Petitioner. This Petition has been executed by, for, and on behalfof(i) the owners ofr more than 50% ofthe taxable real property described in said Exhibit A, representing all of the appraised value. of taxable real property liable for assessment under this Petition as shown by the current roll ofthe Grayson Central Appraisal District, and (ii) the record owners ofi more than 50% of the real property liable for assessment under this Petition, and shall be filed with the Secretary oft the City. Petitioner owns 100% ofthe property liable for assessment  under this Petition.  WHEREFORE, PREMISES CONSIDERED, Petitioner prays that the Council:  (1) duly consider this Petition and adopt a Resolution finding () that this  Petition complies with all legal requirements; (ii) that the proposed Authorized Improvements are necessary, advisable and will provide a public use and benefit to the City; and (iii) that the estimated costs of the improvements, the method of assessment and the apportionment of costs  between the District and the City are reasonable and acceptable;  (2) call aj public hearing, give notice thereof as required by law, and hold such (3) grant all matters requested in this Petition and grant such other relief, in law remainder of page intentionally left blank; signature page(s)jollow)  hearing on the advisability of the Authorized Improvements specified int this Petition; and  orine equity, to which Petitioner shall show itselftol be entitled.  Petition tol Establish the Gunter 661 Public Improvement District- Page 2    IN WITNESS WHEREOF, Petitioner has executed this Petition as of the day and year  written below.  PETITIONER  Paula Jane. Autry House, an individual  Lou Ann Autry Jackson, an individual  John E. Autry, an individual  Petition tol Establish the Gunter 66 Public Improvement District- - Signature Page    STATE OF TEXAS COUNTY OF  S  BEFORE ME, the undersigned, al Notary Public in and for the State ofTexas, on this day personally appeared Paula Jane. Autry House, whose name is subscribed to the foregoing Petition to Establish the Gunter 66 Public Improvement District, and acknowledged to me that they  executed the same for the purposes and in the capacities therein expressed.  Notary Public, State ofTexas  (NOTARY SEAL)  STATE OF TEXAS COUNTY OF  $ $ $  BEFORE ME, the undersigned, al Notary Public in and for the State of Texas, on this day personally appeared Lou Ann Autry Jackson, whose name is subscribed to the foregoing Petition to Establish the Gunter 66 Public Improvement District, and acknowledged to me that they  executed the same for the purposes and in the capacities therein expressed.  Notary Public, State ofTexas  (NOTARY SEAL)  STATE OF TEXAS COUNTY OF  S $ $  BEFORE ME, the undersigned, a Notary Public in and for the State ofTexas, on this day personally appeared. John E. Autry, whose: namei is subscribed tot thei foregoing Petition tol Establish the Gunter 661 Public Improvement District, and acknowledged tos me that they executed the same  for the purposes and in the capacities therein expressed.  Notary Public, State ofTexas  (NOTARY SEAL)  Petition1 tol Establish the Gunter 66 Public Improvement! District- - Signature Page    Exhibit A  Petition tol Establish the Gunter 66 Public Improvement District- Exhibit A    ROF EST.1901  CITY COUNCIL MEETING October 23, 2024 6:00 PM  GUNMERI  AGENDA ITEM #3 PUBLIC HEARING  PUBLIC HEARING REMAINS OPEN FROM OCTOBER 17.2024  Public Comments: To hear public comments regarding Voluntary Annexation for 62.1+/- acres tract of] land and all ofa a called ten acres tract of] land generally located North ofE. Main Street at gth Street, South ofE. College Street, Grayson County, Texas.  (Gunter 66)  AGENDA ITEMSUMMARYIBACKGROUND:  PRESENTED BY: Karen Souther, Mayor RECOMMENDATION: FINANCIAL IMPACT: N/A LEGAL REVIEW: N/A  ATTACHMENTS: See. Attachments    NOTICE OF PUBLIC: HEARING ON VOLUNTARY ANNEXATIONS NOTICE IS HEREBY GIVEN TO ALL INTERESTED PERSONS, THAT: The City Council ofthe City ofGunter, Texas, proposes toi institute annexation proceedings to enlarge and extend the boundary limits oft the City of Gunter toi include the following described  territory, to wit:  Being a tract of land situated in the Jot Gunter Survey (also known as the H.T.& B. R.R. Survey) Abstract No. 1437, and the H.T.&B. R.R. Survey, Abstract No. 606, Grayson County, Texas, and being the remainder ofa called 54.11 acres tract of land and all of a called ten acres tract of land described in Deed to Paula Jane Autry House, Lou Ann Autry Jackson and John E. Autry as recorded in Volume 2311, Page 488, Real Property Records, Grayson County, Texas, containing 62.159 acres ofl land, more or less and identified by Grayson CAD ID 13466, generally located at E. Main Street and N. 9th Street; and Grayson CADIDS134348, generally located north ofE. Main Street, south  ofE. College Street, Grayson County, Texas.  A map and detailed information on the properties proposed for annexation are available at Aj public hearing will be held by and' before the City Council oft the City of Gunter, Texas on October 17,2024, at 6:00 p.m., at the Gunter Public Safety Building, located at 105North 4th Street, Gunter, Texas 75058, for all persons interested int the above proposed annexation. At said time and place, all such persons shall have the right to appear and be heard. Ofall said matters and things, all persons interested in the things and matters herein mentioned, will take notice.  the City Hall.    CITY COUNCIL MEETING October 23, 2024 6:00 PM  GUNERI  EST.1901  AGENDA ITEM #4  Discuss, consider, and act upon an Ordinance approving Voluntary Annexation of a 62.1+/- acre tract of land situated in the Jot Gunter Survey (also known as the H.T.&E B. R.R. Survey). Abstract No. 1437, and thel H.T.& B. R.R. Survey, Abstract No. 606, Grayson  County, Texas, generally located at E. Main Street and N. gth Street.  AGENDA ITEM SUMMARY/BACKGROUND:  PRESENTEDI BY: Karen Souther, Mayor Courtney Morris, City Attorney RECOMMENDATION: FINANCIAL IMPACT: N/A LEGAL REVIEW: N/A  ATTACHMENTS: See. Attachments    CITY OF GUNTER, TEXAS  ORDINANCE NO.  AN ORDINANCE OF THE CITY COUNCIL OF THE CITY OF GUNTER, TEXAS, ANNEXING INTO THE CORPORATE LIMITS OF THE CITY OF GUNTER, TEXAS, 62.1 ACRES SITUATED IN THE JOT GUNTER SURVEY, (ALSO KNOWN AS THE H.T.&B.R.R. SURVEY) ABSTRACT NO. 1437, GRAYSON COUNTY, TEXAS, DESCRIBED IN EXHIBIT "A" HERETO; EXTENDING THE BOUNDARY LIMITS OF THE CITY SO TO INCLUDE WITHIN THE CITY'S LIMITS SAID ANNEXED PROPERTY; GRANTING ALL INHABITANTS AND OWNERS OF THE ANNEXED PROPERTY ALL OF THE RIGHTS AND PRIVILEGES OF OTHER CITIZENS; BINDING THE INHABITANTS OF THE ANNEXED PROPERTY BY ALL THE ACTS, ORDINANCES AND REGULATIONS OF THE CITY; ADOPTING A SERVICE PLAN FOR THE ANNEXED PROPERTY; PROVIDING A REPEALING CLAUSE; PROVIDING A SEVERABILITY CLAUSE; AND PROVIDING AN EFFECTIVE DATE. WHEREAS, this ordinance pertains to the hereinafter described territory being a 66t acres situated in the Jot Gunter Survey (also known as the H.T.&B.R.R. Survey), Abstract No. 1437, Grayson County, Texas, more fully described by metes and bounds and depicted in Exhibit "A"attached hereto and incorporated herein by reference (the "Annexed Property"); and  WHEREAS, the City Council ofthe City of Gunter ("City Council") has been presented with a petition by the record owners of the Annexed Property requesting Annexation of the Annexed Property into the corporate limits oft the City of Gunter, Texas ("the City"); and  WHEREAS, the City Council has given the requisite notices and conducted the public WHEREAS, the City Council desires to adopt a service plan as required by Section 43.056 of the Texas Local Government Code for the Annexed Property, which is attached hereto as Exhibit "B" (the Service Plan") and incorporated herein for all purposes; and  hearing required by Chapter 43 ofthe Texas Local Government Code; and  WHEREAS, the City Council finds that the Annexed Property lies within the City's exclusive extraterritorial jurisdiction and is contiguous to the City's existing corporate  boundaries; and  WHEREAS, the requirements for Annexation of the Annexed Property are as stated in WHEREAS, the City Council of the City of Gunter has concluded that the Annexed NOW, THEREFORE, BE IT ORDAINED BY THE CITY COUNCIL OF THE  Chapter 43 oft the Texas Local Government Code; and  Property should be annexed to and made aj part of the City; and  CITY OF GUNTER, TEXAS, THAT:  City of Gunter Ordinancel No. Ggm10102A88S9E632  Page 1of9    SECTION1 1. The recitals set forth above and found to be true and correct and are SECTION 2. The Annexed Property, as described and depicted on Exhibit "A" attached hereto and incorporated herein by this reference, is hereby annexed and added to the City's corporate limits, and the City's boundary limits shall be and are hereby extended to include the Annexed Property, The Annexed Property shall be and is hereafter subject to all the acts, ordinances, resolutions and regulations of the City. The inhabitants of the Annexed Property shall hereafter be entitled to all rights and privileges of other citizens of the City, and shall be  incorporated herein by this reference.  bound by the acts, ordinances, resolutions, and regulations oft the City. as Exhibit "B": is approved and adopted by the City Council.  SECTION: 3. The Service Plan attached hereto and incorporated herein by this reference SECTION 4. All provisions of the ordinances of the City in conflict with the provisions of this ordinance be, and the same are hereby, repealed, and all other provisions of the ordinances of the City not in conflict with the provisions of this ordinance shall remain in full  force and effect.  SECTION 5. Should any sentence, paragraph, subdivision, clause, phrase or section of this ordinance be adjudged or held to be unconstitutional, illegal or invalid, the same shall not affect the validity of this ordinance as a whole, or any part or provision thereof other than the part SO decided to be invalid, illegal or unconstitutional, and shall not affect the validity of the  Code of Ordinances as a whole.  SECTION 6. This ordinance shall take effect immediately from and after its passage  and the publication oft the caption, as the lawi in such cases provides.  ITISACCORDINGLY SO ORDAINED.  DULY PASSED AND APPROVED BY THE CITY COUNCIL OF THE CITY OF  GUNTER, TEXAS, THE  DAYOF  2024.  AYES NAYS ABSTENTIONS  CITY OF GUNTER, TEXAS  Karen Souther, Mayor  City of Gunter Ordinance No. pm10102488-98-430  Page20 of9    ATTEST:  Detra Gaines, City Secretary  City of Gunter Ordinance. No. GEm10102H483984S0  Page 3of9    EXHIBIT "A"  Description and Depiction of Annexed Property  PROPERTY DESCRIPTION-62.159. AC  Being a tract of1 land situated in the Jot Gunter Survey (also known as the H.T.& B. R.R. Survey) Abstract No. 1437, and the H.T.& B. R.R. Survey, Abstract No. 606, Grayson County, Texas, and being the remainder ofa a called 54.11 acres tract ofl land and all ofa called ten acres tract of land described in Deed to Paula Jane Autry House, Lou Ann Autry Jackson and John E.. Autry as recorded in Volume 2311, Page 488, Real Property Records, Grayson County, Texas, and being BEGINNING at a 5/8 inch capped iron rod stamped VAUGHNS SURVEY CO." (typical) set in the East line ofs said 54.11 acres tract common to the East line ofthe remainder ofa a called 51.48 acres tract ofland described in Deed to Marilyn Davis as recorded in Volume 2249, Page 355, said Real Property Records for the Southeast corner oft the herein described tract, from which a steel fence corner post found ini the North Right-of-Way line of] F.M. Highway No. 121 (a called 60' R.O.W. - also known as East Main Street) for the Southeast corner ofa a said 54.11 acres tract bears South 00 degrees 38 minutes 17 seconds East, a distance of153.76: feet; THENCE North 87 degrees 32 minutes 14 seconds West, with the South line of the herein described tract, severing said 54.11 acres tract, a distance of1220.46 feet to a 5/8 inch iron rod set in the West line of said 54.11 acres tract common to the East line ofa called 3.82 acres tract ofland described in Deed to Hershal H. Fraze and Sheryl Fraze as recorded in Volume 5690, Page 848, Official Records, Grayson County, Texas for the Southwest corner of the herein described tract, from which the most Southerly Southwest corner of said 54.11 acres tract bears THENCE North 34 degrees 561 minutes 44 seconds East, with the West line ofs said 54.11 acres tract common to the East line of said 3.82 acres tract, generally along and: near a fence, a distance of309.64 feet to a steel fence corner post found for the Southeast corner of said ten acres tract THENCE North 86 degrees 30 minutes 30 seconds West, with the South line of said ten acres tract common to the North line of said 3.82 acres tract, along and near a fence, passing at a distance of429.79 feet a capped 1/2 inch iron rod found at the Northwest corner of said 3.82 acres tract common to the Northeast corner ofa called 0.33 acres tract ofland described in Deed to. Justin Duncan and Kaeley Duncan as recorded in Instrument No. 2022-25755, said Official Records, and continuing along said course, with thel North line ofs said 0.33 acres tract, passing the Northeast corner of said 0.33 acres tract, and continuing for at total distance of 586.16 feet to amag nail with a washer stamped "Vaughns Survey Co" seti in 9th Street (a public road): for the THENCE North 11 degrees 53 minutes 52 seconds East, with the West line thereof, along said 9th Street, passing at a distance of231 feet the North side of said 9th Street, and continuing along said course, passing the Northwest corner of said 10 acres tract common to the most Westerly Southwest corner ofs said 54.11 acres tract, and continuing with the West line thereof,  more particularly described herein as follows:  South 34 degrees 561 minutes 44 seconds West, a distance of175.66 feet;  common to the Northeast corner of said 3.82 acres tract;  Southwest corner of said ten acres tract;  City of Gunter Ordinance No. gm10n0248-38-450  Page 4of9    passing at a distance of1062.59: feet a cross-tie fence corner post at the Southeast corner ofa called 9.56 acres tract of land described in Deed to Valley Church of Christ as recorded in Volume 4609, Page 51, said Official Records, continuing along said course, with the East line of said 9.56 acres tract, along and near a fence, al total distance of1654.31 feet to a 1/2 inch capped iron rod found stamped "RPLS 6578" near a steel fence corner post fori the Northwest corner of said 54.11 acres tract common to the an interior conner ofs said 9.56 acres tract; THENCE South 89 degrees 45 minutes 23 seconds East, with the North line of said 54.11 acres tract common to the South line of said 9.56 acres tract, a distance of8.70 to a 1/2: inch capped iron rod found stamped "RPLS 6578" found at thei most Easterly Southeast corner of said 9.56 acres tract and same being the Southwest corner ofLot 3, Hilltop Estates, according to the Plat thereof as recorded in Volume 10, Page 91, Plat Records, Grayson County, Texas; THENCE South 89 degrees 44 minutes 08 seconds East, continuing with the North line of said 54.11 acres tract common to the South line of said Lot 3, along and near a fence, a distance of 76.28 feet to a 3/8 inch iron rod found at the Southeast corner ofs said Lot 3 common to the Southwest corner ofLot 1, Block A, Donohoe Addition, according to the Plat thereof as recorded THENCE North 89 degrees 38 minutes 14 seconds East, continuing with the North line of said 54.11 acres tract common to the South line of said Donohoe Addition, a distance of 622.34 feet toa 1/2 inch iron rod found for the Southeast corner ofs said Donohoe Addition and same being the Southwest corner ofa called 1.03 acres tract ofl land described in Deed to Deana Michelle THENCE North 89 degrees 22 minutes 37 seconds Bast, continuing with the North line of said 54.11 acres tract common to the South line of said Reed tract, passing the Southeast corner of said Reed tract common to the Southwest corner ofLot 2 of] East College Addition, according to the Plat thereof as recorded in Volume 2021, Page 271, said Plat Records, and continuing along said course, with the South line thereof, a distance of2 294.98 feet to 1/2 inch capped iron rod found for the Southeast corner of said Lot 2 of East College Addition and same being the Southwest corner ofa a called 0.935 acres tract of land described in Deed to L.D. Byrd as recorded THENCE North 89 degrees 14 minutes 10 seconds East, continuing with the North line of said 54.11 acres tract common to the South line ofs said Byrd tract, passing the Southeast corner of said Byrd tract common to the Southwest corner ofa called 1.600 acres tract of] land (Tract II) described in Deed to Cynthia Meinen as recorded in Volume 2260, Page 342, said Real Property Records, and continuing along said course, with the South line thereof, a distance of261.79 feet to a cross-tie fence corner post found for the Northeast corner of said 54.11 acres tract common to the Northwest corner ofa called 10.539 acres tract ofland described in Deed to Shahi Chadha, as' Trustees oft the Shashi Chadha 2004 Trust as recorded in Instrument No. 2018-27861, said THENCE South 00 degrees 38 minutes 17 seconds East, with the East line of said 54.11 acres tract common to the West line ofs said Chadha tract, along and near a fence, passing the  in Document No. 2022-11, said Plat Records;  Reed as recorded in Volume 5427, Page 421, said Official Records;  in Volume 1723, Page 667, Deed Records, Grayson County, Texas;  Official Records;  City of Gunter Ordinancel No. GP1010248398490  Page 5of9    Southwest corner of said Chadha tract common to the Northwest corner ofac called 1.003 acres tract ofland described in Deed tol Mario Prado and Maria Cristina Prado as recorded in Instrument No. 2019-16843, said Official Records, and continuing along said course, with the West line of said Prado tract, passing the Southwest corner of said Prado tract, and continuing along said course, with the West line ofs said Davis tract, a distance of1971.10: feet to thel POINT OF BEGINNING and containing, within the metes and bounds herein recited, 62.159 acres of  land, more orl less.  