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DECLARATION OF CONVENANTS
CONDITIONS AND RESTRICTIONS
MILL RUN SUBDIVISION
THE STATE OF TEXAS
COUNTY OF GREGG KNOW ALL MEN BY THESE PRESENTS:
THAT, MILL RUN DEVELOPMENT, being the owner of the Land herein below described, desires to establish and carry out a uniform plan for the present and future owners of the Land or any portion thereof. Now, therefore, MILL RUN DEVELOPMENT, hereby declares, establishes and adopts the covenants, restrictions, reservations and conditions set forth below (herein collectively called the “Restrictions”) which shall be applicable to the use, development, improvement and sale of the Land. Every contract, deed, or other instrument hereafter executed and covering the land or any portion thereof shall conclusively be held to have been executed, delivered and accepted subject to these Restrictions, regardless of whether or not these Restrictions are set out in full or incorporated by reference in said contract, deed or other instrument.
As used in this Declaration, the terms set forth below shall have the meanings indicated:
The intent of the calculations described in “a” and “b” above is to provide that the sum of the Fractional Interests after the Election Date for all Lots shall equal 1, and that the Fractional Interest for any Lot on which a Completed Unit is situated shall be 5 times as great as the Fractional Interest for a Lot on which there in no Completed Unit.
GENERAL PROVISIONS RELATING TO USE AND OCCUPANCY
SECTION 1. USE RESTRICTIONS
SECTION 2. CONSTRUCTION, DECORATION, MAINTENANCE, ALTERATION AND REPAIRS
SECTION 3. EASEMENTS AND TITLE TO THE COMMON AREAS
MANAGEMENT AND OPERATION OF PROJECT
Section 1. MANAGEMENT BY ASSOCIATION. The affairs of the Project shall be administered by the Association. The Association shall have the power to provide for the maintenance, repair, replacement, administration, insuring and operation of the Project as herein provided for, and as provided for in the Bylaws and in the Rules and Regulations. Without limiting the generality of the foregoing, the Association, acting through the Board, shall be entitled to enter into such contracts and agreements concerning the Project as the Board deems reasonably necessary or appropriate to maintain and operate the Project as a viable residential, planned development subdivision, including without limitation, the right to grant utility and other easements with respect to the Project or parts thereof for uses the Board shall deem appropriate, and the right to enter into agreements with adjoining or nearby land owners or associations or entities representing such land owners on matters of maintenance, trash pick-up, repair, administration, security, traffic, operation of recreational facilities, or other matters of mutual interest. The rights, powers, and duties of the Association set out in this Declaration shall be exercised by the Board of its designees.
Section 2. MEMBERSHIP IN ASSOCIATION. Each Owner shall be a Member in the Association so long as he shall be an Owner, and such membership shall automatically terminate when such ownership ceases. Upon the transfer of ownership of a Residential Unit, howsoever achieved, including without limitation, by foreclosure of a lien upon a Residential Unit, the new Owner thereof shall, concurrently with such transfer, become a Member in the Association. If there are one or more Owners of a Residential Unit, then such Owners shall designate one of their number as the Member in the Association, and the Board shall have the right to rely on such designation until a written notice revoking such appointment is received by the Board. Any such Owners may designate the Member from among themselves in any manner they deem fit, and in the event that such Owners are unable to agree upon one of their number to be designated as the Member to the Association, then none of such Owners shall have any vote, fractional or otherwise, in the Association.
Section 3. MEETINGS OF THE BOARD OF DIRECTORS. The Board of Directors shall meet as set forth in the Bylaws.
Section 4. VOTING OF MEMBERS. Each Member shall have a vote or votes in the Association according to the Fractional Interest of each Member.
Section 5. DISPUTES. In addition to its other owners conferred by law or hereunder, the Board shall be empowered to create procedures for resolving disputes between Owners and the Board or the Association, including appointment of committees to consider and recommend resolutions of any such disputes.
Section 6. PROFESSIONAL MANAGEMENT. The Board may retain such professional management as the Board deems appropriate to perform the Day-to-day functions of the Association and to provide for the maintenance, repair, landscaping, insuring, administration and operating of the Project as provided for herein and as provided for in the Bylaws.
Section 7. BOARD ACTIONS IN GOOD FAITH. Any action or inaction by the board made or taken in good faith shall not subject the Board to any liability to the Association, its Members or any other party.
MAINTENANCE EXPENSE CHARGE AND MAINTENANCE FUND
Section 1. PAYMENT OF MAINTENANCE EXPENSES. Except as hereafter provide, each Owner shall Contribute to the Maintenance Fund a portion of the annual Maintenance Expense Charge for the Common Area, expenses (including liability insurance and ad valorem taxes) and administration of the Project, including the landscaping, maintenance, repair and operation of the Common Areas by the Association, which portion shall be in proportion to such Owner’s Fractional Interest. The Maintenance Expense Charge shall be assessed in accordance with the provisions hereafter set forth. No Owner is or shall be exempt from such obligation to so contribute by waiver of use of the Common Areas or any portion thereof, or because of any restriction of such uses in accordance herewith, or with the Rules and Regulations, or because no improvements have been constructed on such Owner’s Lot.
Section 2. BUDGETS, ESTABLISHMENT OF THE MAINTENANCE EXPENSE CHARGE AND REPLACEMENT RESERVE FUND. Within a reasonable time after the recording of this Declaration, the initial Board shall meet and establish a budget for the Project for that portion of the Calendar year then remaining, which budge shall set forth the Board’s reasonable estimate of all expenses which the Association will incur in the operation and maintenance of the Project for the remainder of such year. The budget shall include a reasonable allowance for contingencies and any operating deficits for prior years, and all budgets shall establish a reasonable reserve fund, herein called the “Replacement Reserve Fund,” for repairs and replacements to the Common Areas and other portions of the Project designated in Article 2, Section 2 including those that must be replaced on a periodic basis. The budget may also provide for ad valorem tax expense of the Common Areas and, if the taxing authorities having jurisdiction thereover have not then separately assessed and valued individual Residential Units, the budget may also provide for ad valorem tax expenses for individual Residential Units. Annually, in the last calendar quarter of each year, the Board shall meet and establish such a budget for the next succeeding calendar year. Copies of each budget shall be available for inspection by the Owners. After each budget is adopted by the Board, the Board shall determine (i) the Maintenance Expenses Charge for the calendar year in question, and (ii) the portion thereof allocable to each Owner, and each Owner shall be obligated to pay semi-annually in advance on January 1 and May 1 of each calendar year one-half (1/2) of the portion of the Maintenance Expense Charge so allocated to such Owner. The Maintenance Expense Charge shall be allocated among those owners obligated by this Declaration to pay same accordingly. For such purposes, the Board may establish the Maintenance Expense Charge for each Residential Unit and adjust it retroactively to account for Residential Units being completed during a given semi-annual period. Such adjustments shall be made by the Board semi-annually or on such other periodic basis as the Board deems appropriate.
