                                                                     ACCEPTED
                                                                04-14-00781-CV
                                                     FOURTH COURT OF APPEALS
                                                          SAN ANTONIO, TEXAS
                                                            3/2/2015 5:06:25 PM
                                                                  KEITH HOTTLE
                                                                         CLERK

             CASE NO. 04-14-00781-CV

                                               FILED IN
                                        4th COURT OF APPEALS
            IN THE COURT OF APPEALS      SAN ANTONIO, TEXAS
      FOR   THE FOURTH JUDICIAL CIRCUIT 03/2/2015 5:06:25 PM
               SAN ANTONIO, TEXAS         KEITH E. HOTTLE
                                                Clerk


            CITY OF SHAVANO PARK

                     Appellant

                       VS.

ARD MOR, INC.; TEXAS ARDMOR PROPERTIES, LP;
   AND TEXAS ARDMOR MANAGEMENT, LLC

                     Appellees



         APPELLANT’S REPLY BRIEF


                 PATRICK C. BERNAL
                 ELIZABETH M. PROVENCIO
                 DENTON NAVARRO ROCHA BERNAL HYDE & ZECH
                 A Professional Corporation
                 2517 N. Main Avenue
                 San Antonio, Texas 78212
                 Telephone: (210) 227-3243
                 Facsimile: (210) 225-4481
                 COUNSEL FOR APPELLANT
                 CITY OF SHAVANO PARK

                 ORAL ARGUMENT NOT REQUESTED
                         IDENTITY OF COUNSEL

Appellant/Trial Court Defendant:

City of Shavano Park

Counsel:

Patrick C. Bernal
Elizabeth M. Provencio
Denton Navarro Rocha Bernal Hyde & Zech
A Professional Corporation
2517 N. Main Avenue
San Antonio, Texas 78212
Telephone: (210) 227-3243
Facsimile: (210) 225-4481
patrick.bernal@rampage-sa.com
elizabeth.provencio@rampage-sa.com


Appellees/Trial Court Plaintiffs:
ARD MOR, Inc.
Texas ARDMOR Properties, LP
Texas ARDMOR Management, LLC

Counsel:                                  Co-Counsel:

Jay K. Farwell                            David L. Earl
Karen L. Landinger                        EARL & ASSOCIATES, P.C.
Cokinos Bosien & Young                    Pyramid Building
10999 West IH10, Suite 800                601 NW Loop 410, Suite 390
San Antonio, Texas 78230                  San Antonio, Texas 78216
Telephone: (210) 699-1900                 Telephone: (210) 222-1500
Facsimile: (210) 293-8733                 Facsimile: (210) 222-9100
Email: jfarwell@cbylaw.com                Email: dearl@earl-law.com
Email: klandinger@cbylaw.com




                                    ii
                                         TABLE OF CONTENTS


IDENTITY OF COUNSEL ...................................................................................... ii
TABLE OF CONTENTS ......................................................................................... iii
TABLE OF AUTHORITIES ................................................................................... iv
INTRODUCTION .....................................................................................................1
ARGUMENT & AUTHORITIES .............................................................................1
   A.      Alleged violation of the third party covenants cause the harm
           Appellees’ seek to prevent. ...........................................................................1
   B.      The City has not applied any City ordinance. ...............................................3
   C.      Standing fails for Appellees’ “void contract zoning” theory. The
           claim further fails as no zoning action occurred and the City is not
           bound to pass any zoning under the Development Agreement.....................5
   D.      The UDJA fails to confer jurisdiction in this case. .....................................10
   E.      Dismissal is proper. .....................................................................................12

CONCLUSION ........................................................................................................12
PRAYER ..................................................................................................................13
CERTIFICATE OF SERVICE ................................................................................14
CERTIFICATE OF COMPLIANCE .......................................................................15