PROPERTY DESCRIPTION-4-407 AC  Being at tract ofl land situated ini the Jot Gunter Survey (also known as the H.T.& B. R.R. Survey) Abstract No. 1437, and being part ofa called 54.11 acres tract ofland described in Deed to Paula Jane Autry House, Lou Ann Autry Jackson and John E.. Autry as recorded in Volume 2311,Page 488, Real Property Records, Grayson County, Texas, and being more particularly described BEGINNING at a steel fence corner post found ini the North Right-of-Way line ofF.M. Highway No. 121 (a called 60' R.O.W. also known as East Main Street) for the Southeast corner of a said 54.11 acres tract and the Southwest corner ofthe remainder of a called 51.48 acres tract of] land described in Deed tol Marilyn Davis as: recorded in Volume 2249, Page 355, said Real Property THENCE North 87 degrees 18 minutes 23 seconds West, with the South line of said 54.11 acres tract common to the North line of said F.M. 121, a distance of 1323.13 feet to a point on the South side ofas steel fence corner post found for the most Southerly Southwest corner ofs said 54.11 acres tract common to the Southeast corner ofa called 3.82 acres tract ofl land described in Deed to Hershal H. Fraze and Sheryl Fraze as recorded in Volume 5690, Page 848, Official THENCE! North 34 degrees 561 minutes 44 seconds East, with the West line ofs said 54.11 acres tract common to the East line ofs said Fraze tract, generally along and near a fence, a distance of 175.68 feet to aj point for the Northwest corner oft the herein described tract, from which a steel fence corner post found at the Northeast corner of said Fraze tract bears North 34 degrees 56 THENCE South 87 degrees 32 minutes 14 seconds West, with the North line ofthel hèrein described tract, severing said 54.11 acres tract, a distance of 1220.46 feet to aj point ini the East line of said 54.11 acres tract common to the East line ofs said Davis tract for the. Northeast corner ofthel herein described tract, from which a cross-tie fence corner post found for the Northeast corner ofs said 54.11 acres tract bears North 00 degrees 38 minutes 17 seconds West, a distance THENCE South 00 degrees 38 minutes 17 seconds East, with the East line of said 54.11 acres tract common to the West line of said Davis tract, along and near ai fence, a distance of153.76  herein as follows:  Records;  Records, Grayson County, Texas;  minutes 44 seconds Bast, a distance of309.64 feet;  of1971.10 feet;  City ofGunter Ordinance: No. Gp1102VA39R430  Page 6of9    feet to the POINT OF BEGINNING and containing, within the metes and bounds herein recited,  4.407 acres ofland, more or less.  City of Gunter Ordinance: No. Ggm10102488-98450  Page 7of9    EXHIBIT "B" CITY OF GUNTER  Service Plan for Voluntary Annexation 661 Acre Tract  City of Gunter Ordinance. No. pm10n02488s-s8as0  Page 8of9    EXHIBIT "C" CITY OF GUNTER  Description and Depiction of Annexed Portion of County Road  City of Gunter Ordinance No. 10102AES386S2  Page 9of9    OF EST.1901  CITY COUNCIL MEETING October: 23,2024 6:00PM  GUNERI  AGENDA ITEM #5 PUBLIC HEARING  PUBLICI HEARING REMAINS OPEN FROM OCTOBER 17.2024 Public Comments: To hear public comments regarding Zoning change from AG Agricultural tol PD: Planned Development on approximately 66.0 acres, to allow for the development ofc-1 Commercial District-Office, Light Retail and Neighborhood Services and approximately 208 single-family lots and open space, located along East Main and gth Street,  Gunter, Texas. (Gunter 66)  AGENDA ITEM INMARYBACKGROUND  PRESENTED BY: Karen Souther, Mayor RECOMMENDATION:  FINANCIAL IMPACT: N/A LEGAL REVIEW: N/A  ATTACHMENTS: See. Attachments    TY  GUNAER  EST.1901  NOTICE OF PUBLIC: HEARING  NOTICE IS HEREBY GIVEN, that the Planning & Zoning Commission of the City of Gunter, Texas will conduct a public hearing on October, 10 2024, at 6 p.m. and the City Council will conduct a second public hearing on October, 17, 2024, at 6 p.m. at 05 N 4th Street Gunter, Texas 75058, to consider a request to amend the Comprehensive Zoning Ordinance and Zoning Map of the City of Gunter, Texas, by granting a change in zoning from AG Agricultural to PD. Planned Development on approximately 60.55 acres, and to allow for the development ofC-1 Commercial District-Office, Light Retail and Neighborhood Services and approximately 208 single-family lots and open space, located at along E. Main Street and gth Street, Gunter, Texas and more particularly Being aj portion oftract ofland situated in the. Jot Gunter Survey (also) known as thel H.T.&. B. R.R. Survey). Abstract No. 1437, and the H.T.& B. R.R. Survey, Abstract No. 606, Grayson Those wishing to speak FOR or AGAINST the above item are invited to attend. Ifyou are unable to attend and have comments you may send them to City of Gunter, Attention: City Secretary, Gunter, Texas 75002, email osertan@aiguteus and it will be presented at the Hearing. Ifyoul have any questions about the above hearing you may contact winte@cigunterkis  described as follows:  County, Texas.    Detra Gaines From: Sent: To: Subject: Follow Up Flag: Flag Status:  Justin Baribault Detra Gaines Follow up Flagged  Monday, September 30, 20245 5:11 PM Planning and Zoning meeting October 10th  Dear Gunter City Council/Planning Commission,  As residents of Gunter, my wife andIhave always cherished our small-town atmosphere and sense of community. Our town's friendly people, quaint downtown, and beautiful natural surroundings are what make Gunter SO special.  The proposed development of 200+ new homes poses a significant threat to the unique character and charm that have drawn SO many people to our community. Increased traffic congestion, overcrowding, and theloss of green spaces could erode the peaceful and welcoming environment that Gunter is known for. The track style  homes could also lead to a decline in surrounding property values.  We are against this development and urge you to consider the long-term consequences We understand the need for Gunter to grow but alternative solutions that will allow Gunter to grow in a responsible and sustainable are not building track homes and commercial buildings. We want to preserve the qualities that make it such a special  ofthis project on our small-town way oflife.  place. Sincerely,  Thank you for your time and consideration.  Justin and Heather Baribault.  1    CITY COUNCIL MEETING October 23,2024 6:001 PM  GUNERI  EST.1901  AGENDA ITEM #6  Discuss, consider, and act upon Approving an Ordinance regarding a rezoning request for the Gunter 661 being a 60.55 acre tract of land situated in thel Being a tract ofland situated in the Jot Gunter Survey (also known as the H.T.& B. R.R. Survey). Abstract No. 1437, and the H.T.& B. R.R. Survey, Abstract No. 606, Grayson County, Texas, The: zoning change is proposed to follow the standards for the Planned Development Zoning District adopted in Guner 66] Developer Agreement.  AGENDA ITEM INPMARYBACKGROIND  PRESENTED BY: Karen Souther, Mayor Courtney Morris, City Attorney RECOMMENDATION:  FINANCIAL IMPACT: N/A LEGAL REVIEW: N/A  ATTACHMENTS: See Attachments    CITY OF GUNTER, TEXAS  ORDINANCE NO.  A ORDINANCE OF THE CITY COUNCIL OF THE CITY OF GUNTER, TEXAS, AMENDING THE COMPREHENSIVE ZONING ORDINANCE AND MAP OF THE CITY OF GUNTER, TEXAS, AS HERETOFORE AMENDED, BY CREATING PLANNED DEVELOPMENT-2024-09-19-05 PD-2024-09-19-05) LOCATED ON APPROXIMATELY SIXTY-SIX (66) ACRES OF LAND, SITUATED IN THE JOT GUNTER SURVEY, (ALSO KNOWN AS THE H.T.&B.R.R. SURVEY) ABSTRACT NO. 1437, GRAYSON COUNTY, TEXAS, LOCATED ALONG EAST MAIN AND 9TH STREET, GUNTER, TEXAS, AND BEING MORE PARTICULARLY DESCRIBED IN EXHIBIT "A" ATTACHED HERETO, BY GRANTING A CHANGE IN ZONING FROM AGRICULTURAL DISTRICT (AG) TO PLANNED DEVELOPMENT NO. 2024-09-19-05 PD-2U24-U9-19-05) TO ALLOW FOR THE DEVELOPMENT OF COMMERCIAL DISTRICT - OFFICE, LIGHT RETAIL AND NEIGHBORHOOD SERVICES (C-1) AND SINGLE-FAMILY RESIDENTIAL DISTRICT - 2 (SF-2) WITH DEVIATIONS; PROVIDING FOR A CONFLICTS CLAUSE; PROVIDING A REPEALING CLAUSE; PROVIDING A SEVERABILITY CLAUSE; PROVIDING A SAVINGS CLAUSE; PROVIDING FOR PENALTY OF FINE NOT TO EXCEED THE SUM OF TWO THOUSAND DOLLARS ($2,000.00) FOR EACH OFFENSE; AND PROVIDING FOR AN  EFFECTIVE DATE.  WHEREAS, the City Planning and Zoning Commission of the City of Gunter, Texas, and the governing body of the City of Gunter, in compliance with the laws of the State ofTexas, and the Ordinances of the City of Gunter, have given requisite notice by publication and otherwise, and after holding due hearings and affording a full and fair hearing to all property owners generally and to all persons interested and situated in the affected area and in the vicinity thereof, and in the exercise ofits legislative discretion have concluded that the Comprehensive  Zoning Ordinance and Map should be amended;  NOW, THEREFORE, BE IT ORDAINED BY THE CITY COUNCIL OF THE SECTION 1. That the Comprehensive Zoning Ordinance and Map of the City of Gunter, Texas, duly passed by the governing body of the City of Gunter, Texas, on the 24th day of May, 2016, as heretofore amended, be, and the same are hereby further amended by creating Planned Development-2024-09-19-05 PD-2024-09-19-05), located on approximately sixty-six (66) acres of land located in the Jot Gunter Survey, (also known as the H.T.&B.R.R. Survey) Abstract No. 1437, Grayson County, Texas, and generally located on the along East Main and gth Street, Gunter, Grayson County, Texas, and being more particularly described in Exhibit "A" attached hereto (the "Property"), by granting a change in zoning from Agricultural (AG) to Planned Danelpma202H0AD.AS (PD-2024-09-19-05) to allow for a Planned Development  CITY OF GUNTER, TEXAS:  City ofGunter Ordinancel No. Gpons2VAPRaS.  Pagel    for the development of Commercial District - Office, Light Retail and Neighborhood Services SECTION 2. That the Property shall be developed and used only in accordance with the A. CONCEPT PLAN. The Property shall be developed in general conformance with the Planned Development Gunter 66, attached hereto as Exhibit "B" and incorporated herein by reference (the "Concept Plan"). Minor modifications to streets and driveways that do not alter B. PERMITTED USES. Permitted uses shall be compliant with the City of Gunter Zoning Ordinance Section 11 for the area dedicated to Single-Family Residential use and Section 17 for the area dedicated to Commercial District- Office, Light Retail, and Neighborhood Services. D. DEVELOPMENT STANDARDS. PD-2024-09-19-05 shall generally combine certain existing guidelines within Single-Family Residential District-2 (SF-2) and Commercial District- Office, Light Retail, and Neighborhood Services (C-1), as described in the attached Exhibit "B" E. SITE PLAN AND ELEVATIONS PLAN. The Property shall be developed in general conformance with the Site Plan and Elevations Plan attached hereto as Exhibit "B" and F. DISTRICT REGULATIONS. The Property shall be subject to the district regulations as provided in the attached Exhibit "B", District Regulations with regard to maximum height, side yard width, rear yard, front yard, lot area, minimum lot width, minimum lot depth, maximum lot coverage, minimum dwelling size and minimum enclosed garage size. G. WATER, SEWER, AND DRAINAGE. The Property shall be developed with regard to water, sewer, and drainage improvements as provided in the attached Exhibit "B." Minor modifications to water, sewer, or drainage improvements that do not alter the general alignment H. STREET MPROVEMENIS. The Property shall be developed with regard to street improvements as provided in the attached Exhibit "B." Minor modifications to streets and driveways that do not alter the general alignment shown on the Concept Plan may be made. SECTION 4. That the above property shall be used only in the manner and for the purpose provided for by the Comprehensive Zoning Ordinance of the City of Gunter, as heretofore SECTION 5. That, to the extent of any irreconcilable conflict with the provisions of this ordinance and other ordinances of the City of Gunter governing the use and development of the Property and which are not expressly amended by this ordinance, the provisions of this ordinance  (C-1)and Single-Family Residential District-2 (SF-2) with deviations.  following development conditions:  the general alignment shown on the Concept Plan may be made.  ford density, lot area, architectural guidelines, and landscape guidelines.  incorporated herein by reference (the "Site Plan and Elevations Plan").  shown on the Concept Plan may be made.  amended, and as amended herein.  shall be controlling. City of Gunter Ordinancel No. (cgm/3/15/24/ 4870-069-0255,V.D)  Page2    SECTION 6. That all provisions of the Ordinances of the City of Gunter in conflict with the provisions of this Ordinance be, and the same are hereby, repealed, and all other provisions of the Ordinances of the City of Gunter not in conflict with the provisions of this Ordinance shall SECTION 7. That should any sentence, paragraph, subdivision, clause, phrase or section of this Ordinance be adjudged or held to be unconstitutional, illegal or invalid, the same not affect the validity of this Ordinance as a whole, or any part or provision thereof other than the part SO decided to be invalid, illegal or unconstitutional, and shall not affect the validity of the SECTION 8. An offense committed before the effective date of this Ordinance is governed by the prior law and the provisions of the Comprehensive Zoning Ordinance, as amended, in effect when the offense was committed and the former law is continued in effect for this purpose. SECTION 9. That any person, firm or corporation violating any of the provisions or terms of this Ordinance shall be subject to the same penalty as provided for in the Comprehensive Zoning Ordinance of the City of Gunter, as heretofore amended, and upon conviction shall be punished by a fine not to exceed the sum ofTwo Thousand Dollars ($2,000.00) for each offense; and each and every day such violation shall continue shall be deemed to constitute a separate offense. SECTION 10. This ordinance shall take effect immediately from and after its passage and the  remain in full force and effect.  Comprehensive Zoning Ordinance as a whole.  publication oft the caption, as the law in such case provides. TTISACCORDINGLY SO ORDAINED.  DULY PASSED AND APPROVED BY THE CITY COUNCIL OF THE CITY OF  GUNTER, TEXAS, THE 231 DAYOF OCTOBER, 2024.  AYES NAYS ABSTENTIONS  CITY OF GUNTER, TEXAS Karen Souther, Mayor ATTEST:  Detra Gaines, City Secretary  City of Gunter Ordinancel No. Cmons2APPPOR.ND  Page 3    EXHIBIT "A" PROPERTY DESCRIPTION  PROPERTY DESCRIFTION-62.159, AC  Being ai tract of land situated in the. Jot Gunter Survey (also known as the H.T.& B. R.R. Survey) Abstract No. 1437, and the H.T.