On Residential Units owned by the Developer or joint venture members of Mill Run Development, the assessments shall not commence until the first semi-annual assessment period after the developer Control Period has terminated; i.e., the first day of the month following the Election date. After the Election Date, when the Developer Control Period has terminated, the Developer shall pay the regular assessments for each Residential Unit it owns.
It is further provided that unless approved in the manner set forth below, the maximum assessments established by the Board for any calendar year may not exceed one hundred five percent (105%) of the assessment allowed for the preceding calendar year. If the Board determines at any time during the calendar year that a greater increase of the assessment is required to adequately perform the duties and responsibilities of the Association and pay all expenses thereof, then the Board may call a special meeting of the Owners. By the ascent of a sixty-seven percent (67%) vote of the quorum of Owners present at such special meeting, the assessment may be set at whatever level such Owners approve. The new assessment shall become the basis of future maximum annual increases, using the one hundred five percent (105%) formula as outlined above.
The Board shall have the authority to lower the assessment if the Board deems such action feasible.
Section 3. SPECIAL ASSESSMENTS. If the Board at any time, or from time to time, determines that the Maintenance Expense Charge assessed for any period is insufficient to provide for the continued operation of the Project and the maintenance of the Common Areas, or for other expenditures the Board is authorized to make under this Declaration, then the Board shall have the authority to levy such special assessments as it shall deem necessary to provide for such continued maintenance, operation, and other expenditures. Without limiting the generality of the foregoing, such special assessment may be assessed because of casualty or other loss to any part of the Common Area, to make up for any deficiencies caused by nonpayment of Maintenance Expense Charges by owners, or to pay ad valorem taxes. No special assessment shall be effective until the same is approved by the Members holding at least a majority of the votes in the Association in writing or by a majority at any regular or special meeting of the Members. Any such special assessment shall be payable (and the payment thereof may be enforced) in the same manner herein specified for the payment and enforcement of the Maintenance Expense Charge.
Section 4. PAYMENT OF MAINTENANCE EXPENSE CHARGE, ENFORCEMENT. One-half (1/2) of the Maintenance Expense Charge assessed against each Owner shall be due and payable in advance on the first day of January and May of each calendar year for which the Maintenance Expense Charge in question has been assessed. Any such amount not paid and received by the Association within fifteen (15) days of the due date shall be deemed delinquent and bear interest at the rate of ten percent (10%) per annum from the due date until paid. If any such amount shall remain unpaid after fifteen (15) days from the due date, at the Board’s election, the total Maintenance Expense Charge due from the delinquent Owner for the next twelve (12) months may be accelerated, and thereby become at once due and payable, and from the fifteenth day of the due date until paid shall bear interest at the rate of ten percent (10%) per annum. For purposes of the preceding sentence, if the Maintenance Expense Charge for the next twelve (12) months is not then known, it shall be deemed that the Maintenance Expense Charge for the next twelve (12) months shall be the same per annum as the then applicable Maintenance Expense Charge. If, after the Maintenance Expense Charge for the next twelve (12) months has been accelerated by the Board, satisfactory payments of the Maintenance Expense Charge and Accrued interest thereon are paid, then the Board may allow such charge to again be paid on a semi-annual basis. In order to secure payment of the Maintenance Expense Charge, a contractual lien in the nature of a Vendor’s Lien shall be and is hereby reserved and granted to the Association on each Lot within the Project, together with a power of sale to the Board, which lien may be foreclosed either through appropriate judicial proceedings or by public auction sale without judicial proceedings, subject to applicable notice and posting requirements of the Texas Property code. Each Owner, by accepting conveyance of a Lot, together with any improvements situated thereon, irrevocably grants to the Association a power of sale so that the lien securing payment of the unpaid sums required to be paid by this Declaration may be foreclosed at public action without judicial proceedings in the same manner provided by law in the State of Texas for a mortgagee foreclosing under a deed of trust with power of sale. The association shall have the authority to designate and appoint a trustee or substitute trustee to enforce the power of sale and lien herein provided for. The lien reserved herein shall be subordinate in all respects to any first mortgage recorded before the delinquent assessment became due and payable. In addition to foreclosure of the lien hereby retained, in the event of nonpayment by any Owner of such Owner’s portion of the Maintenance Expense Charge, the Association may, acting through the Board, upon ten (10) days prior written notice to the delinquent Owner, in addition to all other rights and remedies available at law or otherwise, pursue any or all of the following remedies:
An Owner of record of legal title to more than one (1) Lot within the Mill Run Subdivision as described in the Declaration shall pay full dues and Maintenance Expense Charges on the first two (2) owned lots; one half (1/2) dues and Maintenance Expense Charges on the third (3) thru sixth (6) lots; and one quarter (1/4) dues and Maintenance Expense Charges on lots in excess of six (6) owned lots. These provisions do not apply to a Mortgagee holding title to one or more lots within Mill Run Subdivision.
Section 5. MAINTENANCE FUND. The Maintenance Expense Charges collected by the Association shall be paid into the Maintenance Fund to be held for the use and benefit, directly or indirectly, of the Project. Such Maintenance Fund may be expended by the Board for the purposes set forth in this Declaration.