                                                            iii
                                  TABLE OF AUTHORITIES

2800 La Frontera No. 1A, LTD v. City of Round Rock,
   No. 03-08-00790-CV, 2010 WL 143418
   (Tex. App.—Austin Jan. 12, 2010, no pet.)................................................... 9

City of Dallas v. Tex. EZPAWN, L.P. No. 05-12-01269-CV,
   2013 WL 1320513 (Tex. App.—Dallas Apr. 1, 2013, no pet.) (mem. op.) . 11

City of El Paso v. Heinrich, 284 S.W.3d 366 (Tex. 2009) ............................... 11

City of McKinney v. Hank’s Restaurant Group, L.P., 412 S.W.3d 102
   (Tex. App.—Dallas 2013, no pet.) .............................................................. 11

City of Mesquite v. Aladdin’s Castle, Inc., 559 S.W.2d 92
   (Tex. Civ. App.—Dallas 1977)...................................................................... 4

City of Antonio v. Summerglen Property Owners Association, Inc.,
   185 S.W.3d 74 (Tex. App.—San Antonio 2005, pet. denied)...................... 11

Lindig v. City of Johnson City, No. 03-11-00660-CV, 2012 WL 5834855
   (Tex. App.—Austin Nov. 14, 2012, no pet.) (mem. op.) .............................. 4

Noell v. City of Carrollton, 431 S.W.3d 682
  (Tex. App.—Dallas 2014, pet. denied) .......................................................... 4

Super Wash Inc. v. City of White Settlement, 131 S.W.3d 249
   (Tex. App.—Fort Worth 2004, judgment rev'd in part on
   other grounds, 198 S.W.3d 770 (Tex. 2006) ................................................. 8

Texas Department of Transportation v. Sefzik,
   355 S.W.3d 618 (Tex. 2011) (per curiam) .................................................. 11

Texas Lottery Commission v. First State Bank of DeQueen,
   325 S.W.3d 628 (Tex. 2010) ....................................................................... 10

Statutes

Tex. Civ. Prac. & Rem. Code Ann. § 37.006 (West 1985) ................................ 6

                                                    iv
Tex. Loc. Gov’t Code Ann. § 43.002 (West 2008) ............................................ 8

Tex. Loc. Gov’t Code Ann. § 43.028 (West 2008) ........................................... 11

Tex. Loc. Gov’t Code Ann. § 211.003 (West 2003) .......................................... 5

Tex. Local Gov’t Code Ann. § 211.009 (West 2008) ........................................ 4

Tex. Local Gov’t Code Ann. § 211.010 (West 1997) ........................................ 4

Tex. Local Gov’t Code Ann. § 211.011 (West 2008) ........................................ 4

Tex. Local Gov’t Code Ann. § 212.003 (West 2003) ........................................ 5

Tex. Loc. Gov’t Code Ann. § 212.172 (West 2011) .......................................... 7

Other Authorities

The City of Shavano Park Ordinance No. 0-2014-014....................................... 6




                                               v
                                        I.
                                  INTRODUCTION

      The covenants determine the rights between Lockhill and Appellees ARD

MOR impacting Lockhill’s plan to build its gas station. The City is not a party to

those covenants. Appellees cannot point to any City action causing harm because

Lockhill’s rights vested before annexation. As a result, without a separate basis for

jurisdiction as part of Appellees’ declaratory judgment against the City, the City

remains immune from Appellees’ declaratory judgment suit.

                                   II.
                         ARGUMENT & AUTHORITIES

A.    Alleged violation of the third party covenants cause the harm Appellees’
seek to prevent.
      Appellees complain of Lockhill’s actions that Appellees perceive to violate

the covenants—any attempt to blame the City does not create an action against the

City. As to the City or the County, Lockhill’s rights to build its gas station vested

in 2013—prior to any 2014 Development Agreement or 2014 annexation. At issue

here is whether the covenants entered between third parties, Appellees and

Lockhill, affect Lockhill’s right to build its gas station.