& B. R.R. Survey, Abstract No. 606, Grayson County, Texas, and being the remainder ofa called 54.11 acres tract of land and all ofa called ten acres tract of land described in Deed to Paula Jane Autry House, Lou Ann Autry Jackson and John E. Autry as recorded in Volume 2311, Page 488, Real Property Records, Grayson County, Texas, and being BEGINNING at a 5/8 inch capped iron rod stamped "VAUGHNS SURVEY CO." (typical) set in the East line of said 54.11 acres tract common to the East line oft the remainder ofa called 51.48 acres tract ofland described in Deed tol Marilyn Davis as recorded in Volume 2249, Page 355, said Real Property Records for the Southeast corner oft the herein described tract, from which a steel fence corner post found in the North Right-of-Way line ofF.M. Highway No. 121 (a called 60' R.O.W. - also known as East Main Street): for the Southeast corner of a said 54.11 acres tract bears South 00 degrees 38 minutes 17 seconds East, a distance of153.76 feet; THENCE North 87 degrees 32 minutes 14 seconds West, with the South line oft the herein described tract, severing said 54.11 acres tract, a distance of1 1220.46 feet to a 5/8 inch iron rod set in the West line of said 54.11 acres tract common to the East line ofa called 3.82 acres tract ofland described in Deed to Hershal H. Fraze and Sheryl Fraze as recorded in Volume 5690, Page 848, Official Records, Grayson County, Texas for the Southwest corner oft the herein described tract, from which the most Southerly Southwest corner ofs said 54.11 acres tract bears THENCE North 34 degrees 56 minutes 44 seconds East, with the West line of said 54.11 acres tract common to the East line of said 3.82 acres tract, generally along and near a fence, a distance of3 309.64 feet to a steel fence corner post found for the Southeast corner ofs said ten acres tract THENCE North 86 degrees 30: minutes 30 seconds West, with the South line ofsaid ten acres tract common to the North line of said 3.82 acres tract, along and: neara a fence, passing at a distance of 429.79 feet a capped 1/2 inch iron rod found at the Northwest corner of said 3.82 acres tract common to the Northeast corner ofa called 0.33 acres tractofl land described in Deed to. Justin Duncan and Kaeley Duncan as recorded in Instrument No. 2022-25755, said Official Records, and continuing along said course, with the North line ofs said 0.33 acres tract, passing the Northeast corner of said 0.33 acres tract, and continuing for a total distance of 586.16 feet to amag nail with a washer stamped "Vaughns Survey Co" set in 9th Street (aj public road) for the THENCE North 11 degrees 53 minutes 52 seconds East, with the West line thereof, along said 9th Street, passing at a distance of231 feet the North side ofs said 9th Street, and continuing along said course, passing the Northwest corner of said 10 acres tract common to the most  more particularly described herein as follows:  South 34 degrees 56: minutes 44 seconds West, a distance of175.66 feet;  common to the Northeast corner of said 3.82 acres tract;  Southwest corner of said ten acres tract;  EXHIBIT A    Westerly Southwest corner ofsaid 54.11 acres tract, and continuing with the West line thereof, passing at a distance of1062.59 feet a cross-tie fence corner post at the Southeast corner ofa called 9.56: acres tract ofl land described in Deed to Valley Church of Christ as recorded in Volume 4609, Page 51, said Official Records, continuing along said course, with the East line of said 9.56 acres tract, along and near a fence, a total distance of1654.31 feet to a 1/2 inch capped iron rod found stamped "RPLS 6578" near a steel fence corner post for the Northwest corner of said 54.11 acres tract common to the an interior conner of said 9.56 acres tract; THENCE South 89 degrees 45 minutes 23 seconds East, with the North line ofs said 54.11 acres tract common to the South line of said 9.56 acres tract, a distance of8.70 to a 1/2 inch capped. iron rod found stamped "RPLS 6578" found at the: most Easterly Southeast corner ofs said 9.56 acres tract and same being the Southwest corner ofLot 3, Hilltop Estates, according to the Plat thereof as recorded in Volume 10, Page 91, Plat Records, Grayson County, Texas; THENCE South 89 degrees 44 minutes 08 seconds East, continuing with the North line ofs said 54.11 acres tract common to the South line of said Lot 3, along and near a fence, a distance of 76.28 feet to a 3/8 inch iron rod found at the Southeast corner ofs said Lot 3 common to the Southwest corner ofLot1 1, Block A, Donohoe Addition, according to the Plat thereof as recorded THENCE North 89 degrees 38 minutes 14 seconds East, continuing with the North line of said 54.11 acres tract common to the South line of said Donohoe Addition, a distance of 622.34 feet toal 1/2 inch iron rod found for the Southeast corner of said Donohoe Addition and same being the Southwest corner ofa called 1.03 acres tract of] land described in Deed to Deana Michelle THENCE North 89 degrees 22 minutes 37 seconds East, continuing with the North line of said 54.11 acres tract common to the South line of said Reed tract, passing the Southeast corner of said Reed tract common to the Southwest corner ofLot 2 ofEast College Addition, according to the Plat thereof as recorded in Volume 2021, Page 271, said Plat Records, and continuing along said course, with the South line thereof, a distance of294.98 feet to 1/2 inch capped iron rod found for the Southeast corner of said Lot 2 ofEast College Addition and same being the Southwest corner ofa called 0.935 acres tract of land described in Deed tol L.D. Byrd as recorded THENCE North 89 degrees 14 minutes 10 seconds East, continuing with the North line of said 54.11 acres tract common to the South line of said Byrd tract, passing the Southeast corner of said Byrd tract common to the Southwest corner ofa called 1.600 acres tract ofland (Tract II) described in Deed to Cynthia Meinen as recorded in Volume 2260, Page 342, said Real Property Records, and continuing along said course, with the South line thereof, a distance of 261.79 feet toac cross-tie fence corner post found for the Northeast corner of said 54.11 acres tract common to the Northwest corner ofa called 10.539 acres tract ofland described in Deed to Shahi Chadha, as Trustees oft the Shashi Chadha 2004 Trust as recorded in Instrument No. 2018-27861, said  in Document No. 2022-11, said Plat Records;  Reed as recorded in Volume 5427, Page 421, said Official Records;  in Volume 1723, Page 667, Deed Records, Grayson County, Texas;  Official Records;  EXHIBITA    THENCE South 00 degrees 38: minutes 17 seconds East, with the East line of said 54.11 acres tract common to the West line of said Chadha tract, along and near a fence, passing the Southwest corner of said Chadha tract common to the Northwest corner ofa called 1.003 acres tract of land described in Deed to Mario Prado and Maria Cristina Prado as recorded in Instrument No. 2019-16843, said Official Records, and continuing along said course, with the West line ofs said Prado tract, passing the Southwest corner of said Prado tract, and continuing along said course, with the West line ofs said Davis tract, a distance of1971.10 feet to the POINT OF BEGINNING and containing, within the metes and bounds herein recited, 62.159 acres of  land, more or less.  PROPERTY DESCRIPTION-4407 AC  Being ai tract ofland situated ini the. Jot Gunter Survey (also known as the H.T.& B. R.R. Survey) Abstract No. 1437, and being part ofa called 54.11 acres tract ofl land described in Deed to Paula Jane. Autry House, Lou Ann Autry Jackson and John E. Autry as recorded in Volume 2311, Page 488, Real Property Records, Grayson County, Texas, and being more particularly described BEGINNING at a steel fence corner post found in thel North Right-of-Way line ofF.M. Highway No. 121 (a called 60' R.O.W.- also known as East Main Street) for the Southeast corner ofas said 54.11 acres tract and the Southwest corner oft the remainder ofa called 51.48 acres tract of] land described in Deed to Marilyn Davis as recorded in Volume 2249, Page 355, said Real Property THENCE North 87 degrees 18 minutes 23 seconds West, with the South line ofs said 54.11 acres tract common to the North line of said F.M. 121, a distance of1323.13 feet to aj point on the South side ofa a steel fence corner post found for the most Southerly Southwest corner of said 54.11 acres tract common to the Southeast corner ofa called 3.82 acres tract ofl land described in Deed to Hershal H. Fraze and Sheryl Fraze as recorded in Volume 5690, Page 848, Official THENCE North 34 degrees 561 minutes 44 seconds East, with the West line ofs said 54.11 acres tract common to the East line of said Fraze tract, generally along and near ai fence, a distance of 175.68 feet to aj point for the Northwest corner ofthe herein described tract, from which a steel fence corner post found at the Northeast corner of said Fraze tract bears North 34 degrees 56 THENCE South 87 degrees 32 minutes 14 seconds West, with the North line oft the herein described tract, severing said 54.11 acres tract, a distance of1 1220.46 feet to a point in the East line of said 54.11 acres tract common to the East line of said Davis tract for the Northeast corner oft thel herein described tract, from which a cross-tie fence corner post found for the Northeast corner ofs said 54.11 acres tract bears North 00 degrees 38 minutes 17 seconds West, a distance  herein as follows:  Records;  Records, Grayson County, Texas;  minutes 44 seconds East, a distance of309.64 feet;  of 1971.10 feet;  EXHIBITA A    THENCE South 00 degrees 38 minutes 17 seconds East, with the East line of said 54.11 acres tract common to the West line ofs said Davis tract, along and near a fence, a distance of1 153.76 feet to the POINT OF BEGINNING and containing, within the metes and bounds herein recited,  4.407 acres ofl land, more or less  EXHIBITA    EXHIBIT "B"  GUNTER 66 DEVELOPMENT AGREEMENT  EXHIBIT B    GUNTER 66  DEVELOPMENT AGREEMENT  BETWEEN FRASER CAPITAL,L.L.C.  AND  THE CITY OF GUNTER, TEXAS  2024    GUNTER 66 DEVELOPMENT AGREEMENT  This Gunter 66 Development Agreement (this "Agreement") is executed between FRASERCAPITAL, L.L.C.,aTexas limited liability company, (the' Developer") and the CITY  OF GUNTER, TEXAS (the "City") to be effective on the  day of  2024  (the "Effective Date").  RECITALS  WHEREAS, certain capitalized terms used herein are defined in Article I; and WHEREAS, the City is a Type A general law municipality of the state ofTexas located WHEREAS, the Developer and the City (which are sometimes individually referred to as WHEREAS, Paula Jane Autry House, Lou Ann Autry Jackson, and John E. Autry (collectively, "the "Owner") owns, and the Developer is under contract to purchase for development, approximately 66 acres ofl land located within the extraterritorial jurisdiction oft the City and within Grayson County, Texas, described by metes and bounds and depicted on Exhibit  within Grayson County (the "County"); and  a" "Party" and collectively as the Parties") desire to enter into this Agreement; and  A(the' Property"); and  WHEREAS, the Developer intends to develop the Property as a single-family residential and light commercial/retail development as described in this Agreement (the Development"),  which development shall be known as Waterview Estates; and  WHEREAS, the Parties intend for this Agreement to establish certain restrictions and to impose certain commitments in connection with the development of the Property and the use of  PID: funds; and  WHEREAS, the Parties intend for the Property to be developed in a manner consistent with the City's zoning requirements, building material requirements and building code requirements, except as otherwise provided herein, including in the Development Standards  attached hereto as Exhibit C(the Development Standards"); and  WHEREAS, the Parties intend that the Property will be developed in accordance with the concept plan attached hereto as Exhibit B (the "Concept Plan") and the Development Standards;  and  WHEREAS, the Developer intends to construct and/or make financial contributions to WHEREAS, Mustang SUD Special Utility District ("Mustang SUD") holds the certificates of convenience and necessity (the "CCNS") to provide retail water and wastewater service to the Property, and the Parties intend for Mustang SUD to provide retail water and  certain onsite and/or offsite public improvements to serve the Development; and  wastewater service to the Property; and  DEVELOPMENT AGREEMENT- Page 1    WHEREAS, subject to any cost participation undertaken by the Mustang SUD for oversizing water or wastewater facilities to serve surrounding properties, the Development will require Developer to build certain infrastructure, including streets and roads; drainage; water, sanitary sewer, and other utility systems; and dedicate land for all of the public improvements  (collectively, "Public Infrastructure"); and  WHEREAS, the City has determined that full development of the Property as provided herein will promote local economic development within the City and will stimulate business and commercial activity within the City, which will drive infrastructure investment and job creation, and have aj multiplier effect that increases both the City's tax base and utility revenues; and  WHEREAS, the Parties have determined that the Development will increase the amount WHEREAS, the Parties have determined that the financing of the Public Infrastructure necessary for the Development, can best be achieved by means ofa Public Improvement District (a' "PID"), described in Chapter 372, Texas Local Government Code, as amended, entitled the  ofquality housing within the City; and  "Public Improvement District Assessment Act" (the "PID Act"); and  WHEREAS, in consideration of the Developer's agreements contained herein, the City intends to provide financing arrangements under the PID Act for the Property that will enable the Developer, in accordance with the PID Act, to: (a) fund a specified portion of the costs of the Public Infrastructure using the proceeds of PID Bonds issued by the City; and/or (b) obtain. reimbursement for the specified portion of the costs of the Public Infrastructure, the source of which reimbursement will be from Assessments on the Property as provided in the SAP, provided that such reimbursements shall be subordinate to the payment of PID Bonds and Administrative  Expenses; and  WHEREAS, the City, subject to the consent and approval of the City Council, and in accordance with the terms ofthis Agreement and all legal requirements, intends to: (i) adopta a PID Service and Assessment Plan; (ii) adopt an Assessment Ordinance to pay for a specified portion oft the estimated cost oft the Public Infrastructure and the costs associated with the Administrative Expenses of the PID and issuance ofthe PID Bonds; and (ri) issue PID Bonds for the purpose of financing a specified portion of the costs of the Public Infrastructure and related costs (including Administrative Expenses) and paying issuance costs, the cost of funding all reserves, accounts, and funds, and all other costs required by the applicable Bond Ordinance (including a capitalized  interest account, a debt service reserve fund, and the project fund); and  WHEREAS, prior to the sale of the first PID Bond issue secured by Assessments levied against the Property: (a) the City Council shall have, ini its sole legislative discretion, approved and adopted a resolution creating the PID in accordance with the PID Act, a PID Service and Assessment Plan and an Assessment Ordinance (collectively, the "PID Documents"); (b) the City shall have reviewed and approved the Home Buyerl Disclosure: Program; (c) owners ofthe property constituting all of the acreage within the boundaries oft the PID shall have executed a Landowner Agreement; and (d) the Developer shall have delivered a fully executed copy of the Landowner  Agreement to the City and filed the same with Grayson County; and  DEVELOPMENT AGREEMENT- Page 2    WHEREAS, the City recognizes that financing, through Assessments, of the Public WHEREAS, the City and the Developer agree that the Development can best continue WHEREAS, thel Parties have the authority to enteri into this Agreement pursuant to Section WHEREAS, the) Parties intend that Developer shall execute and return aj petition satisfying all legal requisites for annexation of the Property under Texas Local Government Code, Chapter  Infrastructure to serve the Property confers a special benefit to the Property; and pursuant to a development agreement such as this Agreement; and  212.171 et. seq oft the Texas Local Government Code and other applicable law; and  43, as forth in Article VI below.  NOW, THEREFORE, for and in consideration oft the mutual covenants of the Parties set forth in this Agreement and for other good and valuable consideration, the receipt and adequacy  ofwhich are acknowledged, the Parties agree as follows:  ARTICLEI  GENERALTERMS, AND DEFINITIONS  1.1 Definitions. Unless the context requires otherwise, the following terms shall have Administrative Expenses shall include, without limitation, expenses incurred by the City in the establishment, administration, and operation of the PID, including, but not limited to, the costs of () legal counsel, engineers, accountants, administrators, financial advisors, investment bankers or other consultants and advisors, (ii) creating and organizing the PID and preparing the Assessment Rolls, (iii) computing, levying, collecting and transmitting the Assessments or the installments thereof, (iv)maintaining the record ofinstallments, payments andi reallocations and/or cancellations of the. Assessments, (v)investing or depositing the Assessments or other monies, and (vi) complying with the PID Act, and other costs as may be set forth in the SAP and Finance Plan. Administrator means City's employee, consultant, or designee who shall have the responsibilities provided in the Service and Assessment Plan, a Bond Indenture, or any other agreement or document approved by City related to the duties and responsibilities for the  the meanings hereinafter set forth:  administration of the PID.  Agreement is defined in the introductory paragraph.  