INSURANCE AND REBUILDING
Section 1. PROPERTY INSURANCE AND REBUILDING. Each Lot Owner shall be responsible for obtaining and maintaining insurance against loss or damage by fire or other casualty with extended coverage on any Residential Unit and other improvements situated on the Owner’s Lot in an amount not less than the full insurable replacement cost thereof. In the event of a fire or other casualty causing damage or destruction to an attached Residential Unit, all proceeds of insurance policies carried by the Owner with respect to such fire and other casualty will be used for and made available by the Owner and any Mortgagee for the purpose of making necessary repairs, restorations or rebuilding. The Owner of such damaged or destroyed Residential Unit shall thereupon contract to repair or restore the damaged portion of such Residential Unit in accordance with plans and specifications approved by the Architectural Control Committee. In the event that the Owner so elects he may with Mortgagee consent declare the unit a total loss. In such case it will be the Owners obligation to clear the lot, reseed it and place it in the condition it was prior to original construction. Each Owner shall be responsible for the reconstruction, repair and replacement of all personal and/or other property in or a part of such Owner’s Residential Unit.
Section 2. INSURANCE ON COMMON AREAS. The Association shall obtain, and continuously keep in effect, insurance to insure any structures in or on the Common Areas against the risk of loss or damage by fire or other hazard as are covered under standard extended coverage provisions. The cost of such insurance shall be paid by the Lot Owners to the Association as part of the Common Area Maintenance Expenses. It is further understood and agreed that each Lot Owner shall be responsible, at his own personal cost and expense, for his own personal insurance on the contents and improvements in and on his Lot and any decorations, furnishings, and personal property therein as well as his own personal liability insurance.
Section 3. PUBLIC LIABILITY AND OTHER INSURANCE. The Association shall obtain comprehensive public liability insurance, with such limits as it shall deem desirable, fidelity bond coverage, workmen’s compensation insurance, and any other liability insurance as it may deem desirable, insuring each Owner and the Association from and against the Common Areas to the extent that such insurance may be obtained. All costs, charges, and premiums for such insurance shall be deemed a common expense to be included in the General Maintenance Expenses assessed against each Lot Owner.
LEASING OF RESIDENTIAL UNITS
The board may, from time to time, promulgate rules covering and governing the leasing and renting of Residential Units. No such rule shall discriminate against any prospective lessee or tenants on the basis of sex, religion, race, color, creed, or on any other basis that is impermissible under any applicable law. In any event, any lease or rental agreement must be in writing and be subject to the requirements of this Declaration and the Association. No Residential Unit may be leased or rented for less than thirty (30) days, with a minimum initial term of at least six (6) months.
The Millrun Homeowner’s Association Board strongly discourages the purchase of property for the intention of using the property as rental property. However, if the unit is rented, the owner is responsible for making sure the property is maintained in accordance with the by-laws and that dues are paid. The owner must provide the names of the renters to the HOA Board and the owner must provide a current address to the Board. The owner is responsible for all violations, dues and fines and for proper maintenance of the property.
AMENDMENT TO DECLARATION AND DURATION OF RESTRICTIONS
Section 1. AMENDMENT. After the Election Date, the consent of the Owners’ of Residential Units to which at least sixty-seven percent (67%) of the Fractional Interests in the Association, together with the approval of first Mortgagees holding mortgages on Residential Units which have at least fifty-one percent (51%) of the votes of Residential Units subject to mortgages, and upon written request, notice to all first Mortgagees holding mortgages on Residential Units, shall be required to add or amend any material provision to this Declaration or to the Bylaws of the Association which establish, provide for, govern or regulate any of the following: (1) voting; (2) assessments, assessment liens or subordination of such liens; (3) reserves for maintenance, repair and replacement of the Common Areas; (4) insurance or fidelity bonds; (5) rights to use of the Common Areas; (6) responsibility for maintenance and repair of the Residential Units and Common Areas; (7) expansion of the Project; (8) boundaries of any Residential Unit, except as may otherwise be provided for herein; (9) convertibility of Residential Units in Common Areas or vice versa; (10) leasing of Units; (11) imposition of any right of first refusal or similar restriction on the right of an Owner to sell, transfer or otherwise convey his Residential Unit; or (12) any provisions which are for the express benefit of first mortgage holders, insurers or guarantors of first Mortgages.
Section 2. DURATION. These Restrictions shall remain in full force and effect until January 1, 2020, and shall be automatically extended for successive ten (10) year periods thereafter; provided, however, these Restrictions may be terminated on January 1, 2020, or on the commencement of any successive ten (10) year periods by the filing for record in the Office of the County Clerk for Gregg County, Texas, within a period of twelve (12) months prior to such effective date of termination, of a written statement of the election to terminate these Restrictions executed and acknowledged by the Owners at the time of such filing of at least fifty-one percent (51%) of the Residential Units.
Section 1. GENERAL RULES OF LAW TO APPLY. Each wall that is built as a part of the original construction of the Residential Units upon the Project and placed on the dividing line between the Lots shall constitute a party wall and, to the extent not inconsistent with the provisions of the Article, the general rules of law regarding party walls and liability for property damage due to negligence or willful acts or omissions shall apply thereto.
Section 2. SHARING OF REPAIR MAINTENANCE. The cost of the reasonable repair and maintenance of a party wall shall be shared by the Lot Owners who make use of such wall equally.
Section 3. DESTRUCTION BY FIRE OR OTHER CASUALTY. If a party wall is destroyed or damaged by fire or other casualty, any Lot Owner who has used the party wall may restore it, and if any other Lot Owner thereafter makes use of the party wall, he shall contribute to the cost of restoration thereof equally with the other Owner without prejudice, however, to the right of any such Lot Owner to call for a larger contribution from the other Lot Owner under any rule of law regarding liability for negligent or willful acts or omissions.
Section 4. WEATHERPROOFING. Notwithstanding any other provision of this Article, a Lot Owner who, by his negligence or willful act or omission, causes a party wall to be exposed to the elements shall bear the whole cost of furnishing the necessary protection against such elements.