      While Appellees and Lockhill, along with other property owners,

independently chose to include standards in their covenants tied to evolving City

ordinances, their choice fails to confer standing to sue the City, a non-party to the

covenants.    CR V1 70 attached at App. 3, attaching Covenants p.4 para. 4(a)


                                            1
(promising permitted uses to include the maximum extent by applicable zoning

laws or other Governmental Regulations); para. 4(b) (promising prohibited uses to

include any use prohibited by applicable zoning laws or other Governmental

Regulations); p. 8 para.6 (promising compliance with applicable Government

Regulations and promising most stringent application between covenants and

Government Regulations). Appellees cite no authority to support standing where

third parties tie their covenants to an evolving city ordinance.

        The Temporary Injunction relief granted by the Trial Court emphasizes that

the covenants constitute the only issue in this suit because no injunctive relief

exists as to the City: “[T]he Court finds and concludes that plaintiffs will probably

prevail against Defendant Lockhill Ventures, LLC on the merits of this cause. . . .

More specifically, among other assertions, Plaintiffs allege that Defendant Lockhill

Ventures, LLC’s planned development violates sections 4(b) and 4(b)(ii) of the

Declarations of Covenant. . . . The evidence presented shows that Defendant

Lockhill Ventures, LLC’s proposed development of the Property will not comply

with the Declaration of Protective Covenants because the planned development

includes uses that are expressly prohibited.” (CR 141 p. 1, 142 p. 2 para 2, p. 2

para. 4). The temporary injunction enumerates the development activities from

which Lockhill must refrain and no injunctive relief exists as to the City. (CR

143).



                                           2
      The harm articulated by Appellees in their brief, as evidenced by the

injunctive relief requested and awarded, stems from third parties’ disagreement

regarding the effect of their respective covenants. Tying covenants to a city

ordinance, which may change over time, only means that the court may construe

the ordinances to which the covenant refers to as to those parties. Appellees state

that the construction of the Ordinance in effect at the time of the hearing on the

temporary injunction must include the City as “failure to join Shavano could result

in inconsistent application of the ordinances in future proceedings” then focusing

their brief on the application of “convenience store” under Table No. 4; however,

the City has not applied Table 4 and no present controversy exists regarding City

application of Table 4. Brief of Appellees, p.18.

B.    The City has not applied any City ordinance.

      No attempt to replead will cure the omission of Table 4 as the City has not

applied Table 4. Appellees compelled testimony from City Manager Hill and

production of City records in the Trial Court to determine the meaning of Table 4

because the third party covenants referred to City Ordinances—not because the

City applied Table 4. Further, to state that Appellees now seek to rule Table 4

unconstitutional is, first, a new theory; and second, still a failure to confer

jurisdiction as Appellees fail to possess standing.     The authorities cited by

Appellees regarding ambiguities contained in ordinances only apply if the City



                                         3
applied the ordinance to Appellees. City of Mesquite v. Aladdin’s Castle, Inc., 559

S.W.2d 92, 94 (Tex. Civ. App.—Dallas 1977) (where city applied ordinance

governing coin-operated amusement establishment and city denied license for

operation); Noell v. City of Carrollton, 431 S.W.3d 682, 698-99 (Tex. App.—

Dallas 2014, pet. denied) (where city applied airport regulation ordinance and

ordered the airport closed unless violations were abated within thirty days); Lindig

v. City of Johnson City, No. 03-11-00660-CV, 2012 WL 5834855, at *5 (Tex.

App.—Austin Nov. 14, 2012, no pet.) (mem. op.) (city applied its building

ordinance to require a fee that landowners failed to pay whereupon the city issued

a stop work order). As a result, any attempt to rely on references by City Manager

Hill to ambiguity is of no consequence.