Assessment(s) means a special assessment levied by the City on property within the PID Assessment Ordinance(s) means the ordinance(s) adopted by the City Council which levies Assessments on the Property in accordance with the PID. Act to pay fora a specified portion of the costs of certain Public Infrastructure and interest thereon set forth in the PID Service and Assessment Plan as well as the costs associated with the issuance oft the PID. Bonds that provide a  pursuant to Chapter 372 ofthe Texas Local Government Code.  special benefit to the Property.  DEVELOPMENT AGREEMENT-I Page 3    Assessment Roll means an Assessment Roll attached to the Service and Assessment Plan, orany other Assessment Roll in an amendment or supplement to such Service and Assessment Plan or in an annual update to the Service and Assessment Plan, showing the total amount of the Assessment against each parcel assessed under the Service and Assessment Plan related to the  Authorized Improvements.  Bank Qualified Debt Fee is defined in Section 7.5(a).  Bond Indenture means a trust indenture by and between the issuer of PID Bonds and a Bond Ordinance means and refers to an ordinance adopted by the City Council that  trustee bank under which PID Bonds are issued and funds disbursed. authorizes and approves the issuance and sale oft the PID Bonds by the City.  CCNS is defined in the Recitals.  Certification for Payment Form means a certificate which shall be submitted to the more frequently than monthly for work completed on any of the Public Infrastructure, City no in  substantially the same form as Exhibit D attached hereto. City is defined in thei introductory paragraph. City Assignee is defined in Section 9.2. City Council means the city council of the City.  City Regulation(s) means any ordinance, rule, regulation, standard, policy, order, guideline, master plans, or other City-adopted or City-enforced requirement, as amended and adopted by the City for uniform application throughout the corporate limits, and as are applicable  to the Development.  Claims is defined in Section 4.2(a).  Concept Plan is defined in the Recitals and is attached as Exhibit B, as amended in  accordance with this Agreement.  Cost Overrun is defined in Section 7.2. Cost Underrun is defined in Section 7.3 Developer is defined in thei introductory paragraph. Developer Assignee is defined in Section 9.1(a). Development is defined in the Recitals.  Development Standards is defined ini the Recitals and are attached as Exhibit C.  Effective Date is the date in the introductory paragraph.  DEVELOPMENT, AGREEMENT - Page 4    End-Buyer is defined in Section 10.1.  HOA means the homeowner's association to be created by Developer to have covenants, Home Buyer Disclosure Program means the disclosure program, administered by the PID Administrator as set forth in a document in the form of Exhibit E that establishes ai mechanism to disclose to each] End Buyer the terms and conditions under which their lot is burdened by the PID.  conditions and restrictions on all residential development in the Development.  Indemnified Party is defined in Section 4.2(a).  Landowner Agreement means the agreement, as set forth in a document in the form of Exhibit F of an owner oft the Property consenting to the form and terms ofthel PID: Documents.  Mustang SUD is defined in the Recitals. Notice is defined in Section 11.2. Public Infrastructure is defined in the Recitals. Parties means the Developer and the City. Party means the Developer or the City.  Payment Certificate means a Certification for Payment Form that has been fully-filled out  and deemed sufficient by the City, as further described in Section 7.4.  PID is defined in the Recitals. PID Act is defined in the Recitals.  PID Bonds means assessment revenue bonds issued by the City and secured by PID Bond Proceeds mean the funds generated from the sale ofthe PID Bonds.  Assessments on the Property.  PID Documents is defined in the Recitals. PID Projects is defined in Section 7.1(c). PID Project Costs is defined in Section 7.1(d).  PID Service and Assessment Plan means the service and assessment plan adopted by the City Council, and amended annually, if needed, by the City Council pursuant to the PID Act for the purpose of assessing allocated costs against property within the boundaries of the PID: having terms, provisions and findings approved by the City, as required by this Agreement.  Property is defined in the Recitals.  DEVELOPMENT. AGREEMENT- -I Page 5    Public Infrastructure means water, wastewater, drainage, roadway, and other public infrastructure necessary to serve the full development ofthe Property, including the PID Projects,  whether to be owned by the City orl Mustang SUD.  Reimbursement Agreement means the agreement between the City and the Developer in which Developer agrees to fund certain costs of the Public Infrastructure and the City agrees to reimburse Developer for a portion ofs such costs of the Public Infrastructure funded by Developer  with interest with the proceeds of Assessments as permitted by the PID Act.  Service and Assessment Plan or SAP means a PID Service and Assessment Plan adopted by the City Council, as may be updated, supplemented, and amended annually, ifneeded, by the City Council pursuant to the PID Act for the purpose of assessing allocated costs against located within the boundaries of the PID having terms, provisions and findings approved property the  as  by  City, required by this Agreement. TIRZ is defined in Section 7.7.  Roadway Improvements is defined in Section 2.1(c). Water Improvements is defined in Section 2.1(d). Wastewater Improvements is defined in Section 2.1(e).  ARTICLEII PUBLIC NFRASTRUCTURE  2.1 Public Infrastructure.  (a) Standards. Except as otherwise expressly provided for in this Agreement,  all Public Infrastructure shall be designed, constructed and installed by the Developer in compliance with the City Regulations. Construction and/or installation of Public Infrastructure shall not begin until complete and accurate plans and specifications have been approved by the City. Each contract for construction of] Public Infrastructure shall require a two-year maintenance bond following completion ofs such Public Infrastructure, which bond shall run in favor oft the Party responsible for maintenance of the completed Public Infrastructure. To the extent easements or rights-of-way are: needed within the Property and/or ont the perimeter ofthe Property, they shall be conveyed or dedicated by the Developer to the City, or to Mustang SUD, as applicable, at no cost to the City or Mustang SUD, provided however, this provision shall not be construed to limit or prohibit Developer from receiving aj reimbursement from the PID or from PID: Bond proceeds for the conveyance and/or dedication ofs such rights-of-way. The Public Infrastructure will bei installed within easements granted tot the City orl Mustang SUD, as applicable, orin thej public right-of-way, however utilities must be in an easement separate from the right-of-way. The size of the Public Infrastructure shall be as finally determined by the City's engineer, or for water and wastewater Mustang SUD's engineer, however, should the City's engineer, or Mustang SUD's engineer, determine oversizing is needed to serve property other than the Development, then the City, or Mustang SUD, shall pay its proportionate share of such oversizing costs as they become due and  payable under the construction contract.  DEVELOPMENT AGREEMENT- Page 6    (b) ROW Dedication. The Developer shall, either by plat or by deed as  requested by the City, dedicate or convey the right-of-way for thoroughfares, roads, streets, and alleys lying within the Property, provided however, this provision shall not be construed to limit or prohibit Developer from receiving a reimbursement from the PID or from PID Bond for the conveyance and/or dedication ofs such rights-of-way. Should offsite roadway rights-of-way proceeds be necessary across City-owned lands, the City agrees to dedicate such rights-of-way for use in a dedication instrument reasonably acceptable to the City; any costs to produce surveys, public legal descriptions, or other requirements for such City-dedicated rights-of-way shall be borne  the Developer.  by  (c) Roadway Improvements by Developer. Developer shall, as its sole cost and  expense, perform, design and construct, at no cost to the City, all roadway Public Infrastructure necessary to serve the Development as depicted in the Concept Plan (collectively, the Roadway Improvements"). Provided, nothing in this section shall prohibit Developer from reimbursement from the PID or from PID Bond proceeds for the costs associated with the seeking  and construction oft the Roadway Improvements.  design  (d) Water Improvements by Developer. Developer shall, as its sole cost and  expense, perform, design and construct, at no cost to the City, all water Public Infrastructure necessary to serve thel Development (the' "Water Improvements"). Provided, nothing ini this section shall prohibit Developer from seeking reimbursement from the PID or from PID Bond proceeds for the costs associated with the design and construction oft the Water Improvements.  (e) Wastewater Improvements by Developer. Developer shall, as its sole cost  and expense, perform, design and construct, at no cost to the City, all wastewater Public Infrastructure necessary to serve the Development (the Wastewater Improvements"). Provided, nothing in this section shall prohibit Developer from seeking reimbursement from the PID or from PID Bond proceeds for the costs associated with the design and construction oft the Wastewater  Improvements.  2.2 Inspections. Acceptance of Public Infrastructure.  (a) Roadway and Storm Infrastructure. The City shall have the right to inspect,  at any time, the construction ofa all roadway and storm water Public Infrastructure, and any related Public Infrastructure necessary to support the proposed development within the Property, which shall be inspected, designed and constructed in compliance with all statutory and regulatory requirements, including design and construction criteria, and the City Regulations.  (b) Water and Wastewater Infrastructure. The City and/or Mustang SUD, as  applicable, shall have the right to inspect the construction of all Water Improvements and Wastewater Improvements at any time, which Water Improvements and Wastewater improvements shall be inspected, designed and constructed in compliance with all statutory and regulatory requirements, including design and construction criteria, and the City Regulations. The timing of construction of the various components of the Water Improvements and Wastewater Improvements shall be as required by the City Regulations and Mustang SUD's regulations. The Parties acknowledge that while typical Water Improvements and Wastewater Improvements is to be inspected by Mustang SUD as the retail provider of water and wastewater services to the  DEVELOPMENT AGREEMENT- Page 7    Property, the City maintains the right to inspect all firel hydrants and related fire-protection Water  Improvements.  (c) No Release. The City's and/or Mustang SUD's, as applicable, inspections Infrastructure in accordance with approved engineering plans, construction plans,  shall not release the Developer from its responsibility to construct, or ensure the construction and other approved plans related to the Development provided the City, satisfies its obligations  Public  of,  adequate  under this Agreement.  (d) City/Mustang SUD Owned. From and after the inspection and acceptance  by the City and/or Mustang SUD, as applicable, of the Public Infrastructure and any other dedications required under this Agreement, suchi improvements and dedications shall be owned by  the City and/or Mustang SUD.  (e) Approval of Plats/Plans. Approval of plats, permits, plans, designs or  specifications by the City shall be in accordance with the City Regulations. Approval by the the City's engineer or other City employee or representative of any plats, permits, plans, designs City, or specifications submitted pursuant to this Agreement or pursuant to the City Regulations shall not constitute or be deemed tol be a release ofthe responsibility and liability oft the Developer, his engineer, employees, officers or agents for the accuracy and competency of their design and specifications. Further, any such approvals shall not be deemed to be an assumption of such responsibility and liability by the City for any defect ini the design and specifications prepared by the Developer or the Developer's engineer, or engineer's officers, agents, servants, or employees, itl being the intent of the parties that approval by the City's engineer signifies the City's approval on only the general design concept of the improvements to be constructed. All plats and plans of the Developer related to the Property shall meet the requirements of the applicable City Regulations. Plans and approvals required by Mustang SUD for Water Improvements and Wastewater Improvements shall be submitted and reviewed by Mustang SUD as required by  Mustang SUD's regulations.  2.3 Eminent Domain. The Developer agrees to use commercially reasonable efforts to obtain all third-party rights-of-way, consents, or easements, if any, required for the Public Infrastructure. If, however, the Developer is unable to obtain such third-party rights-of-way, consents, or easements within ninety (90) days of the Effective Date, the City agrees to take reasonable steps to secure same (subject to City Council authorization after a finding of public necessity) through the use of the City's power of eminent domain. The Developer shall be responsible for funding all reasonable and necessary legal proceding/litigation costs, fees and related expenses, and appraiser and expert witness fees (collectively, Eminent attorney's Domain Fees") paid or incurred by the City in the exercise of its eminent domain powers and shall, if requested in writing by the City, escrow with a mutually agreed upon escrow agent the City's reasonably estimated Eminent Domain Fees both in advance of the initiations of each eminent domain proceeding and as funds are needed by the City. Provided that the escrow fund remains appropriately funded in accordance with this Agreement, the City will use all reasonable efforts to expedite such condemnation procedures SO that the Public Infrastructure can be constructed as soon as reasonably practicable. If the City's Eminent Domain Fees exceed the amount of funds escrowed in accordance with this paragraph, the Developer shall deposit additional funds as requested by the City into the escrow account within ten (10) days after written Notice from the  DEVELOPMENT AGREEMENT- Page 8    City. City is not required to continue pursuing the eminent domain unless and until the Developer deposits addition Eminent Domain Fees with the City. Any unused escrow funds will be refunded tot the Developer within thirty (30) days after any condemnation award ors settlement becomes final and non-appealable. Nothing in this subsection isi intended to constitute a delegation oft the police powers or governmental authority oft the City, and the City reserves thei right, at all times, to control  its proceedings in eminent domain.  2.4 Operation and Maintenance.  (a) Uponi inspection, approval, and acceptance oft the Water Improvements and  Wastewater Improvements or any portion thereof, Mustang SUD shall maintain and operate the accepted water and wastewater infrastructure or any accepted portion thereof and provide water  and wastewater service to the Property.  (b) Upon inspection, approval, and acceptance oft the roadway and storm water  Public Infrastructure or any portion thereof, the City shall maintain and operate the roadways and  storm water infrastructure or any accepted portion thereof.  (c) Maintenance and operation of open spaces, trails, common areas, right-of-  way irrigation systems, right-of-way landscaping, screening walls, detention ponds and any other common improvements or appurtenances shall be maintained and operated by the HOA, even when located on public property. The City shall provide any maintenance or other easements to the HOA reasonably necessary for the HOA to fulfill such obligations. The Developer agrees to provide the City with a copy of the initial covenants, conditions, and restrictions established over  the Property.  2.5 Temporary Street Closures. To the extent reasonably requested by the Developer in connection with the construction of the Public Infrastructure, the City shall grant and issue to the Developer all necessary permits to authorize temporary closures of, and shall grant and issue to the Developer all: necessary permits toi make cuts or other perforations in, demolish and excavate all orj portions ofa any City street, alley or other publici right-of-way that is under control oft the City and that is contained in whole or in part within the Property or that abuts any portion of the Property; provided however, all such actions are subject to the City's obligations to preserve and protect public health, safety, and welfare. Developer shall create an alternative route/detour plan and be responsible for the costs of implementing and maintaining the alternative route/detour,  including lawful signage.  