Section 5. RIGHT TO CONTRIBUTION RUNS WITH THE LAND. The right of any Owner to contribution from any Owner under this Article shall be appurtenant to the Land and shall pass to such Owner’s successors-in-title.
Section 1. SEVERABILITY. In the event of the invalidity or partial invalidity or enforceability of any provision or a portion of the Declaration, the remainder of this Declaration shall remain in full force and effect.
Section 2. RULES AND REGULATIONS. The Rules and Regulations with respect to the day-to-day maintenance operation and enjoyment of the Project may be amended from time to time by the Association. The Rules and Regulations are of equal dignity with, and shall be enforceable in the same manner as, the provisions of this Declaration, but in the event of a conflict, this Declaration shall control. Each Owner, by accepting conveyance of a Residential Unit, agrees to comply with and abide by the Rules and Regulations as the same may be amended from time to time.
Section 3. EXHIBITS. Exhibits “A”, “B”, “C”, and “D” attached hereto are incorporated herein by reference to this Declaration for all purposes as if set out verbatim herein.
Section 4. MORTGAGEE MATTERS.
Section 5. FINE FOR VIOLATION OF COVENANTS OR RULES. The association through its Board of Directors may remain owners of the Covenants and Rules. However, willful, flagrant or repeated violations of Owners will be subject to fines or sanctions or both. The Board of Directors shall have the right and authority to impose such fines or sanctions taking into consideration the severity of any such violation and whether or not such violation continues after the Owner receives a written request from the Board of Directors to cure or cease any such violation. Any fine so imposed upon an Owner shall not exceed $250 for any single violation. In the event a fine is imposed it shall constitute a contractual obligation of the Owner to the Association and shall be payable within thirty (30) days of the Owner receiving a demand thereof. They shall also accrue interest at the IRS rate. The Association may enforce collection of any such fine in the same manner as provided in Article 4 of Maintenance Expenses. The remedy provided for herein for violation shall be cumulative of all other remedies provided for in the Declaration or Bylaws.
Section 6. DELAY IN ENFORCEMENT. No delay in enforcing the provisions of this Declaration as to any breach or violation thereof shall impair, damage or waive the right of any party entitled to enforce the same to obtain relief against or recover for the continuation or repetition of such breach or violation or any similar breach or violation thereof at any later time or times.
Section 7. LIMITATION OF LIABILITY. Developer, as well as its officers, agents, and employees shall not be liable to any Owner or lessee of the Land or any portion thereof or to any other party for any loss, claim or demand in connection with a breach of any provision of this Declaration by any part other than Developer, and Developer may not be held liable for any actions taken in good faith.
Section 8. REMEDIES. In the event any one or more persons, firm, corporations or other entities shall violate or attempt to violate any of the provisions of this Declaration, the Association and each purchaser, grantee, owner or lessee of the Land, or any portion thereof, may institute and prosecute any proceeding at law or in equity, to abate, prevent or enjoin any such violation or attempted violation.
Section 9. ENFORCEABILITY. The Restrictions adopted and established for the Land by the Declaration are imposed upon and made applicable to the Land and shall run with the Land and shall be binding upon and inure to the benefit of and be enforceable by the Association, each purchaser, grantee, owner and lessee of the Land or the improvements situated or hereafter situated thereon, or any part of either and the respective heirs, legal representatives, successors and assigns of the Developer, the Association and each such purchaser, grantee, owner and lessee.
Section 10. INTERPRETATION. The Association’s interpretation of the meaning and application of the provisions hereof shall be final and binding on all interested parties at any time in question.
Section 11. CORRECTION OF ERROR. The Association reserves the continuing right to amend this Declaration or the Bylaws for the purpose of resolving or clarifying any ambiguities or conflicts herein, or correcting any inadvertent misstatements, errors or omissions herein, or to comply with the requirements of Federal Home Loan Mortgage Corporation, Federal National Mortgage Association, Veterans Administration or Federal Housing Administration.
This Amended Declaration is executed in complete substitution and amendment of that certain prior Declaration executed on October 26, 1983, and filed in the office of the County Clerk of Gregg County, Texas, on the 20th day of November, 1983, under Clerk’s File No. 21889, recorded in Volume 1494, Page 573, of the Deed Records of Gregg County, Texas, and to the extent of any conflict herein and said prior Declaration, this Amended Declaration shall control and constitute amendment thereto.
WITNESS THE EXECUTION HEREOF as of the 8th day of December, 1992.
MILL RUN DEVELOPMENT
BY: /s/ Elzear Lemieux, Jr.
President Mill Run Homeowner’s Association, Inc.
/s/ Curtis Stokes Secretary Mill Run
/s/ Frederick Reed 1st Vice President
/s/ James Wooten 2nd Vice President
THE STATE OF TEXAS
COUNTY OF GREGG
This instrument was acknowledged before me on the 8th day of December, 1992, on behalf of Mill Run Homeowners’ Association, Inc. a Texas non-corporation.
/s/ Rene’ Scott
Notary Public, State of Texas
My Commission Expires
MILL RUN HOMEOWNERS’ ASSOCIATION, INC.
NAME AND LOCATION
The name of the corporation is MILL RUN HOMEOWNERS’ ASSOCIATION, INC. hereinafter referred to as the “Association.” The principal office of the Association shall be located at The Activity Center, Longview, Texas, 75604, but meetings of Members and Directors may be held at such places within the State of Texas, County of Gregg, as may be designated by the Board of Directors.
SECTION 1. All terms used herein shall have the meaning given thereto in the Declaration unless expressly stated to the contrary herein.
SECTION 2. “ARTICLES OF INCORPORATION” shall mean the Articles of Incorporation of the Association, as amended from time to time.
SECTION 3. “BYLAWS” shall mean these Bylaws of the Association, as amended from time to time.
SECTION 4. “DECLARATION” shall mean the Declaration of Covenants, Conditions and Restrictions, as amended from time to time, a copy of which Declaration is filed in the County Clerk’s Office of Gregg County, Texas on the ____ day of ____, 19___, under File No. ____. The Declaration is incorporated herein by this reference for all purposes.