      In the future, once a potential application is made for permitting under Table

4 then in effect, and, if a landowner subject to its application were to disagree with

the City’s application at that point, the statute provides an appeal process

administratively to a board of adjustment.       Texas Local Gov’t. Code Ann. §

211.009 (West 2008) (outlining authority of board of adjustment to hear and decide

on allegations of error in a zoning determination by an administrative official);

Tex. Local Gov’t Code Ann. § 211.010 (West 1997) (outlining process for appeal

to board of adjustment).     If, after that point, disagreement exists, the statute

provides for an appeal to a court. Tex. Local Gov’t Code Ann. § 211.011 (West



                                          4
2008) (“Any of the following persons may present to a district court, county court,

or county court at law a verified petition stating that the decision of the board of

adjustment is illegal in whole or in part and specifying the grounds of the

illegality[.]”). No application of an ordinance by the City has occurred; as a result,

this dispute fails to be proper or ripe.

C.    Standing fails for Appellees’ “void contract zoning” theory. The claim
further fails as no zoning action occurred and the City is not bound to pass
any zoning under the Development Agreement.
      Standing further fails for any alleged “illegal contract zoning” and the

resulting annexation ordinance. The harm Appellees complain of stems from the

dispute about whether the covenants stop Lockhill’s ability to proceed with the gas

station, not as to the Development Agreement because, as to the City, Lockhill’s

rights vested in 2013 prior to any 2014 Development Agreement. To suggest that

the Development Agreement grants “unfettered right to build a gas station” fails to

acknowledge Lockhill’s rights prior to the agreement which effectively allowed it

to proceed with a gas station unencumbered by City regulation. Tex. Local Gov’t

Code Ann. § 212.003(a)(1) (West 2003); see generally, Tex. Local Gov’t Code

Ann. §§ 211.003 et. seq. (West 2003).

      Even if we assumed for argument that injury may be traced to the

Development Agreement, no cause of action exists here or waiver of immunity for




                                           5
“contract zoning.”1       First, no zoning action occurred; therefore, no contract

“zoning” occurred. RR V2 59:23-60:6 (Manager Hill testifying “A. No, I didn’t

say that. It could be zoned as a planned unit development. That’s gonna to have to

go – that is a separate action that will come up through the planning and zoning

commission as they consider what particular zoning designation to provide for

them. . . .”); RR V2 70:2-72:1 (Q. “Now, under that agreement, Mr. Hill, does it

state anything about the zoning category that would be applied for – excuse me –

applied for by the applicants? A. No.” “Q. Have you had discussions about what

zoning category they would apply for when they asked for permanent zoning? A.

No. In response to your specific question I’ve had discussions with them on what

zoning category the retail space would be used for. It’s attached to the C-store.”

Then continuing testimony about the process with planning and zoning); RR V2

73:24-74:10 (PUD zoning requiring public hearing, written notice, publication);

RR V2 75:1-7 (“Q. You couldn’t know – possibly know what the City Council

would do, would you, until they acted on it? Wouldn’t it be a violation if you had

knowledge of that beforehand? A. No. You put it on the agenda. And if they

approve it, they approve it; if they disapprove it, then they disapprove it.”).




1
 ARD MOR only challenged Ordinance No. 0-2014-014 the annexation Ordinance and the only
potential basis for the application of section 37.006(b) of the Civil Practice and Remedies Code.
No ordinance exists related to the approval of the Development Agreement.


                                               6
      Second, and an independent bar to Appellees’ zoning theory, Section

212.172 of the Texas Local Government Code provides nine different options as

authority to contract with a landowner in a city’s extraterritorial jurisdiction which

also provide the ability to regulate land use it would not otherwise have. Tex.

Local Gov’t Code Ann. § 212.172 (b)(1)-(9) (West 2011).                That includes

authorizing “enforcement by the municipality of land use and development

regulations other than those that apply within the municipality’s boundaries, as

may be agreed to by the landowner and the municipality.” Id. at § 212.172 (b)(4).