ARTICLEIII  DEVELOPMENT REGULATIONS  3.1 Full Compliance with City Standards.  (a) Development of the Property shall be subject to the applicable City (b) The Parties agree the Concept Plan was created by the Developer for  Regulations.  illustrating the boundary, lot mix and general layout of the Development. Specifically, it is anticipated that the Property be developed as ai minimum of200 residential lots consisting of60'  DEVELOPMENT. AGREEMENT- Page 9    and 70' lots, approximately 9 acres ofopen space, and approximately 4 acres of commercial. Any amendment to the Concept Plan approved pursuant to the City Regulations shall be considered an amendment to this Agreement and shall replace the attached Concept Plan and become a part of this Agreement. The Concept Plan shall be approved as set forth in the City Regulations.  3.2 Plat. The Developer may submit a plat for all or any portion of the Property. Any plat shall be in general conformance with the Concept Plan, including any amendments. The processing and content of all plats must adhere to the City Regulations, as they may be expressly  altered by this Agreement.  3.3 Vested Rights. This Agreement shall constitute a "permit" under Chapter 245 ofthe Texas Local Government Code that is deemed filed with the City on the date upon which the last ofall oft the Parties has approved and duly executed this Agreement. The Developer does not, by entering into this Agreement, waive any rights or obligations arising under Chapter 245 of the Texas Local Government Code. Upon an administratively complete application for a final plat for any portion of the Property, Developer may claim vested rights as to the portion of the Property contained in the final plat based upon City Regulations in effect at thet time offinal plat application, except to the extent such claim would cause the City's building material regulations in the zoning  ordinance or in other City ordinances to be inapplicable.  3.4 Building Codes, Fire Codes and Building Materials. As consideration for the granting of PID as contemplated herein, Developer has consented to and requested, and the Parties agree, that Exhibit C the City-adopted building codes and local amendments as subsequently amended, the City-adopted fire codes and local amendments as subsequently amended, and the City's building material regulations contained in the zoning ordinance and in other City ordinances, all as subsequently amended, to apply to the Properly, and voluntarily agrees to burden the Property with their applicability, despite Texas Government Code Chapter 3000, effective September 1, 2019, as it presently exists or may be subsequently amended. The Parties further acknowledge and agree that the terms, provisions, covenants, and agreements contained: in, or referenced in, this paragraph are covenants that touch and concern the Property and that it is the intent ofthe Parties that such terms, provisions, covenants, and agreements. shall run with the Property and: shall be binding upon the Parties hereto, their successors and assigns, and all subsequent owners of the Property. Should any amendment to the building material regulations contained in the zoning ordinance and in other city ordinances be held to be invalid by a court of competent jurisdiction, the Parties agree that the building material regulations in efect on the date ofpreliminary, plat ofany portion of the Property shall then touch and concern  such portion of the Property and be binding upon: such portion ofthe Property.  3.5 Internet and Gas Lines. To the extent such is available at the boundary line oft the Property prior to the time of filing a preliminary plat with the City, the Developer shall install within public rights-of-way or public easements high-speed internet infrastructure (either fiber or afi future technology approved by the City) or gas lines to the perimeter ofeach lot. The high-speed internet infrastructure/fiber or gas lines shall be adequately sized to serve the intended use ofthe lot, with the high-speed internet infrastructure/fiber being capable of transmitting high-speed internet of at least 1 gig per second. Once installed, the Developer shall have no obligation to own, maintain or upgrade suchl highspeed internet infrastructure or gas lines. Within onel hundred twenty (120) days after recording a final plat, Developer shall complete such internet and gas lines for  DEVELOPMENT AGREEMENT- Page 10    such portion oft the Property in which a final plat has been recorded, provided high-speed interest and gas lines are available at the Property boundary at the time of preliminary plat.  ARTICLEIV  DEVELOPMENT PROCESSAND CHARGES  4.1 Capital Recovery Fees.  (a) Fees. The Developer is responsible for the construction or causing the  construction of all Public Infrastructure, to the extent such improvements are necessitated by and attributable to the Development. Except as specifically described below, the Property shall be subject to those fees and charges due and payable to the City in connection with the Development, that are charged pursuant to City Regulations to other developments located in the corporate limits of the City. Notwithstanding the foregoing, pro rata fees, impact fees for water, sewer, and roadways and other capital recovery fees shall not be charged for single-family development against the Property. Additionally, any present or future roadway impact fees adopted by the City  shall not be charged against the Property.  (b) Park Fees. With the open space dedication illustrated on the Concept Plan,  the City and Developer acknowledge that the Developer has filled all parkland dedication requirements of the City. The Property shall be subject to the City's park improvement fee of $1,500 ("Parke Improvement Fee"). To the extent the Developer constructs or provides improvements to open space, parks, or trails in the Development, the City agrees to reimburse the Developer for its costs in connection with the same up to one-halfo ofthe total amount oft the Park  Improvement Fee attributable to the Property.  4.2 INDEMNFICATION AND HOLD HARMLESS.  (a) THE. DEVELOPER ANDIISSUCCESSORS AND ASSIGNS SHALL  INDEMNIFY AND HOLD HARMLESS THE CITY, ITS OFFICIALS, EMPLOYEES, OFFICERS, REPRESENTATIVES AND AGENTS (EACH AN INDEMNIFIED PARTY"), FROM AND AGAINST ALL ACTIONS, DAMAGES, CLAIMS, LOSSES OR EXPENSE OF EVERY TYPE AND DESCRIPTION TO WHICH THEY MAY BE SUBJECTED OR PUT: (I)BY REASON OF,OR RESULTING FROMTHE BREACHOF ANY PROVISION OF THIS AGREEMENT BY THE DEVELOPER; (II) THE NEGLIGENT DESIGN, ENGINEERING AND/OR CONSTRUCTION BY THE DEVELOPER OR ANY. ARCHITECI, ENGINEEROR CONTRACTOR HIRED! BYTHE DEVELOPER OF ANY OFTHE PUBLICINFRASTRUCTURE ACQUIRED: FROMTHE DEVELOPER HEREUNDER; (III) THE DEVELOPER'S NONPAYMENT UNDER CONTRACTS, BETWEENTHE DEVELOPER AND ITS CONSULTANTS, ENGINEERS, ADVISORS, CONTRACTORS, SUECONTRACTORS AND SUPPLIERS IN THE PROVISION AND/OR CONSTRUCTION OF THE PUBLIC INFRASTRUCTURE: (IV) ANY CLAIMS OF PERSONS EMPLOYED BYTHE DEVELOPERORIIS AGENTSTO CONSTRUCT THE PUBLIC NFRASTRUCTURE; OR (V) ANY CLAIMS AND SUITS OF THIRD PARTIES, INCLUDING BUT NOT LIMITED TO DEVELOPER'S REPRESENTATIVES, AGENTS, SUCCESSORS, ASSIGNEES, VENDORS.CRANTEES,  RESPECTIVE  PARTNERS,  OFFICERS,  DIRECTORS,  EMPLOYEES,  DEVELOPMENT AGREEMENT- - Page 11    AND/OR TRUSTEES, REGARDING OR RELATED TO THE PUBLIC NFRASTRUCTURE OR ANY AGREEMENT OR RESPONSIBILITY REGARDING THE FUBLICINRASTRUCTURE, EXCLUDING CLAIMS AND CAUSES OF ACTION WHICH MAY ARISE OUT OF THE PARTIAL NEGLIGENCE OF AN INDEMNIFIED PARTY (THE "CLAIMS"). NOTWITHSTANDING THE FOREGOING, NO INDEMNIFICATION IS GIVENHEREUNDER FOR. ANY ACTION, DAMAGE, CLAIM, LOSS OR EXPENSE DETERMINED BY A COURT OF COMPETENT JURISDICTION TO BE DIRECTLY ATTRIBUTABLE TO THE WILLFUL MISCONDUCT OR NEGLIGENCE OF ANY INDEMNIFIED PARTY. DEVELOPER IS EXPRESSLY REQUIRED TO DEFEND CITY AGAINST ALL SUCH CLAIMS, AND CITY IS REQUIRED TO REASONABLY COOPERATE AND ASSIST DEVELOPER IN  PROVIDING SUCH DEFENSE.  (b) INI ITS REASONABLE DISCRETION, CITY SHALL HAVE THE  RIGHT TO APPROVE OR SELECT DEFENSE COUNSEL TO BE RETAINED BY DEVELOPER IN FULFILLING ITS OBLIGATIONS HEREUNDER TO DEFEND AND INDEMNIFY THE INDEMNIFIED PARTIES, UNLESS SUCH RIGHT IS EXPRESSLY WAIVED BY CITY IN WRITING. THE INDEMNIFIED PARTIES RESERVE THE RIGHT TO PROVIDE A PORTION OR ALL OF THEIR/ITS OWN DEFENSE, AT THEIR/ITS SOLE COST; HOWEVER, INDEMNIFIED PARTIES ARE UNDER NO OBLICATIONTODOSO. ANY SUCH. ACTION. BY AN: INDEMNIFIED PARTY ISI NOT TO BE CONSTRUED AS A WAIVER OF DEVELOPER'S OBLIGATION TO DEFEND INDEMNIFIED PARTIES OR AS A WAIVER OF DEVELOPER'S OBLIGATION TO INDEMNIFY INDEMNIFIED PARTIES PURSUANT TO THIS AGREEMENT. DEVELOPER SHALL RETAIN CITY-APPROVED DEFENSE COUNSEL WITHIN SEVEN BUSINESS DAYS OF WRITTEN NOTICE FROM AN INDEMNIFIED PARTY THAT IT IS INVOKING ITS RIGHT TO INDEMNIFICATION UNDER THIS AGREEMENT. IF DEVELOPER FAILS' TO RETAIN COUNSEL WITHIN SUCHTIME PERIOD, INDEMNIFIED PARTIES SHALLHAVETHE: RIGHTTOI RETAIN: DEFENSE COUNSEL ON THEIR OWN BEHALF, AND DEVELOPER SHALL BE LIABLE FOR ALL REASONABLE COSTS INCURRED BY INDEMNIFIED PARTIES. THE CITY AGREES, UNLESS ADVISED BY DEFENSE COUNSEL TO THE CONTRARY, TO ASSERT ITS IMMUNITY FROM LIABILITY AND IMMUNITY FROM SUIT AND/OR  OTHER AVAILABLE AFFIRMATIVE DEFENSES  (C) THIS SECTION 4.2 SHALL SURVIVE THE TERMINATION OF (d) THE PARTIES AGREE AND STIPULATE THAT THIS  THIS. AGREEMENT.  INDEMNIFICATION AND THE EXPRESS NEGLIGENCE TEXT COMPLIES WITH THE CONSPICUOUSNESS REQUIREMENT AND IS VALID AND ENFORCEABLE  AGAINSTTHE DEVELOPER.  4.3 THE DEVELOPER'S ACKNOWIEDGEMENT OF THE CITY'S COMPLIANCE WITH FEDERAL AND STATE CONSTITUTIONS. STATUTES AND CASE LAW AND FEDERAL, STATE AND LOCAL ORDINANCES, RULES AND  DEVELOPMENT/ AGREEMENT - Page 12    REGULATIONS/DEVELOPERS WAIVER AND RELEASE OF CLAIMS FOR  OBLIGATIONS EXPRESSLY SET FORTHI INTHIS AGREEMENT.  (a) THE DEVELOPER ACKNOWLEDGES AND AGREES THAT,  PROVIDED THERE ARE: NO CITY DEFAULTS UNDER THIS AGREEMENT:  () THE PUBLIC INFRASTRUCTURE EXPRESSLY SET  FORTH IN THIS AGREEMENT TO BE CONSTRUCTED UNDER THIS AGREEMENT, AND THE FEES TO BE IMPOSED BY THE CITY PURSUANT TO THIS AGREEMENT, REGARDING THE PROPERTY, IN WHOLE OR IN  PART, DOI NOT CONSTITUTE A:  (A) TAKING UNDER THE TEXAS OR UNITED STATES (B) VIOLATION OF THE TEXAS LOCAL  CONSTITUTION:  GOVERNMENTCODE,ASITEXISTS: ORMAYI BE. AMENDED; AND/OR  (C) NUISANCE.  (ii) THE AMOUNT OF THE DEVELOPER'S FINANCIAL AND  INFRASTRUCTURE CONTRIBUTION FOR THE PUBLIC NFRASTRUCTURE EXPRESSLY SET FORTH IN THIS AGREEMENT IS ROUGHLY PROPORTIONAL TO THE DEMAND THAT THE DEVELOPER'S ANTICIPATED MPROVEMENTS AND DEVELOPER'S DEVELOPMENT OF THE PROPERTY PLACESONTHE CITYSINFRASTRUCTURE.  (iri) THE DEVELOPER HEREBY AGREES, STIPULATES AND  ACKNOWLEDGESTHAT:(A)ANY, PROPERTY WHICHITCONVEYSTOTHE CITY OR ACQUIRES FOR THE CITY PURSUANT TO THIS AGREEMENTI IS ROUGHLY PROPORTIONAL TO THE BENEFIT RECEIVED BY THE DEVELOPER FOR SUCH LAND, AND THE DEVELOPER HEREBY WAIVES ANY CLAIM THEREFOR THAT IT MAY HAVE; AND (B) ALL PROPORTIONALITY HAVE BEEN MET, AND ANY VALUE RECEIVED BY THE CITY RELATIVE TO SAID CONVEYANCE IS RELATED BOTH IN NATURE AND EXTENT TO THE IMPACT OF THE DEVELOPMENT OF THE PROPERTY ON THE CITY'S INFRASTRUCTURE. THE DEVELOPER FURTHER AGREES TO WAIVE AND RELEASE ALL CLAIMS IT MAY HAVE AGAINST THE CITY UNDER THIS AGREEMENT RELATED TO ANY AND ALL: (A) CLAIMS OR CAUSES OF ACTION BASED ON ILLEGAL OR EXCESSIVE EXACTIONS; AND (B) ROUGH ROPORTIONALITY AND INDIVIDUAL DETERMINATION REQUIREMENTS MANDATED BY THE UNITED STATES SUPREME COURT IN DOLANV. CITY OF TIGARD, 512 U.S. 374 (1994), AND ITS PROGENY, AS WELL AS ANY OTHER REQUIREMENTS OF A NEXUS BETWEEN DEVELOPMENT CONDITIONS AND THE  PREREQUISITES TO SUCH  DETERMINATION OF ROUGH  PROJECTEDIMPACT OF THE PUBLIC INFRASTRUCTURE.  DEVELOPMENT, AGREEMENT- Page 13    (b) THIS SECTION 4.3 SHALL SURVIVE THE TERMINATION OF  THIS AGREEMENT.  ARTICLEV TERM  5.1 Thet term oft this Agreement shall be effective upon full execution by all Parties and will run for the shorter of(a) aj period ofthirty (30) years after the Effective Date, unless shortened by mutual agreement of the Developer and the City, or (b) the date the Parties acknowledge in writing that all Parties have fulfilled their obligations hereunder. Should the Developer not close on its purchase of the Property from the Owner by December 31, 2024, the Developer terminate this Agreement. Should the Developer not close on its purchase of the Property from may  the Owner by. June 30, 2025, the City may terminate this Agreement.  ARTICLEVI ANNEXATION  6.1 Annexation.  (a) Within thirty (30)daysofclosing on thel Property, thel Developer will submit  av voluntary petition for annexation, covering only the Property, in a form acceptable to the by which the Developer will voluntarily petition the City Council oft the City to annex the City, into the City's limits. The City shall commence annexation proceeding immediately upon Property the receipt of such petition. Developer agrees to execute and supply any and all instruments and/or other documentation necessary for the City to annex the Property into the City's corporate limits. Developer and City agree that the following procedures, which are the procedures in Section 43.0673 ofthe Texas Local Government Code on the Effective Date, shall be used by the City for any annexation in lieu of any other Local Government Code Chapter 43 procedures, as they may  (b) Pursuant to Section 212.172(b)(7), Texas Local Government Code, the  subsequently be amended:  () Before adopting an ordinance annexing the Property, the governing (ii) During the public hearing, the governing body must provide persons (ri) After the public hearing, the governing body may adopt an (iv) The City must post notice of the hearing on the City's Internet  body oft the City must conduct one public hearing; interested in the annexation the opportunity to be heard;  ordinance annexing the Property; and  website and publishi notice ofthel hearing in the official newspaper ofthe City. Specifically,  the notice for the hearing must be:  (A) mailed to the owner of the Property as indicated on the: most  recent five certified tax roll for the county;  DEVELOPMENT AGREEMENT- - Page 14    (B) published at least once on or after the 20th day but before the (C) posted on the City's] Internet website on or after the 20th day  10th day before the date oft the hearing; and  but before the 10th day before the date oft the hearing and must remain posted until  the date of the hearing.  (c) Developeracknowledgs and agrees that:  (1)  this Section 6.1 was a material inducement for the City to enter  into this Agreement with Developer and create the PID; by Section 43.0672 oft the Texas Local Government Code;  (ii) this Agreement is a written agreement for services as required (n) Developer is not required to enter into this Agreement; (iv) the annexation procedures described in this Agreement require  the Developer's consent, and by entering into this Agreement, Developer hereby  voluntarily provides such consent; and  (v) with this Agreement and the provisions contained herein, City  has provided Developer the written disclosure required by Section 212.172(b-I)ofthe 6.2 Zoning of] Property. While the Parties expressly acknowledge that the Property will be voluntarily annexed in accordance with Section 6.1 of this Agreement, the Parties agree that the Concept Plan, Development Standards and the applicable provisions of this Agreement memorialize the plan for development of the Property as provided for in Section 212.172 of the Texas Local Government Code and other applicable law. The City shall consider zoning the Property consistent with the Concept Plan, Development Standards and applicable provisions of this Agreement contemporancously with the annexation oft the Property. Through this Agreement, the Developer expressly consents and agrees to the zoning oft the Property consistent with and as contemplated by this Section 6.2. In the event ofa conflict between this Agreement and the: zoning of the Property, the Parties agree that this Agreement shall control. The Developer agrees that nothing in this Agreement shall prevent Exhibit C, Section 3.4 ofthis Agreement, and the City Regulations, including but not limited to zoning, from being enforced against an End-Buyer.  Texas Local Government Code.  ARTICLE VII  INFRASTRUCTURE FINANCING AND INCENTIVES  7.1 PID Financing. The City will create the PID, to fund, in part, the Public Infrastructure that will confer a special benefit upon the Property. The Developer has determined and hereby agrees that the maximum aggregate principal amount of PID Bonds will be Eight Million and No/100 Dollars ($8,000,000.00). Provided, a maximum overlapping tax rate equivalent for parcels within the PID shall not exceed $2.90 per $100 assessed value when including all taxing entities at the time oft the assessment of the Property based upon the estimated average home value as defined ini the Service and. Assessment Plan, and the PID tax rate equivalent  DEVELOPMENT, AGREEMENT- - Page 15    for parcels within the PID shall not exceed $0.47 per $100 assessed value at the time of the assessment oft the Property based upon the estimated average home value as defined ini the Service and Assessment Plan. The City staff will, from time to time, submit to the City Council agenda items to approve the issuance of] PID Bonds by the City in an amount upi to, but not to exceed, the maximum aggregate principal PID Bond amount of Eight Million and No/100 Dollars ($8,000,000.00). As soon as reasonably practicable following a request by the Developer, and provided the City's financial advisor confirms the PID! Bonds: meet the below: requirements and are marketable to third partyinstitutional investors, the City agrees toi issue PID: Bonds, subject to  Council approval. the Developer to the City.  