SECTION 5. “DIRECTOR” shall mean a member of the Association’s Board of Directors.
SECTION 6. “MEMBER” shall mean those persons entitled to membership in the Association as provided in the Declaration.
SECTION 7. “NOMINATING COMMITTEE” shall mean a committee formed for the purpose of nominating candidates for election to the Board of Directors as contemplated by Article IV, Section 2 of the Bylaws.
SECTION 8. “OWNER” shall mean the owner of record of legal title to a Lot within the Mill Run Subdivision as described in the Declaration.
SECTION 9. “PROPERTY” shall mean the real property described in the Declaration.
SECTION 10. “RESIDENTIAL UNIT” shall mean a residential unit situated on a Lot within the Mill Run Subdivision.
MEMBERS, MEETINGS, AND VOTING RIGHTS
SECTION 1. COMPOSITION AND POWERS. Every Owner shall be a Member of the Association and shall continue to be a Member for so long as such owner owns a Lot, all as more fully set out in the Declaration. If more than one person or entity owns a Lot, only one of such Owners shall be a Member, which designation shall be made by a majority vote of all such Owners, and shall be specified in a written notice to the Board of Directors of the Association by such Owners. The foregoing is not intended to include persons or entities holding an interest in a Lot merely as security for the performance of an obligation. Membership shall be appurtenant to, and may not be separated from, the ownership of any Lot. Except as otherwise provided in these Bylaws or in the Declaration, all action to be taken or authorized by the Members shall be deemed validly taken or authorized upon adoption by vote of a majority of the Members present, in person or by proxy, at any properly called meeting at which a quorum is present, in person or by proxy.
SECTION 2. ANNUAL MEETINGS: The annual meeting of the Members shall be held on the fourth Monday in the month of January of each year at 8:00 P.M. If the day for the annual meeting of the Members is a legal holiday, the meeting will be held at the same hour on the first day following which is not a legal holiday.
SECTION 3. SPECIAL MEETINGS. Special meetings of the Members may be called at any time by the President or by the Board of Directors, or upon written request of five (5) Members.
SECTION 4. NOTICE OF MEETINGS. Written notice of each meeting of the Members shall be given by, or at the direction of, the Secretary or person authorized to call the meeting, by mailing a copy of such notice, postage prepaid, at least ten (10) days before such meeting to each Member entitled to vote thereat, addressed to the Member’s address last appearing on the books of the Association, or supplied in writing by such Member of the Association for the purpose of notice. Such notice shall specify the place, date, and hour of the meeting, and, in the case of a special meeting, the purpose of the meeting.
Section 5. QUORUM AND ADJOURNMENT. The presence at any meeting, in person or by proxy, of Members entitled to cast twenty-five percent (25%) of the votes in the Association shall constitute a quorum for any action, except as otherwise provided in the Articles of Incorporation, the Declaration, or these Bylaws. Any meeting of the Association, whether annual or special, may be adjourned from time to time, whether or quorum be present or not, without notice other than the announcement at the meeting, and such adjournment may be to such time, date, and place as may be determined by a majority of the votes cast at such meeting. At any such adjourned meeting at which a quorum shall be present, any business may be transacted which might have been transacted at the original meeting as originally called.
SECTION 6. PROXIES. At all meetings of Members, each member may vote in person or by proxy. All proxies shall be in writing and filed with the Secretary. Every proxy shall be revocable and shall automatically cease upon conveyance by the Member of his Lot.
SECTION 7. VOTING. Each Member shall have a vote or votes in the Association according to the Fractional Interest appurtenant to the Lot owned by such Member, as set forth in Section 4 of Article 3 of the Declaration.
BOARD OF DIRECTORS
SECTION 1. COMPOSITION. The affairs of the Association shall be managed by a Board of five (5) Directors elected by the Members. Directors need not be Members of the Association. At the first annual meeting, the Members shall elect one (1) Director for a term of one (1) year, two (2) Directors for terms of two (2) years each, and two (2) Directors for terms of three (3) years each; and at each annual meeting thereafter the Members shall elect one (1) or two (2) Directors, as the case may be, for a term of three (3) years. Though elected for the term of years specified, Directors shall serve until their successors are elected.
SECTION 2. NOMINATION. Nominations for election to the Board of Directors shall be made by the Nominating Committee. Nominations may also be made from the floor at the annual meeting. The nominating Committee shall consist of a chairman, who shall be a member of the Board of Directors, and two or more other persons who shall be either Directors or Members of the Association, but a majority of which shall be Directors. The Nominating Committee shall be appointed by the Board of Directors prior to each annual meeting of the Members, to serve from the close of such annual meeting until the close of the next annual meeting, and such appointment shall be announced at each annual meeting. The Nominating Committee shall make as many nominations for election to the Board of Directors as it shall in its discretion determine, but not less than the number of vacancies that are to be filled. Such nominations may be made from among Members or non-Members.
SECTION 3. ELECTION. Election to the Board of Directors shall be by secret written ballot. At such election, the Members or their proxies may cast, in respect to each vacancy, as many votes as they are entitled to exercise under the provisions of the Declaration and these Bylaws. The persons receiving the largest number of votes shall be elected. Cumulative voting is not permitted.
SECTION 4. REMOVAL. Prior to the election by the Members after the Election Date of the Board of five (5) Directors provided for in Section 1 of Article IV hereof, no Director shall be subject to removal by the Members. Thereafter, any Director may be removed from the Board of Directors, with or without cause, by an affirmative vote of a majority of a quorum in the Association represented at a special meeting called for such purpose. In the event of the death, resignation, or removal of a Director, his successor shall be elected by the remaining members of the Board of Directors and shall serve for the unexpired term of his predecessor.
SECTION 5. COMPENSATION. No Director shall receive compensation for any service he may render to the Association; however, any Director may be reimbursed for his actual expenses reasonably incurred in the performance of his duties.
SECTION 6. QUORUM. A majority of members of the Board of Directors shall constitute a quorum for the transaction of business at any meeting of such Board of Directors. A vote of the Directors shall be valid if concurred in by a majority present at a meeting.