The City proceeded within the statutory authority provided for a development

agreement. CR V1 243-250 attached at Appendix Tab 2 attaching Development

and Annexation Agreement between the City of Shavano Park and Lockhill

Ventures, LLC.

      Here, the City entered the Development Agreement for annexation;

otherwise, the City has no method of regulating Lockhill’s land. Upon annexation,

it is undisputed that the temporary zoning category applicable to Lockhill’s land is

A-2, residential use. RR V2 17:1-11; RR V3 31:5-11; RR V5 CX-2. As a result,

the Development Agreement entered in July 2014 did not have the effect of

changing Lockhill’s zoning refuting any assertion the Development Agreement

constituted a zoning action.




                                          7
       Further, the City is not bound to zone.                The Development Agreement

provides for the event if the City’s zoning process prohibits Lockhill’s use: “In the

event City Council action places the Property in a zoning district or classification

that prohibits the uses proposed by this Agreement, the Parties agree that the

Owner at its election may 1) terminate this agreement or 2) pursuant to the Texas

Local Government Code Section 43.002 and to the extent reasonably necessary,

retain the right to develop and use the Property for the purposes authorized under

this Agreement.” (emphasis added). CR V1 245 attached at Appendix Tab 2, p. 3,

para. 4.06; Super Wash Inc. v. City of White Settlement, 2 131 S.W.3d 249, 254

(Tex. App.—Fort Worth 2004, judgment rev'd in part on other grounds, 198

S.W.3d 770 (Tex. 2006) (stating “Contract zoning is a bilateral agreement where

the city binds itself to rezone land in return for the landowner’s promise to use or

not use his property in a certain manner.”) (emphasis in original).

       In other words, as to the City and without considering Lockhill’s restrictions

vis-a-vis third parties, Lockhill’s vested rights in 2013 allowed them to develop the

lot with a gas station. By entering the Development Agreement in 2014, Lockhill


2
  Further Super Wash Inc. fails to demonstrate standing as it involved the city’s application of an
ordinance to a property owner who obtained a permit from the city to build a car wash, then to be
told it had to include a fence and remove a curb cut and driveway. Super Wash Inc. v. City of
White Settlement, 131 S.W.3d 249, 254 (Tex. App.—Fort Worth 2004, judgment rev'd in part on
other grounds, 198 S.W.3d 770 (Tex. 2006). There the property owner possessed standing
because the city applied the ordinance as to the property owner’s property and the property
owner argued that the fence requirement constituted contract zoning. Id. at 257.


                                                8
sought to proceed with a convenience store with gasoline and other sales, as well

as retail or office space subject to the rezoning process. CR 244 attached at

Appendix Tab 2, p. 2, para. 2.13. Should the City fail to zone to allow for those

uses, under paragraph 4.06, Lockhill may terminate its agreement and still develop

its property to be a gas station acknowledging its prior vested rights. RR V3 p.

32:8-13. Outside of any relationship with the City, Lockhill will need to determine

if it is prohibited by its third party restrictive covenants. Again, it is the alleged

violation of third party covenants producing the harm about which ARD MOR

complains.

      Even where there is an agreement to a process under a development

agreement, a city may not be bound to that process or the proposed zoning

envisioned by parties to that agreement. See, e.g., 2800 La Frontera No. 1A, LTD

v. City of Round Rock, No. 03-08-00790-CV, 2010 WL 143418, *2 (Tex. App.—

Austin Jan. 12, 2010, no pet.). In La Frontera, the property owners bound by the

development agreement sued the city under various theories asserting that the city

failed to follow the process envisioned by the development agreement for

development and zoning.      Id. at *2.    The court found that, even though the

development agreement required consent from all property owners, that provision

was unenforceable and not a basis for relief for property owners’ parties to the

development agreement.       Id.   The court did not invalidate the development



                                          9
agreement. Here, no party to the development agreement is complaining. Here, no

such consent provision exists, and even if it did, it would not be enforceable and

would not invalidate the development agreement.