City by  (a) A PID creation petition for the Property has been or will be submitted (b) PID funding of certain Public Infrastructure as authorized by the PID Act  providing special benefit to a development phases and/or planning area, will include, to the maximum extent authorized by State law, and only as requested by the Developer, one or more of the following: () annual payments made pursuant to a Reimbursement Agreement by the the Developer of Assessments not pledged to the repayment of] PID Bonds; (ii) the issuance City by the City ofPID Bonds secured by Assessments; (iri) the issuance by the City of other bonds secured by Assessments and/or other security; or (iv) any other method approved by the Parties.  to  (c) The Public Infrastructure to be funded by the PID will be described in the  PID Service and Assessment Plan, which Public Infrastructure are described in this Agreement  and confer a special benefit on the Property (the "PID Projects").  (d) The total estimated cost of the PID Projects (the "PID Project Costs") will  be as stated in the PID Service and Assessment Plan, as amended. The PID Project Costs will  include the cost oftwo-year maintenance bonds for the PID Projects.  (e) The Developer shall determine the estimated PID Project Costs, and the  City will prepare the PID Service and Assessment Plan. After the City approves the final PID Project Costs, prepares a proposed assessment roll based thereon, and files the PID Service and Assessment Plan and proposed assessment roll with the City Secretary for public inspection, the  City will levy special assessments against the Property.  (f) The City shall review and update the PID Service and Assessment Plan  consistent with the requirements ofs Section 372.013(b) ofthe PID. Act. As needed for consistency with the updated PID Service and Assessment Plan and consistent with the requirements of Sections 372.019 and 372.020 of the PID Act, the City shall make supplemental assessments, reassessments or new assessments such that assessments reflect the updated PID Project Costs. Concurrent with the levy of Assessments and as needed to implement the PID Service and Assessment Plan, the City and the Developer will enteri into the Reimbursement Agreement and/or construction and funding agreement that provides for the Developer's construction of certain PID Projects and the City's reimbursement to the Developer of certain PID Project Costs from the  Assessments or proceeds from PID. Bonds.  DEVELOPMENT AGREEMENT- Page 16    (g) The City will use its reasonable efforts to issue one or more series secured, in whole or in part, by Assessments levied against benefited property within the PID. PID Bonds may also be secured by any other revenue authorized by the PID Act or other State law and approved by the City Council oft the City. The net proceeds from the sale of PID Bonds (i.e., net of costs and expenses of issuance and amounts for debt service reserves and  Bonds  ofPID  capitalized interest) will be used to pay PID Project Costs.  (h) The City's obligation to issue PID Bonds is conditioned upon the: following:  (1) ar minimum value to lien ratio of2:1 (unless the City, in its sole discretion approves a lower value to lien ratio), as determined by an appraisal based upon the assumption that the Public Infrastructure to be financed by the PID as well as other infrastructure for which completion guarantees have been provided are in place as oft the date oft the: fair: market valuation; and (2) the adequacy of the bond security and the financial obligation oft the Developer to pay the amount, if any, by which PID Project Costs exceed the net proceeds from the sale of PID Bonds and the amount, if any, of cost overruns, which may be evidenced at the option of the Developer a  lender set aside letter.  by  7.2 Cost Overrun. If the total cost of a PID Project exceeds the total amount of the estimated PID: Project as provided in the PID Service and Assessment Plan for that PID Project (a "Cost Overrun"), the Developer shall be solely responsible for the remainder oft the costs of that  PID: Project, except as provided in Section 7.3 below.  7.3 Cost Underrun. If, upont the completion ofconstruction ofal PID: Project section thereof), the total cost of a PID Project is less than the total amount of the (ors estimated segment costs for that PID Project (a "Cost Underrun"), any remaining estimated costs may be used toj Cost Overruns on any other PID: Project. Prior to completion ofall ofthe PID Projects section thereof), any anticipated Cost Underruns may be applied to any Cost Overruns (or segment on PID Project. If, upon completion of the PID Projects (or segment or section thereof) in any any improvement category, there are funds remaining in any improvement categories, those funds can then be used to reimburse the Developer for any qualifying costs of the PID! Projects  or or  pay  or  (or segment  section thereof) that have not been previously paid.  7.4 Payment Process for Public Infrastructure. The City shall authorize reimbursement ofthe PID Project Costs from PID Bond proceeds or from collected Assessments pursuant to a Reimbursement Agreement, as applicable. The Developer shall submit a Certification for Payment Form to the City (no more frequently than monthly) for PID Project Costs including a completed segment, section or portion of an PID Project, as approved by the City. The Certification for Payment Form is set forth in Exhibit D, as may be modified by the Bond Indenture or a Reimbursement Agreement, if applicable, though in the event of a conflict, the Bond Indenture shall control. The City shall review the sufficiency ofe each Certification for Payment Form (each completed and sufficient Certification for Payment Form a Payment Certificate") with respect to compliance with this Agreement, compliance with City Regulations, and compliance with the SAP. The City shall review each Payment Certificate within fifteen (15) business days and upon approval, certify the Payment Certificate pursuant to the provisions oft the Bond Indenture or Reimbursement Agreement, as applicable, and payment shall be made to the Developer or its designee pursuant to the terms of the Bond Indenture or Reimbursement Agreement, as applicable, provided that funds are available under the Bond Indenture or  thereof  ofreceipt  DEVELOPMENT AGREEMENT- Page 17    Reimbursement. Agreement. Ifal Payment Certificate is approved only inj part, the City shall specify the extent to which the Payment Certificate is approved and payment for such partially approved Payment Certificate shall be made to the Developer pursuant to the terms of the Bond Indenture or Reimbursement Agreement, as applicable, provided funds are available. If the City requires additional documentation, timely disapproves or questions the correctness or authenticity of the Payment Certificate, the City shall deliver a detailed Notice to the Developer within fifteen (15) business days of receipt thereof, then payment with respect to disputed portion(s) of the Payment Certificate shall not be made until the Developer and the City have jointly settled such dispute or additional information has been provided to the City's reasonable satisfaction. To the extent any future Reimbursement Agreement conflicts with this Agreement, the Reimbursement Agreement shall control. Although the terms by which the Developer is entitled to reimbursement may be detailed in a Reimbursement Agreement, this Agreement serves as the City's intent to reimburse the Developer for the PID Project Costs without the requirement of a separate Reimbursement  Agreement.  7.5 Costs for Non-Bank Qualified Bonds.  (a) Ifin any calendar year the City issues bonds, notes or other obligations as  approved by the City Council for any given year in question that would constitute a qualified tax- exempt obligation but for the issuance ofthe PID: Bonds or other bonds, notes or other obligations supporting public improvements fornon-City owned development projects or City owned projects financed for a direct benefit to the non-City owned development projects, including either bonds authorized by Texas Tax Code Chapter 311 or bonds authorized by the PID Act, then the Developer shall pay to the City a fee (the "Bank Qualified Debt Fee") to compensate the City for the debt service savings the City would have achieved had the debt issued by the City been able to be classified as a qualified tax-exempt obligation provided that all other developers or owners benefitting from the City issuing debt are similarly burdened with an obligation to compensate the City. The Bank Qualified Debt Fee oft the Developer and all other developers or owners on whose  behalf the City issues debt, will be calculated as follows:  Thei net present value (calculated' based on the Internal Revenue Service bond yield) oft the debt service savings that would have accrued to the City had it been able to issue qualified tax-exempt obligation debt multiplied by a fraction, the numerator of which is the amount of debt issued by the City for any particular owner or developer (including the Developer, as applicable) and the denominator of which ist the total debt issued by the City for the benefit of all owners or developers  (including the Developer, as applicable).  (b) To the extent any developer(s) or owner(s) (including the Developer, as  applicable) has (have) paid the Bank Qualified Debt Fee for any particular calendar year, any such Bank Qualified Debt Fee paid subsequently by a developer or owner (including the Developer, as applicable) to the City applicable to the same calendar year shall be reimbursed by the City to the developer(s) or owner(s) (including the Developer, as applicable) as necessary sO as to put all developers and owners SO paying for the same calendar year in the required payment proportion as set forth above, said reimbursement to be made by the City within ten (10) business days after  its receipt of such subsequent payments of the Bank Qualified Debt Fee.  DEVELOPMENT AGREEMENT - Page 18    (c) Ifin any calendar year the City issues PID Bonds on its own account that  exceed the amount that would otherwise qualify the City for the issuance of bank qualified debt, orifthe City fails to charge the Bank Qualified Debt Feei to any other developer or owner on whose behalf the City has issued debt and fails to cure such oversight, then no Bank Qualified Debt Fee shall be due under this provision and ifany Bank Qualified Debt Fee had already been paid to the City under this provision, then such Bank Qualified Debt Fee shall be reimbursed promptly to the  Developer from lawfully available and otherwise unencumbered funds.  7.6 PID Notices. When selling any of the Property after the PID is created, the Developer shall provide notices in a form required by and in compliance with Title 2, Chapter 5 oft the Texas Property Code, as amended, to anyone who purchases property within the PID. 7.7 TIRZ. The Parties acknowledge their discussions regarding the potential benefits ofutilizing a Tax Increment Reinvestment Zone ("TIRZ") under Chapter311, Texas Tax Code, in the development of the property, but have not formed a TIRZ or finalized any terms related to a TIRZ: at this time. The Parties agree toi meet ini the future, prior to any significant increase in value oft the Property due to development, to discuss and reevaluate the potential benefits of  a creating  TIRZ  over the property.  ARTICLE VII  EVENTS OF DEFAULT; REMEDIES  8.1 Events of] Default. No Party shall be in default under this Agreement until Notice of the alleged failure of such Party to perform has been given in writing (which Notice shall set forth in reasonable detail the nature of the alleged failure) and until such Party has been reasonable time to cure the alleged failure (such reasonable time to be determined based given on the nature ofthe alleged failure, but in no event more than 30 days after written Notice oft the alleged failure has been given). Notwithstanding the foregoing, no Party shall be in default under this Agreement if, within the applicable cure period, the Party to whom the Notice was given begins performance and thereafter diligently and continuously pursues performance until the alleged failure has been cured and within such 30-day period gives written Notice to the non-defaulting Party of the details of why the cure will take longer than 30 days with a statement of how many  a  days are needed to cure.  8.2 Remedies. Ifa Party isi in default, the aggrieved Party may, ati its option and without prejudice to any other right or remedy under this Agreement, seek any reliefavailable at law ori in equity, including, but not limited to, an action under the Uniform Declaratory Judgment Act, or actions for specific performance, mandamus, or injunctive relief. NOTWITHSTANDING THE FOREGOING, HOWEVER, NO DEFAULTUNDER THIS AGREEMENT SHALL ENTITLE THE AGGRIEVED PARTY TO TERMINATE THIS AGREEMENT AND PREVENT THE DEVELOPER OR THE CITY FROM RECEIVING ANY REIMBURSEMENTS OR PAYMENTS DUE AND OWED TO THE DEVELOPER OR THE CITY UNDER THIS  AGREEMENT OR. ANY REMBURSEMENT AGREEMENT.  DEVELOPMENT/ AGREEMENT- Page 19    ARTICLEIX  ASSIGNMENT AND ENCUMBRANCE  9.1 Assignment by Developer to Successors.  (a) The Developer has the right (from time to time without the consent of the  City, but upon written Notice to the City) to assign this Agreement, in whole or in part, and including any obligation, right, title, or interest of the Developer under this Agreement, to person or entity (an "Developer Assignee") that (i) is or will become an owner of the Property or (ii) is controlled by or under common control by the Developer and any becomes portion an owner of any portion of the Property, provided that the Developer is not in default of this Agreement at the time of such assignment. Any receivables due under this Agreement, or under any Reimbursement Agreement may be assigned by the Developer without the consent of, but upon written Notice to the City, provided however, Developer shall be limited to a maximum of six (6) such assignments and any additional assignments after the sixth such assignment shall require the consent oft the City. A Developer. Assignee is considered the "Developer" and a' under this Agreement for purposes of the obligations, rights, title, and interest assigned "Party," to the Developer Assignee. Notice of each proposed assignment to a Developer Assignee shall be provided to the City at least fifteen (15) days after the effective date of the assignment, which Notice shall include a copy ofthea assignment document together with the name, address, telephone number, and e-mail address (ifavailable) ofac contact person representing the Developer. Assignee. Developer shall not request the City to execute any assignment documents when the City's consent  any of  isnoti required hereunder.  (b) Each assignment shall be in writing executed by the Developer and the  Developer Assignee and shall obligate the Developer Assignee to be bound by this Agreement to the extent this Agreement applies or relates to the obligations, rights, title, or interests assigned. A copy ofe each fully executed assignment to a Developer Assignee shall be provided being to all Parties within fifteen (15) days after execution. From and after such assignment, the to look solely to the Developer Assignee for the performance of all obligations assigned City agrees to the Developer Assignee and agrees that the Developer shall be released from subsequently performing the assigned obligations and from any liability that results from the Developer Assignee's failure toj perform the assigned obligations; provided, however, ifa copy ofthe assignment is not received by the City within 15 days after execution, Developer shall not be released until the City receives  such copy ofthe assignment.  (c) No assignment by) Developer shall release Developer from any liability that  resulted from an act or omission by Developer that occurred prior to the effective date of the  assignment unless the City approves the release in writing.  (d) The Developer shall maintain written records of all assignments made to  Developer Assignees, including a copy ofeach executed assignment and the Developer Assignee's Notice information as required by this Agreement, and, upon written request from another Party,  shall provide a copy of such records to the requesting person or entity.  