SECTION 7. ACTION TAKEN WITHOUT A MEETING. The Directors shall have right to take any action without a meeting which they could take at a meeting by obtaining the written approval of all the Directors. Any action so approved shall have the same effect as though taken at a meeting of the Directors.
SECTION 8. MEETINGS. Regular meetings of the Board of Directors shall be held at such times and places as the Board of Directors may determine. Special meetings of the Board of Directors shall be held when called by the President of the Association, or by any two (2) Directors, after not less than three (3) days’ written notice to each Director, which notice may be waived by attendance at the meeting or by written waiver.
SECTION 9. POWERS AND DUTIES. The Board of Directors, for the benefit of the Members, shall have the following powers and duties:
OFFICERS AND THEIR DUTIES
SECTION 1. ELECTION OF OFFICERS. The officers of the Association shall be the President, one or more Vice Presidents, Secretary, and Treasurer, and, in addition thereto, in the discretion of the Board of Directors, such other officers with such duties as the Board of Directors shall from time to time determine. All officers shall be elected annually by the Board of Directors as the Board of Directors may determine. All officers shall serve until their successors shall have been elected or until they have been removed or have resigned. All officers shall be subject to removal at any time by the Board of Directors. The Board of Directors may, in its discretion, elect acting or temporary officers and elect officers to fill vacancies occurring for any reason whatsoever, and may, in its discretion, limit or enlarge the duties and powers of any officer elected by it. Any person may simultaneously hold more than one of any of the offices, except the offices of President and Secretary.
SECTION 2. THE PRESIDENT. The President shall preside at all meetings of the Board of Directors and the Members; see that orders and resolutions of the Board of Directors are carried out; and, unless otherwise provided by the Board of Directors, sign all leases, mortgages, deeds, and other written instruments that have been approved by the Board of Directors or pursuant to the authority granted by the Board of Directors.
SECTION 3. THE VICE PRESIDENTS. Each Vice President shall have such power and duties as may be assigned to him by the Board of Directors. If more than one Vice President is elected, the Board of Directors shall designate who is the First Vice President, who is the Second Vice President, etc. In the absence of the President, the First Vice President shall perform the duties of the President. Such authority to act for the President shall vest to the Vice Presidents in the order of their numerical designation by the Board of Directors.
SECTION 4. THE SECRETARY. The Secretary shall record the votes and keep the minutes of all meetings and proceedings of the Board of Directors and of the Members; keep the corporate seal of the Association and affix it on all papers requiring said seal; serve notice of meetings in conformity with these Bylaws; keep appropriate current records showing the Members of the Association together with their addresses; and perform such other duties assigned by the Board of Directors.
SECTION 5. THE TREASURER. The Treasurer shall receive and deposit in appropriate bank accounts all money of the Association and shall disburse such funds as directed by resolution of the Board of Directors; provided, however, that a resolution of the Board of Directors shall not be necessary for disbursements made in the ordinary course of business conducted within the limits of a budget adopted by the Board of Directors; sign all checks and promissory notes of the Association; keep proper books of account; cause an annual statement of the Association’s books to be made at the completion of each fiscal year; prepare an annual budget and a statement of income and expenditures to be presented to the membership at its regular annual meeting, and deliver a copy of each to the Members; and perform all other duties assigned to him by the Board of Directors. The Board of Directors shall require two (2) signatures on all checks or drafts, and at the discretion of the Board of Directors, the Treasurer may be required to be bonded.
In addition to the committees provided for in the Declaration and the Bylaws, the Board of Directors may appoint such other committees as may be deemed appropriate by the Board.
The Association may have a seal in the form prescribed by the Board of Directors.
SECTION 1. COVENANT TO OBEY LAWS, RULES, AND REGULATIONS. Each Member shall be subject to the Declaration and shall abide by the Bylaws and Rules and Regulations as the same are or may from time to time be established by the Board of Directors. Each Member shall observe, comply with, and perform all rules, regulations, ordinances, and laws made by any governmental authority of any municipal, state, and federal government having jurisdiction over the Property or any part thereof.
SECTION 2. FISCAL YEAR. The fiscal year of the Association shall begin on the First day of January and end on the 31st day of December of every year, except that the first fiscal year shall begin on the date of incorporation.
SECTION 3. AMENDMENT. These Bylaws may be amended, at a regular or special meeting of the Members, by a vote of seventy-five percent (75%) of the members present, in person or by proxy, so long as notice of the proposed Bylaw change was given to the Members at least ten (10) days in advance of the meeting. If any such amendment affects the rights of Mortgagees, the consent of seventy-five percent (75%) of the Mortgagees (based upon one (1) vote for each Mortgage held) shall also be required.
SECTION 4. CONFLICTS. In the case of any conflict between the Articles of Incorporation and these Bylaws, the Articles of Incorporation shall control; and in the case of any conflict between the Declaration and these Bylaws or the Articles of Incorporation, the Declaration shall control.
AMENDMENT TO RULES AND REGULATIONS CONCERNING
USE AND OCCUPANCY OF MILL RUN SUBDIVISION (PHASE I AND II)
Revision #1 – March 23, 2004
Revision #2 – March 1, 2006
Revision #3 – March 12, 2009
Exterior Holiday decorations shall be confined to one week prior to a Recognized Holiday and one week after a Recognized Holiday. Christmas Holiday decorations shall be the one exception. Christmas decorations shall be confined to the weekend prior to Thanksgiving and the weekend following New Year’s Day. Homeowners will be fined $250.00 per violation. The Board shall also maintain discretion as to the appropriateness of decorations and reserves the right to contact homeowners if decorations are found to be distasteful, excessive or disruptive to the neighborhood.