      Only a separate obligation through the third party covenants may bar the gas

station. The violation of the covenants produce the harm of which ARD MOR

complains, and is the subject of the injunction.

D.    The UDJA fails to confer jurisdiction in this case.

      The Texas Lottery Commission decision also fails to demonstrate jurisdiction

exists in this declaratory action against the City as no City action occurred here

causing harm. In Texas Lottery Commission v. First State Bank of DeQueen, 325

S.W.3d 628 (Tex. 2010), jurisdiction existed in a declaratory action suit where the

Lottery Commission interpreted and applied its anti-assignment statute to avoid

paying the lottery proceeds to the assignee: “FSB DeQueen notified the Lottery

Commission of the assignment and filed an application in Travis County to register

the Arkansas judgment approving the arrangement. (citation omitted).            The

Commission advised FSB DeQueen and Irvan that it did not recognize the validity

of the Arkansas judgment and it intended to make the final prize payments to

Irvan.” Id. at 632. In the Texas Lottery Commission case, the government did not

challenge standing as a jurisdictional bar to the suit presumably because it applied

the statute at issue to the plaintiff. Here, the City challenges the Appellees’



                                         10
standing because the City has not applied any ordinance and Appellees show no

harm attributable to any action by the City.

      Courts have determined that a declaratory action suit to declare claimant’s

statutory rights or an interpretation of an ordinance fails to waive jurisdiction under

the UDJA. City of McKinney v. Hank’s Restaurant Group, L.P., 412 S.W.3d 102,

112 (Tex. App.—Dallas 2013, no pet.) (citing City of Dallas v. Tex. EZPAWN, L.P.

No. 05-12-01269-CV, 2013 WL 1320513, at *2-3 (Tex. App.—Dallas Apr. 1,

2013, no pet.) (mem. op.) and Texas Department of Transportation v. Sefzik, 355

S.W.3d 618 (Tex. 2011) (per curiam)). It does waive immunity for claims that a

statute or ordinance is invalid. Id. (citing City of El Paso v. Heinrich, 284 S.W.3d

366, 373 n. 6 (Tex. 2009)). However, it must be a proper claim. Here, proper

notice and proper annexation occurred under section 43.028 of the Texas Local

Government Code and the Texas Constitution. Tex. Loc. Gov’t Code Ann. §

43.028 (West 2008).       As a result, Appellees’ fails to possess standing and

challenge of the validity of an annexation statute fails to be a proper claim to waive

immunity. City of Antonio v. Summerglen Property Owners Association, Inc., 185

S.W.3d 74, 83-90 (Tex. App.—San Antonio 2005, pet. denied) (claims for

declaratory relief to challenge annexation failed for want of jurisdiction as

plaintiffs failed to possess standing).




                                          11
E.    Dismissal is proper.

      Without emphasizing Appellees’ inaccurate representation of the record, the

trial court set and heard the jurisdictional challenges on appeal now. CR V1 339

(fiat setting for Plea to the Jurisdiction and Supplemental Plea for September 19,

2014); RR Supp. V5 5-7 (Court’s consideration of the City’s Plea to the

Jurisdiction and Supplement to Its Plea to the Jurisdiction); CR V4 137 (Order

Denying Plea to the Jurisdiction reflecting consideration of testimony and

evidence). Further, Appellees pled three times (CR V1 1-86 Original Petition; CR

V1 209-327 First Amended Original Petition; CR V2 1-121 Second Amended

Original Petition) and subpoenaed City records and the City Manager for the

record on the jurisdictional facts at hand (CR V1 184-86 attaching subpoena for

William Hill with subpoena duces tecum); as a result, dismissal of the City is

appropriate, not remand. With no proper waiver of the City’s immunity, the City’s

taxpayers should not be at risk in a declaratory judgment action for attorney’s fees

for third party disputes that tied their covenants to City Ordinances.