9.2 Assignment by the City. The City has the right (from time to time without the consent oft the Developer, but upon written Notice to the Developer) to assign this Agreement, in  DEVELOPMENT AGREEMENT - Page 20    whole or in part, and including any obligation, right, title, or interest of the City under this Agreement, to any agency, authority, or political subdivision of the state (a "City Notice of each proposed assignment to a City Assignee shall be provided to each other Assignee"). Party at least 15 days prior to the effective date oft the assignment, which Notice shall include a copy ofthe proposed assignment document together with the name, address, telephone number, and e-mail address of a contact person representing the City Assignee who the other Party additional information. Each assignment shall be in writing executed by the City may and the Assignee and shall obligate the City Assignee to be bound by this Agreement to the extent City this Agreement applies or relates to the obligations, rights, title, or interests being assigned. A each fully executed assignment to a City Assignee shall be provided to all Parties within 15 copy after execution. From and after such assignment, all Parties agree to look solely to the days City Assignee for the performance ofall obligations assigned to the City Assignee and agrees that the City shall bei released froms S subsequently performing the assigned obligations and: from liability that results from the City Assignee's failure to perform the assigned obligations; any provided, however, if a copy of the assignment is not received by the other Parties within 15 days after execution, the City shall not bei released until the other Parties receive such copy ofthe assignment. No assignment by the City shall release the City from any liability that resulted from an act or omission by the City that occurred prior to the effective date of the assignment unless the other Parties approve the release in writing. The City shall maintain written records of all assignments made by the City to City Assignees, including a copy of each executed assignment and the City Assignee's Notice information as required by this Agreement, and, upon written request from another Party, shall provide a copy of such records to the requesting person or entity.  contact for  of  9.3 Collateral Assignments. The Developer and Developer Assignees have the right, from time to time, to collaterally assign, pledge, grant a lien or security interest in, or otherwise encumber any of their respective rights, title, or interest under this Agreement for the benefit of their respective lenders without the consent of, but with prompt written Notice to, the collateral assignment, pledge, grant of lien or security interest, or other encumbrance City. shall not, however, obligate any lendert to perform any obligations orincur any liability under this Agreement unless the lender agrees in writing toj perform such obligations ori incur such liability. Provided the City has been given a copy of the documents creating the lender's interest, including Notice information for the lender, then that lender shall have the right, but not the obligation, to cure default under this Agreement and shall be given a reasonable time to do sO in addition to the cure any periods otherwise provided to the defaulting Party by this Agreement; and the City agrees to a cure offered by the lender as if offered by the defaulting Party. A lender is not a Party accept to this Agreement unless this Agreement is amended, with the consent oft the lender, to add the lender as a Party. Notwithstanding the foregoing, however, this Agreement shall continue to bind the Property and shall survive any transfer, conveyance, or assignment occasioned by the exercise of foreclosure or other rights by a lender, whether judicial or non-judicial. Any purchaser from or successor owner through a lender of any portion oft the Property shall bel bound by this Agreement and shall not be entitled to the rights and benefits of this Agreement with respect to the acquired portion oft the Property until all defaults under this Agreement with respect to the acquired portion  The  oft the Property have been cured.  9.4 Transfer of Warranties. Any Public Infrastructure that are transferred to the City shall be accompanied by all applicable third-party bonds and warranties related to construction  and maintenance of such Public Infrastructure. DIVIOPMENTAOREMENT: - Page 21    9.5 Assignees as Parties. An assignee authorized in accordance with this and for which Notice of assignment has been provided in accordance with this considered a "Party" for the purposes oft this Agreement. With the exception oft Agreement the al lot within the Property, any person or entity upon becoming an owner ofland or upon End-Buyer of an ownership interest in any part oft the Property shall be deemed tol be a "Developer" and obtaining have all oft the obligations ofthe Developer as set forth in this Agreement and all related documents to the  Agreement shall be  extent ofs said ownership or ownership interest.  9.6 No Third-Party Beneficiaries. This Agreement only inures to the benefit of, and may only be enforced by, the Parties. No other person ore entity shalll have any right, title, ori interest under this Agreement or otherwise be deemed to be at third-party beneficiary oft this Agreement.  ARTICLEX  RECORDATION AND ESTOPPEL CERTIFICATES  10.1 Binding Obligations. This Agreement and all amendments hereto amendments to the Concept Plan as allowed in this Agreement) and assignments hereof (including shall be recorded in the deed records of each county within which the Property is located. This Agreement binds and constitutes a covenant running with the Property. Upon the Effective Date, this Agreement shall be binding upon the Parties and their successors and assigns permitted this Agreement and forms aj part of any other requirements for Development within the Property. by This Agreement, when recorded on or after the Effective Date, shall be binding upon the Parties and their successors and assigns as permitted by this Agreement and upon the Property; however, except the obligations of Developer, its successors and assigns, for annexation and compliance with City Regulations, including but not limited to zoning ordinances, as they currently exist or may be amended, this Agreement shall not be binding upon, and shall not constitute encumbrance to title as to, any nd-buyer/homebuye: ofa a fully developed and improved lot any (an  "End-Buyer").  10.2 Estoppel Certificates. From time to time upon written request oft the. Developer, needed to facilitate a sale ofa all or a portion of the Property or a loan secured by all or aj the Property, the City will executeay written estoppel certificate in ai form and substance portion to the City, to its reasonable knowledge and belief, identifying any obligations of the satisfactory under this Agreement that are in default. The Developer shall pay the City $1,250 at the Developer time of the Developer's request for an estoppel certificate for each request in excess of one per calendar  of if  year.  ARTICLEXI ADDITIONAL PROVISIONS  11.1 Recitals. The recitals contained ini this Agreement: (a) are true and correct as ofthe Effective Date; (b) form the basis upon which the Parties negotiated and entered into this Agreement; (c) are legislative findings of the City Council of the City; and reflect the final intent of the Parties with regard to the subject matter oft this Agreement. In the (d) event it becomes necessary to interpret any provision of this Agreement, the intent of the Parties, as evidenced the recitals, shall bet takeni into consideration and, tot the maximum extent possible, given full effect. by The Parties have relied upon the recitals as part of the consideration for entering into this  DEVELOPMENT AGREEMENT - Page 22    Agreement and, but for the intent oft the Parties reflected by the recitals, would not have entered  into this Agreement.  11.2 Notices. Any notice, payment or instrument required or permitted by this Agreement to be given or delivered to any Party shall be deemed to have been received when personally delivered or 72 hours following deposit of the same in any United States Post Office,  registered or certified mail, postage prepaid, addressed as follows ("Notice"):  To the City:  Attn: Mayor City of Gunter 105 N.4 4th Street Gunter, TX 75085 Attn: Courtney Goodman-Morris Nichols Jackson 500 North Akard Suite 1800 Dallas, Texas 75201 Attn: Cleburne Smith Fraser Capital LLC 17250 North Dallas Parkway Dallas, Texas 75248 Attn: Sarah Landiak Winstead PC 2728 N. Harwood Street, Suite 500 Dallas, Texas 75201  With a copy to:  To the Developer:  With a copy to:  Any Party may change its address or addresses for delivery ofNotice by delivering written Notice  of such change of address to the other Party.  11.3 Interpretation. The Parties acknowledge that each has been actively involved in negotiating this Agreement. Accordingly, the rule of construction that any ambiguities are to be resolved against the drafting Party will not apply to interpreting this Agreement. In the event of any dispute over the meaning or application ofany provision of this Agreement, the provision will bei interpreted fairly and reasonably and neitheri more: strongly for nor against any. Party, regardless  ofwhich Party originally drafted the provision.  11.4 Time. In this Agreement, time is oft the essence and compliance with the times for 11.5 Authority and Enforceability. The City represents and warrants that this Agreement has been approved by official action by the City Council of the City in accordance with all applicable public notice requirements (including, but not limited to, notices required by the Texas Open Meetings Act) and that the individual executing this Agreement on behalf of the been duly authorized to do SO. The Developer represents and warrants that this Agreement City has been approved by appropriate action of the Developer, and that the individual executing this  performance herein is required.  has  DEVELOPMENT, AGREEMENT - Page 23    Agreement on behalfofthe Developer has been duly authorized to do SO. Each Party respectively acknowledges and agrees that this Agreement is binding upon: such Party andi is enforceable such Party, in accordance with: its terms and conditions and to the extent provided by law. against 11.6 Entire Agreement. This Agreement, any agreement referenced herein tol be entered by the Parties in the future, and any agreement related to fees to be charged by a homeowner's association to support public education, constitutes the entire agreement between the Parties and supersedes all prior agreements, whether oral or written, covering the subject matter of this Agreement. This Agreement shall not be modified or amended except in writing signed the  Parties.  by  11.7 Severability. If any provision of this Agreement is determined by a court of competent jurisdiction to be unenforceable for any reason, then: (a) such unenforceable shall be deleted from this Agreement; (b) the unenforceable provision shall, to the extent provision possible and upon mutual agreement oft the Parties, be rewritten to be enforceable and to give effect to the intent ofthe Parties; and (c) the remainder oft this Agreement shall remain in full force and effect  and shall be interpreted to give effect to the intent oft the Parties.  11.8 Applicable Law: Venue. This Agreement is entered into pursuant to, and is to be construed and enforced, in accordance with, the laws oft the State ofTexas, and all obligations of the Parties are pertormable in each county in which the Property is located. Exclusive venue for any action to enforce or construe this Agreement shall be in the County District Court in which  any oft the Property is located.  11.9 Non-Waiver. Any failure by a Party to insist upon strict performance by the other Party ofany material provision ofthis Agreement shall not be deemed a waiver thereof, and the Party shall have the right at any time thereafter to insist upon strict performance of any and all provisions of this Agreement. No provision of this Agreement may be waived except by writing signed by the Party waiving such provision. Any waiver shall be limited to the specific purposes for which it is given. No waiver by any Party ofa any term or condition oft this Agreement shall be deemed or construed to be a waiver of any other term or condition or subsequent waiver of the  same term or condition.  11.10 Counterparts. This Agreement may be executed in any number of counterparts, 11.11 Further Documents. The Parties agree that at any time after execution of this Agreement, they will, upon request of another Party, execute and deliver such further documents and do such further acts and things as the other Party may reasonably request in order to effectuate the terms of this Agreement. This provision shall not be construed as limiting or otherwise hindering the legislative discretion oft the City Council seated at the time that this Agreement is  each of which shall be deemed an original and constitute one and the same instrument.  executed or any future City Council. incorporated herein for all purposes:  11.12 Exhibits. The following exhibits are attached to this Agreement and are  ExhibitA Exhibit A-1  Legal Description oft the Property Depiction of the Property  DEVELOPMENT AGREEMENT- Page 24    Exhibit B Exhibit C Exhibit D Exhibit E Exhibit F  Concept Plan Development Standards Certification for Payment Form Home Buyer Disclosure Program Landowner Agreement  11.13 Governmental Powers: Waivers of] Immunity. By its execution ofthis the City does not waive or surrender any ofi its respective governmental powers, immunities, Agreement, or rights except as provided: in this section. Thel Parties acknowledge that the City waives its sovereign immunity as to suit solely for the purpose ofadjudicating a claim under this Agreement. This is an agreement for the provision of goods or services to the City under Section 271.151 et oft the  Texas Local Government Code.  seq.  11.14 Force Majeure. Each Party shall use good faith, due diligence and reasonable care in the performance of its respective obligations under this Agreement, and time shall be of the essence in such performance; however, in the event a Party is unable, due to force majeure, to perform its obligations under this Agreement, then the obligations affected by the force shall be temporarily suspended. Within three (3) business days after the occurrence ofa majeure a force majeure event, the Party claiming the right to temporarily suspend its performance, shall Notice to all thel Parties, including a detailed explanation oft the force majeure and a description give of the action that willl bet taken to remedy the force majeure and resume full performance at the earliest possible time. A Party that fails to provide timely Notice of an event of force majeure will be deemed to be able to resume full performance within thirty (30) days of such event. The term "force majeure" shall include events or circumstances that are not within the reasonable control of Party whose performance is suspended and that could not have been avoided by such the good faith exercise of good faith, due diligence and reasonable care.  with Party  11.15 Amendments. This Agreement cannot be modified, amended, or otherwise varied, except in writing signed by the City and the Developer expressly amending the terms of this  Agreement.  11.16 Consideration. This Agreement is executed by the Parties hereto without coercion or duress and for substantial consideration, the sufficiency of which is hereby acknowledged. 11.17 Form 1295 Certificate. The Developer represents that it has complied with Texas Government Code, Section 2252.908 and in connection therewith, the Developer has completed a Texas Ethics Commission Form 1295 Certificate (the "Form 1295"). generated by the Texas Ethics Commission's electronic filing system in accordance with the rules promulgated the Texas Ethics Commission. The Developer further agrees to print the completed certificate by and execute the completed certificate in such form asi is required by Texas Government Code, Section 2252.908 and the rules of the Texas Ethics Commission and provide to the City at the time ofdelivery of an executed counterpart of this Agreement, a duly executed completed Form 1295 Certificate. The City hereby confirms receipt of the Form 1295 from the Developer, and the City agrees to acknowledge such form with the TEC through its electronic filing application not later than the 30th day after the receipt of such form. The Parties agree that, except for the information  DEVELOPMENT, AGREEMENT- Page 25    identifying the City and the contract identification number, the City is not responsible information contained in the Form 1295 completed by the Developer. The information contained for the in the Form 1295 completed by the Developer has been provided solely by the Developer and the  City has not verified such information.  