Because the board of Mill Run believes that the safety, comfort and security of the homeowners should be first priority, the following shall be implemented when a homeowner decides to rent or lease his property out:
FIELD NOTES OF 19.609 ACRES OF LAND
Being all that certain 19.609 acre lot, tract or parcel of land, the West portion of two tracts of land conveyed by P.D. Harrison to C.O. Bolt, et ux, 32.24 acres, on April 7, 1948, as recorded in Volume 317, Page 129, and 9-1/3 acres on July 14, 1948, as recorded in Volume 318, Page 534, Deed Records, Gregg County, Texas, situated about 5 miles Northwest from Longview, in the William Robinson Survey A-177, Gregg County, Texas, and more particularly described as follows:
COMMENCING at a 4: iron fence post on East line of Arrow Road for the common West corner of the lands of Mittie Bolt and C.E. Toler, the Southwest corner of the call 32.25 acre tract of land mentioned above, the Southwest corner of the 18.93 acre tract of land conveyed by Mittie A. Bolt, et al, to Thomas M. Smith, May 22, 1975, as of record in Volume 975, Page 168, Deed Records, Gregg County, Texas;
THENCE North 88 deg. 41’ 39” East, 247.69 feet to a 3/8” square top iron rod for the POINT OF BEGINNING at the Southeast corner of a 0.97 acre tract of land conveyed by Thomas M. Smith to Charles H. Allen, by Deed dated April 12, 1977, and filed April 14, 1977, under Clerk’s File No. 5492;
THENCE with East line said 0.97 acre tract of land and a call 1 acre tract of land conveyed by C.O. Bolt to Charles H. Allen, November 30, 1966, as of record in Volume 707, Page 298, Deed Records, Gregg County, Texas, North 1 deg. 46’ 39.9” East, 164.97 feet to a ¾” iron pipe and North 32 deg. 54’ 19” East 180.51 feet to a ¾” iron pipe at the Northeast corner of the Charles H. Allen 1 acre tract of land;
THENCE with North line of Charles H. Allen 1 acre tract of land South 88n deg. 59’ 09” West 250.3 feet to occupational West corner on East Line Dundee Road;
THENCE with East line Dundee Road, North 35 deg. 37’ 40” East, 199.69 feet to an iron stake at Southwest corner of tract of land reserved by Mrs. C.O. Bolt around her residence, in conveyance to Thomas M. Smith in field notes by Perry Thompson April 3, 1975, and later conveyed by Mrs. Mittie A. Bolt, et al, to Thomas M. Smith; North 31 deg. 57’ 26.1” East 138.7 feet; North 31 deg. 59’ 44” East 317.13 feet to a 2-1/2” iron pipe for the Southwest corner of a 1 acre tract of land conveyed by C.O. Bolt to Charles Bolt, Jr., et ux, September 8, 1975, as recorded in Volume 387, Page 389, Deed Records, Gregg County, Texas, and later conveyed to Thomas M. Smith;
THENCE North 35 deg. 53’ 20.2” East 134.18 feet to the Northwest corner of said 1 acre tract of land; and North 34 deg. 10’ 31” East, 133.61 feet to the Southwest fence corner of the 1 acre tract of land conveyed by C.O. Bolt, et ux, to Dude Ray, et ux, September 15, 1952, as of record in Volume 389 Page 60, Deed Records, Gregg County, Texas;
THENCE with said latter 1 acre tract of land, North 88 deg. 30’ 28” East, 410.79 feet to a fence corner post for the Southeast corner of same, and North 35 deg. 56’ 49” East, 133.23 feet to a 2-1/2” iron pipe in South line Lot 10, Block 1, Unit 1, Helane Village Subdivision;
THENCE with South line of Lot 2 of said Subdivision North 88 deg. 25’ 58” East, 85.73 feet to an iron stake in same on East side of branch, for the common North corner of the Thomas M. Smith 18.93 acre tract of land, with James K. Simmons 19.46 acre tract of land;
THENCE with line between the two latter tracts of land, and crossing branch and dam, South 2 deg. 03’ 51” West, 218.91 feet South 8 deg. 17’ 58” West, 653.05 feet and South 6 deg. 02’ 47” West, 316.69 feet to an iron stake for their common South corner on the North line of lands of C.E. Toler;
THENCE with North line of a 14.12 acre tract of land conveyed by P.D. Harrison to C.E. Toler, April 15, 1946, as recorded in Volume 297, Page 222, Deed Records, Gregg County, Texas, South 88 deg. 29’ 19” West 803.73 feet to the POINT OF BEGINNING, and containing 19.609 acres of land, more or less.
FIELD NOTES OF 19.46 ACRES OF LAND
Being all that certain 19.46 acre lot, tract or parcel of land, the East portion of two tracts of land conveyed by P.D. Harrison to C.O. Bolt, et ux, 32.24 acres, on April 7, 1948, as recorded in Volume 318, Page 534, Deed Records, Gregg County, Texas, situated about 5 miles Northwest from Longview, in the William Robinson Survey, A-177, Gregg County, Texas, and more particularly described as follows:
BEGINNING at a 3/8” iron rod for the common East corner of the lands of Mittie A. Bolt and C.E. Toler, on the West line of Lot 22, Block 1, Unit 1, Helane Village Subdivision, 211 feet South of Southwest corner of Fay Drive;
THENCE with occupational line between lands of Toler and Bolt, South 88 deg. 21’ 56” West, 804.5 feet to an iron stake for the common South corner of this tract of land with an 18.93 acre tract of land conveyed to Thomas M. Smith;
THENCE with common line between Thomas M. Smith and James K. Simmons, North 6 deg. 02’ 47” East 316.69 feet, North 8 deg. 17’ 58” East, 643.05 feet and North 2 deg. 03’ 51” East 218.91 feet to an iron stake in South line of Lot 3, Block 1, Unit 1, Helane Village;
THENCE North 88 deg. 26’ 08” East, at 200.75 feet past common South corner of Lots 4 and 5 of said latter subdivision, at 205.75 feet to a point in South line of Lot 5;
THENCE continue with North 88 deg. 58’ 37” East 443.95 feet, South line of said subdivision, to an iron stake for Northwest corner of Lot 11, on South line of Lot 9 of Block 1, Unit 1, Helane Village;
THENCE South 0 deg. 56’ East, 1170.51 feet with West line of Lots 11 and 22 of said subdivision to the PLACE OF BEGINNING and containing 19.46 acres of land.