                                      III.
                                  CONCLUSION

      Appellees failed to invoke the Court’s jurisdiction over the City because (1)

they neither plead nor prove any harm attributable to the City and Appellant’s brief

and Reply brief demonstrate how the absence of harm by the City defeats standing

as to the City; (2) arguing an ordinance is ambiguous when the City has not applied

                                          12
the ordinance fails to waive the City’s immunity as it the claim is neither ripe nor

proper; and (3) an action under the Declaratory Judgment Act to construe an

ordinance does not waive jurisdiction. After three pleading attempts and discovery

and evidence developed, the proper remedy is dismissal, not remand.

                                     PRAYER

      WHEREFORE PREMISES CONSIDERED, Appellant City of Shavano

Park prays this Court reverse the Trial Court’s denial of Appellant’s Plea to the

Jurisdiction and First Supplemental Plea to the Jurisdiction; render dismissal of

Appellees’ causes of action against the City for lack of subject matter jurisdiction,

award the City its costs and award such further relief, in law and in equity, to

which the Appellant may show itself justly entitled.

                                Respectfully submitted,

                                DENTON NAVARRO ROCHA BERNAL HYDE & ZECH
                                A Professional Corporation
                                2517 N. Main Avenue
                                San Antonio, Texas 78212
                                Telephone: (210) 227-3243
                                Facsimile: (210) 225-4481
                                patrick.bernal@rampage-sa.com
                                elizabeth.provencio@rampage-sa.com

                          By:   /s/ Elizabeth M. Provencio
                                PATRICK C. BERNAL
                                State Bar No. 02208750
                                ELIZABETH M. PROVENCIO
                                State Bar No. 24025600
                                ATTORNEYS FOR APPELLANT
                                CITY OF SHAVANO PARK

                                         13
                         CERTIFICATE OF SERVICE

      This is to certify that a true and correct copy of the foregoing instrument has
been served upon the below named individual(s) as indicated, and according to the
Texas Rules of Civil Procedure on this the 2nd day of March, 2015.

CMRRR#9171 9690 0935 0067 1638 68          CMRRR#9171 9690 0935 0067 1639 12
Jay K. Farwell                             David L. Earl
Karen L. Landinger                         Attorney at Law
Cokinos Bosien & Young                     Pyramid Building
10999 West IH-10, Suite 800                601 NW Loop 410, Suite 390
San Antonio, Texas 78230                   San Antonio, Texas 78216
jfarwell@cbylaw.com                        dearl@earl-law.com
klandinger@cbylaw.com                      Co-Counsel for Plaintiffs
Counsel for Plaintiffs


CMRRR#9171 9690 0935 0067 1638 51          CMRRR#9171 9690 0935 0067 1638 44
Luke H. Beshara                            John C. Chunn
Pulman Cappuccio Pullen                    Attorney At Law
  Benson & Jones, LLP                      P.O. Box 396
2161 NW Military, Suite 400                Hondo, Texas 78861
San Antonio, Texas 78213                   john@johnchunnlaw.com
lbeshara@pulmanlaw.com                     Counsel for Defendant,
Counsel for Defendant,                     Lockhill Ventures
Lockhill Ventures




                                       /s/ Elizabeth M. Provencio
                                       PATRICK C. BERNAL
                                       ELIZABETH M. PROVENCIO




                                         14
                                   CERTIFICATE OF COMPLIANCE

      In compliance with Tex. R. App. P. 9.4(i)(3), this is to certify that the
Appellant City’s Reply Brief contains 2,972 words, which does not include the
caption, table of contents, index of authorities, statement of issues presented,
signature, proof of service, certificate of compliance, and appendix.



                                                              /s/ Elizabeth M. Provencio
                                                              ELIZABETH M. PROVENCIO




ARD MOR, INC., et al. v. Shavano Park (44940)\Appeal\Pleadings\Drafts\Appellant Reply Brief 2015 0302.doc




                                                                  15