11.18 Anti-Boycott Verification. The Developer hereby verifies that it and its parent company, wholly-or majority-owned subsidiaries, and other affiliates, ifany, do not and, if and to the extent this Agreement is constructed to be a contract for goods or boycott services, will not boycott Israel during the term ofthis Agreement. The foregoing verification is made to Section 2271.002, Texas Government Code, but only to the extent such section is pursuant and to the extent such section does not contravene applicable federal law. As used in applicable, verification, 'boycott Israel' means refusing to deal with, terminating business activities foregoing or otherwise taking any action that is intended to penalize, inflict economic harm commercial relations specifically with Israel, or with aj person or entity doing business on, in Israel in an sraeli-controlled territory, but does not include an action made for ordinary business or purposes. The Developer understands "affiliate" as used in this Section 11.18 to mean an that controls, is controlled by, ori is under common control with the Developer and exists to entity make  Israel  with, or limit  aj profit.  11.19 Iran, Sudan and Foreign Terrorist Organizations. The Developer neithert the Developer, nort their parent company, wholly-or majority-owned subsidiaries, represents and other affiliates are a company identified on a list prepared and maintained by the Texas Comptroller Public Accounts under Section 2252.153 or Section 2270.0201, Texas Government Code, and of posted on any of the following pages of such officer's internet website: psmplsrsmhusmpuahalayamelsis The foregoing representation is made pursuant to Section 2252.152, Texas Government Code, and to the extent such section company, wholly-orn majority-owned subsidiaries, and otheraffiliates, ifany, that the United States government has affirmatively declared tol be excluded from its federal sanctions regime Sudan or Iran or any federal sanctions regime relating to a foreign terrorist organization. relating The to Developer understands l"affiliate" as used in this Section 11.20 to mean any entity that controlled by, oris under common control with the Developer and exists to make aj profit. controls, is 11.20 Verification Regarding Energy Company Boycotts. Thel Developer hereby verifies that it and its] parent company, wholly- or majority-owned subsidiaries, and other affiliates, do not boycott energy companies and will not boycott energy companies during the term ifany, of this Agreement. The foregoing verification is made pursuant to Section 2274.002, Texas Government Code, as amended, and to the extent such Section does not contravene applicable Texas or federal law. As used in the foregoing verification, "boycott energy companies," a term defined in Section 2274.001(1), Texas Government Code (as enacted by such Senate Bill) by reference to Section 809.001, Texas Government Code (also as enacted by such Senate Bill), shall mean, without an ordinary business purpose, refusing to deal with, terminating business activities with, or otherwise taking any action that is intended to penalize, inflict economic harm on, or limit commercial relations with a company because the company (A) engages in the exploration, production, utilization, transportation, sale, or manufacturing of fossil fuel-based energy and does not commit  that  yopalsiusgmpnaNti yomplvisusgpanimalapis  contravene  does not  applicable federal law and excludes the Developer and each oft the Developer's parent  DEVELOPMENT AGREEMENT- Page 26    or pledge to meet environmental standards beyond applicable federal and state law; or (B) does business with a company described by (A) above. As used in this Section, the Developer understands 'affiliate' to mean an entity that controls, is controlled by, or is under common control with the Developer within the meaning of SEC Rule 133(f), 17 C.F.R. $ 230.133(f), and exists to  make a profit.  11.21 Verification Regarding Discrimination Against Firearm Entity or Trade Association. The Developer hereby verifies that it and its parent company, wholly- or majority- owned subsidiaries, and otheraffiliates, ifany, do not have aj practice, policy, guidance, or directive that discriminates against a firearm entity or firearm trade association and will not discriminate against a firearm entity or firearm trade association during the term of this Agreement. The foregoing verification is made pursuant to such Section and to the extent such Section does not contravene applicable Texas or federal law. As usedi int thei foregoing verification and the following  definitions:  (i) discriminate against a firearm entity or firearm trade association,'a  term defined in Section 2274.001(3), Texas Government Code (as enacted by such Senate Bill), (A) means, with respect to the firearm entity or firearm trade association, to (i) refuse to engage in the trade of any goods or services with the firearm entity or firearm trade association based solely on its status as a firearm entity or firearm trade association, (ii) refrain from continuing an existing business relationship with the firearm entity or firearm trade association based solely on its status as a firearm entity or firearm trade association, or (iii) terminate an existing business relationship with the firearm entity or firearm trade association based solely on its status as a firearm entity or firearm trade association and (B) does not include (i) the established policies ofar merchant, retail seller, or platform that restrict or prohibit the listing or selling ofammunition, firearms, or firearm accessories and (i)ac company's refusal to engage in the trade ofa any goods or services, decision to refrain from continuing an existing business relationship, or decision to terminate an existing business relationship (aa) to comply with federal, state, or local law, policy, or regulations or a directive by a regulatory agency or (bb) for any traditional business reason that is specific to the customer or potential customer and not based solely on an entity's or  association's status as a firearm entity or: firearm trade association;  (ii) 'firearm entity,' a term defined in Section 2274.001(6), Texas  Government Code (as enacted by such Senate Bill), means a manufacturer, distributor, wholesaler, supplier, or retailer of firearms (defined in Section 2274.001(4), Texas Government Code, as enacted by such Senate Bill, as weapons that expel projectiles by the action of explosive or expanding gases), firearm accessories (defined in Section 2274.001(5), Texas Government Code, as enacted by such Senate Bill, as devices specifically designed or adapted to enable an individual to wear, carry, store, or mount a firearm on the individual or on a conveyance and items used in conjunction with or mounted on a firearm that are not essential to the basic function of the firearm, including detachable firearm magazines), or ammunition (defined in Section 2274.001(1), Texas Government Code, as enacted by such Senate Bill, as a loaded cartridge case, primer, bullet, or propellant powder with or without a projectile) or a sport shooting range (defined in Section 250.001, Texas Local Government Code, as a business establishment, private club, or association that operates an area for the discharge or other use of firearms for  DEVELOPMENT AGREEMENT- Page 27    silhouette, skeet, trap, black powder, target, self-defense, or similar recreational shooting);  and  (in) 'firearm trade association,' a term defined in Section 2274.001(7),  Texas Government Code (as enacted by such Senate Bill), means any person, corporation, unincorporated association, federation, business league, or business organization that ()is not organized or operated for profit (and none of the net earnings of which inures to the benefit of any private shareholder or individual), (ii) has two or more firearm entities as members, and (iii) is exempt from federal income taxation under Section 501(a), Internal Revenue Code of 1986, as an organization described by Section 501(c) of that code. As usedi in this Section, the Developer understands 'affiliate! to mean an entity that controls, is controlled by, or is under common control with the Developer within the meaning of SEC 11.22 Thej provisions of Section 11.18 through this Section 11.22 shall survive expiration ore earlier termination oft this Agreement until the applicable statute oflimitations has run.  Rule 133(f), 17C.F.R. S 230.133(f), and exists to make aj profit.  [signatures on following pages]  DEVELOPMENT AGREEMENT- Page 28    EXECUTED by the City and the Developer on the respective dates stated below after  of approval  the City Council of the City on  2024.  CITY OF GUNTER, TEXAS  By: Name: Karen Souther Title: Mayor  ATTEST:  Name: Detra Gaines Title: City Secretary  STATE OF TEXAS COUNTY OF GRAYSON S  S $  This instrument was acknowledged before me on the  day of  2024, by Karen Souther, the Mayor oft the City of Gunter, Texas, on behalf of said City.  Notary Public, State ofTexas  (NOTARY A SEAL)  DEVELOPMENT. AGREEMENT- Signature Page    DEVELOPER: FRASER CAPITAL, L.L.C., aTexas limited liability company  By: Name: Title:  STATE OF TEXAS COUNTY OF 2024 by  S  This instrument was acknowledged before me on the  day of  of Fraser  Capital, L.L.C., a Texas limited liability company on behalf ofs said company.  Notary Public, State ofTexas  (NOTARY SEAL)  DEVELOPMENTA AGREEMENT - Signature Page  4891303-609.10681265    EXHIBIT"B" Gunter 66 Development Standards  The Planned developmenti is approximately 52.866 acres of Single-Family land, 8.8 acres of open space and 4.1 acres of Commercial -F Retail, including a lift station site. Development planning includes Single Family zoning, Light Commerclal-Meglbonod Services Mixed Use Zoning,  Landscape and Open Space planning.  Single Family:  The Single-Family acreage of approximately 52.866 Acres will be zoned the base City of Gunter SF2  base: zoning district; with thet following: 60FTLOTCRITERIA 1. PAD: SIZE=50'X80 2. TVPLOTAREA-7200/5F 3. TYP. LOTWIDTH= 60' 4. TYP. LOT DEPTH: =1 120' 5. FRONTY YARD: SETBACK=20  6. SIDE YARD: SETBACK: = 5' (15' ON CORNERI LOTS ADJACENTTO: SIDE STREET) 7. REAR YARD: SETBACK=: 20' (TO PRIMARY STRUCTURES) 8. REAR YARD: SETBACK= 10' (TO ACCESSORY: STRUCTURES)  70FTLOTCRITERIA 1. PAD SIZE=6 60'X80' 2. TYP. LOTA AREA: =8 8,400' SF 3. TYP. LOTV WIDTH = 70' 4. TYP. LOT DEPTH: = 120' 5. FRONT YARD SETBACK=: 20'  6. SIDE YARD SETBACK: =5 5' (15' ON CORNERI LOTS ADIACENTTOSIDESTREET) 7. REAR' YARD SETBACK=: 20' (TO PRIMARY STRUCTURES) 8. REARYARD! SETBACK: =1 10' (TO ACCESSORY: STRUCTURES) Restricted to Traditional Home, Farmhouse Home and Modern Home Styles only:  1. Masonrycoverage on facades facing, siding and backing to aj public street. Masonryi in all references shall include, but not bel limited tol brick or natural stone, full size or veneer. 2. ALL homes are tol be 100% masonry (brick or stone), except tfora architectural details above roofline (i.e., dormers, gables, etc.) and roof overhangs (fascia, soffit and 4. Farmhouse elevations will allowi for cementitious siding products to be considered as masonry on front elevations at a distance no greater than 2' on sides to transition  bricki frieze), which are to be a cementitious siding product. 3. Anyl boxout windows will be allowed to be cementitious siding.  to brick/stone from front elevations.  1    5. Wood roofing shingles materials are not allowed. Farmhouse and Modern Homes Styles.  6. Minimum 8/121 Roof pitches on Traditional Home, minimum of 6/121 roof pitches on  Residential Landscape:  1. Shall comply with the City of Gunter's Landscape Ordinance, except as follows:  a. One (1) canopy tree ini thei front yard, species as shown int the Gunter Landscape C. Foundation plantings required along front façade of residential structure, to include  Guidelines.  b. One ornamental tree in thet fronty yard.  minimum 14 shrubs, grasses or combination of.  Residential Open Space:  General Conditions regarding the availability of Water fori irrigation purposes. Mustang SUD controls the water: supply the development intends to use fori irrigation purposes. Mustang SUD Rate Orders include strict guidelines pertaining to water being used fori irrigation during drought conditions.. As such, during Mustang SUD drought conditions, no trees, ornamental  trees, shrubs, plants or grasses including sod installations will be required.  Specific to these guidelines:  1. Trees, ornamental trees, shrubs, plants or sod installations will not ber required when Mustang SUD limits irrigation to 2 or less applications in each 7-day period.  Other Open Space Requirements:  a. Open space areas will be covered by various aesthetic means of landscape to b. Ironi fencei installations are not required when retention or detention ponds are in C. Rear yard B on! BI Wood fencingi is permissible where homes are backingt to open d. DGI Hike and Bike Trail will be located within thei flood plain ori flood way at the entry. e. Roadway sidewalks sidingt the open: space, flood plain or flood way may be eliminated duet to slope requirements of thet flood study, FEMA guidelines. f. Asmall open space parki is required including a small playground. 2. AHomeowners Association will be created to manage and govern the residential communityand itsi improvements including open space and drainage easements.  conserve water.  thet floodway ori flood plain areas. space or other uses.  East Main Street District:  Thel East Main Street District (identifiedi ini the conceptual plan) will include non-singlet familyu uses.  a. Roadway sidewalks siding the open space, flood plain ori flood way may be eliminated due to: slope requirements of thei flood study, FEMA guidelines.  2    b. Single Familyl lots siding or backing East Main Street will require masonry screening C. Open space areas will be covered by various aesthetic means of landscapet to 1. AProperty Owners Association will be createdi to manage and govern the East Main Street  walls along! East Main Street. conserve water.  District. Mustang SUD:  Mustang SUD requires al Wastewater Lift/Pump Station withini the southeastern area oft the East  Main Street District. The city agrees to thet following: 1. Location within thel East Main Street District 2. Minimum size of the lot 7,200SF 3. Masonry screening 4. Necessary Mustang SUD utility easements  5. Necessary electric and miscellaneous easements such as communications 6. Concrete drive and easement from SH 121, East Main Street tot the Wastewater Lift/Pump  Station  Minor Modifications:  The content oft these Construction: Standards may be subject to Minor Modifications. "Minor Modifications" means a modification or amendment to1 these standards or the associated concept plan that does not materially impact the theme, character, or continuity of the development. Minor Modifications are: authorized upon review and approval oft the City Administrator or his or her designee without ther needi for approval by the Planning and Zoning Commission or City Council. An approved Minor Modification will be evidenced by a memorandum: filed byt the City Administrator, or designee, with the City Secretary providing notice to all parties to any underlying development agreement coveringt the subject property. AMinor Modification may noti include any modification that would resulti in an increase in density by more than 10%, a majori impact on traffic, ora decrease in open space by more than 10%. Ar minor modification mayi include, buti is not limited to,  thet following: a. byr more than 10% b. C. d. e.  Variations int the acreages recited above that do not alter the single-family residentialz Izone  Facade Requirements Garage Requirements Parkingrequirements: Landscapingregurements  3    STREET  OLLZ6L 3.41,8C00    -e  Southland CONSULTNGENGNERS  GUNTERE 66A ACRE TRACT CITYOF GUNTERETJ, GRAYSONO COUNTY,TX FRASER CAPITAL,LLC LAYOUTE EXHIBIT- -OPTION9  a    O EST.1901  CITY COUNCIL MEETING October 23, 2024 6:00 PM  GUNERI  AGENDA: ITEM #7  COUNCIL BUSINESS EXECUTIVESESSION  Pursuant to Chapter 551, Texas Government Code, The Council will convene into A. $551.071: Consultation with the City Attorney on ai matter in which the duty oft the attorney to the governmental body under the Texas Disciplinary Rules of Professional Conduct oft the State Bar ofTexas clearly conflicts with the Texas Open Meetings Act regarding pending or contemplated litigation; or a settlement offer re:  executive session (closed meeting) to discuss the following:  a. BNSF Litigation  AGENDA ITEM INMARYBACKGROUND  PRESENTED BY: Karen Souther, Mayor RECOMMENDATION:  NANCIALIMPACT: N/A LEGAL REVIEW: N/A  ATTACHMENTS: See Attachments    IYT O GUNGERI EST.1901  CITYCOUNCILI MEETING October 23, 2024 6:001 PM  AGENDA ITEM #8  RECONVENE TO OPEN SESSION  Ina accordance with Texas Government Code, Chapter 551, the City Council will reconvene into Open Session to consider action, ifany, on matters discussed in Executive  Session.  Discuss, and take appropriate action on any Executive Session item.  AGENDA ITEM SUMMARY/BACKGROUND:  PRESENTED BY: Karen Souther, Mayor RECOMMENDATION: FINANCIAL IMPACT: N/A LEGAL REVIEW: N/A  ATTACHMENTS: See Attachments