MILL RUN SUBDIVISION
RULES FOR PARKING AREA
MILLRUN HOMEOWNERS’ ASSOCIATION
CARD ENTRY RULES FOR POOL GATE
MILLRUN HOMEOWNERS’ ASSOCIATION
SWIMMING POOL RULES AND REGULATIONS
As residents of Millrun, it is up to each of us, individually, to take pride in our subdivision and all our amenities. As a homeowner of Millrun, you have a vested interest in all areas of policing violations, so please take it upon yourself to see that the rules are observed.
MILL RUN HOMEOWNER’S ASSOCIATION
CLUBHOUSE RULES AND REGULATIONS
All common areas are for the enjoyment of all Mill Run residents. These rules of conduct have been drawn up as a guideline for all residents to observe so everyone can enjoy these facilities on an equal basis. Please see that your family and guest(s) adhere to these rules at all times.
(revised) 1. TEENAGE AND CHILDREN’S PARTIES MUST HAVE ADULT SUPERVISION BY THE HOMEOWNER.
(revised) 4. Parking is available for a maximum of 19 cars at the clubhouse. No on-street parking is allowed due to traffic congestion on the private street and inconvenience to neighboring homes. Failure to comply will result in towing or police enforcement.
(revised) 7. The clubhouse is to be kept neat and free of clutter at all times. This applies equally to the “drop-in users.” Cleaning equipment will be kept in the storage room for this purpose. The floor is to be mopped and waxed after each use.
(revised) 8. Anyone under 21 years of age must have adult supervision when in the clubhouse.
(revised) 15. Any reserved used of the clubhouse must be confined to the interior of the building. No use of the poolside area (except during the swimming season), or parking lot, for activities is permitted. The front lawn of the activity center is not a playground.
(revised) 16. Please control the behavior, music and noise levels of your group so that no one living near the clubhouse will be disturbed. No alcohol consumption or smoking by minors.
The above has already resulted in parties being terminated and the police notified.
Also, the clubhouse can only be rented by a Mill Run Resident and the resident must be present during the duration of the party.
Remember the Activity Center is everyone’s Community Center and let’s take responsibility for our parties and our neighbors’ privacy and property.
If this continues to happen, the Board of Directors will be forced to CLOSE the Activity Center for homeowner use.
Board of Directors
INSTRUCTIONS FOR CLEANING CLUBHOUSE
Thank you, The Management
MILL RUN COMMITTEES
MILL RUN HOMEOWNERS’ ASSOCIATION
LAKE RULES AND REGULATIONS – CLARIFICATIONS AND ADDITIONS TO PARAGRAPH CITED BELOW AS APPROVED BY THE MILLRUN HOMEOWNERS’ ASSOCIATION BOARD IN APRIL 2005 AND PUBLISHED IN THE MAY 2005 NEWSLETTER AND DELIVERED TO EACH HOMEOWNER
“The lake on the Project which is part of the Common Area shall at all times remain private for the sole use of Owners within the Project.” Article 2 Section 1 paragraph L., Page 5
These rules are posted for the benefit, enjoyment and protection of all Mill Run residents and their guests. Observance of these rules will allow everyone to enjoy the facilities on an equal basis. Please see that your family and guests adhere to these at all times.
Article VIII, Miscellaneous, Exhibit “B”, Item 8, page 35 amended as follows:
(Exhibit “B” Amendment to Rules and Regulations Concerning Use and Occupancy of Mill Run Subdivision Phase I and II)
All trash containers and recycle containers must be stored out of the public view. All trash containers and recycle containers are only allowed outside on trash or recycle pick up days between the hours of 7:00 am and 7:00 pm. Residents violating will receive a warning notice. Continued violations will result in a $250.00 fine.
AMENDMENT – JULY 19, 2021
Article VIII, Miscellaneous, Exhibit “B”, Item 8, page 35 amended as follows:
(Exhibit “B” Amendment to Rules and Regulations Concerning Use and Occupancy of Mill Run Subdivision Phase I and II)
NEW BY-LAW AMENDMENT – JULY 19, 2021
Article VIII, Miscellaneous, Exhibit “B”, Page 30
(Exhibit “B” Amendment to Rules and Regulations Concerning Use and Occupancy of Mill Run Subdivision Phase I and II)
AMENDMENT – JULY 19, 2021
Mill Run Committees, 2. Activity Center, Page 43:
NEW BY-LAW AMENDMENT – JULY 19, 2021
Mill Run Committees, 10. Pool Maintenance, Page 45:
AMENDMENT – JULY 19, 2021
Article IV, Board of Directors, Section 5. Compensation, Page 25:
No director, except the Treasurer, Certified Pool Operator and Clubhouse Manager shall receive compensation for any service he/she may render to the Association; however, any Director may be reimbursed for his/her actual expenses reasonably incurred in the performance of his/her duties. The Treasurer, Certified Pool Operator and Clubhouse Manager are members of the Board of Directors and are allowed to vote. Exception to the Treasurer, Certified Pool Operator and Clubhouse Manager votes are as follows: they cannot be present or issue a vote if the amendment or discussion concerns the amount of compensation for such employee.
AMENDMENT – JULY 19, 2021
Article V, Officers and Their Duties, Section 1. Election of Officers, Page 26:
The officers of the Association shall be the President, one or more Vice Presidents, Secretary, Treasurer (paid employee), Clubhouse Manager (paid employee) and Certified Pool Operator (paid employee), in addition thereto, in the discretion of the Board of Directors, such other officers with such duties as the Board of Directors shall from time to time determine. All Board of Directors will have one (1) vote each. All officers shall be elected annually by the Board of Directors as the Board of Directors may determine. All officers shall serve until their successors shall have been elected or until they have been removed or have resigned. All officers shall be subject to removal at the time by the Board of Directors. The Board of Directors may, in its discretion, elect acting or temporary officers and elect officers to fill vacancies occurring for any reason whatsoever, and may, in its discretion, limit or enlarge the duties and powers of any officer elected by it. Any person may simultaneously hold more than one of any of the officers, except the officers of President and Secretary.