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HomeMy WebLinkAboutCT 84-14; TAMARACK POINTE; Tentative Map (CT)"• ;JsppUCMflOi1. REQUEST o Zone Change []Minor Redevelopitent Permit OGeneral Plan Amendment []precise Developnent Plan* Tenttive Tract Map []Specific Plan Planned Unit Development OSite Development Plan Major Condominium Permit 0 Conditional Use Permit DMinor Condominium Permit []Variance DMaster Plan []Planning Commission Determination []major Condominium conversion OSpecial Use Permit OMajor Redevelopment Permit Dministrative Variance (check other boxes if appropriate) complete Description of Project (attach additional sheets if necessary) The applicant proposes a PUD consisting of 77 Single Family detached units, 140 garden Homes, and 160 townhomes (condominium). Location of Project East of El Camino Real and North of Tamarack Avenue Leal Description (complete) that portion of Lots "E"k __l1 1fl11 rf R a4 cho Agua TIPaIDDOZI P P #823, filed in the Office of the County Recorder on Nov. 16, 1896 Assessors Parcel Number 03-010-31 Existing Land Use —. Zone General Plan R-1 RM &RLM Vacant! Agriculture Proposed Zone Proposed General Plan Site Acreage R-1 RIM & RLM 120±AC Owner - Applicant — Name (Print or Type) Name (Print or Type) Virginia Robertson Virginia Robertson, Trustee UDT 10/8/76 THE WOODWARD COMPANIES, INC. Mailing Address Mai],ing Address 4656 El Camino Real 510OCampus Drive and State zip Telephone City and State Zip Telephone Newport Beach, CA 92660 955-2902 Carlsbad, CA 92008 729-2048 1 CF,1Rr1FY THAT I AM THE LEGAL OWNER AND I CERTIFY THAT I AM THE OWNER'S REPRESENTATIVE THAT ALL TUE ABOVE INFORMATION IS T1LJE AND THAT ALL THE ABOVE IN JRMATION IS TRUE AND CORRECT 10 TUE BEST OF MY KNOWLEDGE. AND CORRECT TO THE BEST OF MY KNOWLEDGE. ~1 ~p if G4TUR / / / DATE Ila- ,pLi5c!Aec'dRQcCiVCaBy 7- mow (J/e,I z9 ? -7---ff _ _J_ I.ULe ArffciOr13 tn:L Aind Case Nun /4'/ p I If.f tar the information you have submitted has Deen reviewec, is eceL.-c ..thAt further information equired,you will be so ad d. APPLICANT: THE WOOflWARD COMPANTS, .Name (individual, partnership, joint venture, corporation, syndication) 5100 Caitlous Drive NewoQrt Bch, CA 92•0 -- Business Address . . . . (714) 955-2902 . . .. . . . .:: • . .. •• Telephone Number . •. . ••. . . • • AGENT: . . . .. .. Name . • • . • .. . - •:. . Business Address . .. : •. : . . : • . : Telephone Number . :. 1:; . . • : VrginiaRobetsoii 465& El Camino Real, Carlsb•CA • ...... • Name (individual, partner, joint . Home Address • 92008 • . . venture, corporation, syndication) Business Address . •. . . 729-2048 • Telephone Number Telephone Number VirginiaRobertson/Trutee 4656 El Camino Real_,Carlsbad, QA .• Iare ,.. . . •.. some Address 92008 • . • . .-- --___ Business Address • . . . . - 729-2048 • . . .Telephone Number .. . - •• Te1ePne NUiEr (Attach more sheets if necessary) . 1/We declare under penalty of perjury that the information contained in this dis- closure is true and correct and that it will remain true and correct and may be • . relied upon as being true and correct until amended. 7 Scott Woodward Agent Applicant BY • • Aenc, 0:ner, Parnr \ • •.'•:•' ) 0 0 STATEMENT OF AGREEMENT TENTATIVE SUBDIVISION MAP CITY OF CARLSBAD The Subdivision Map Act and the Carlsbad Municipal Code sets a fifty (50) day time restriction on Planning Commission processing of Tentative Maps and a thirty (30) day time limit for City Council action. These time limits can only be extended by the mutual concurrence of the applicant and the City. By accepting applications for Tentative Maps concurrently with applications for other approvals which are prerequisites to the map; i.e., Environmental Assessment, Environmental Impact Report, Condominium Plan, Planned Unit Development, etc., the fifty (50) day time limits and the thirty (30) day time limits are often exceeded. If you wish to have your application processed concurrently, this agreement must be signed by the applicant or his agent. If you choose not to sign the statement, the City will not accept your application for the Tentative Map until all prior necessary entitlements have been processed and approved. The undersigned understands that the processing time required by the City may exceed the time limits, therefore the undersigned agrees to extend the time limits for Planning Commission and City Council action and fully concurs with any extensions of time up to one year from the date the application was accepted as complete to properly review all of the applications. / $tI Ee Scott E. Woodward Agent Name (Print) Relationship to Application (Property Owner-Agent) corporate or syn- .•& 4, S - APPLICANT DISCLOSURE FORM In order to assist the members of the Planning Commission and City Council to avoid possible conflicts of interest, all áppli- cants are required to complete this disclosure form at the time of submitting their application. When this form has been com- pleted and signed, the information will be relied upon by them in determining if a conflict may exist, so please ensure that all of the information 4.s completed and accurate. If at anytime before a final action on your application has been rendered, any of the information required by this disclosure changes, an amendment reflecting this change must be filed. If the applicant is an individual, or a partnership (either gen- eral or limited) or a joint venture, please state the full name, address and phone number of each person or individual (including trusts) who own any beneficial interest in the property which is the subject of this application. Should one or more parties to the application be a partnership or joint venture, then please state the full legal name of the partnership or joint venture, its legal address and the name and address of each individual person who is a general and/or limited partner or member of the joint venture. - Should one or more of the parties be a privately held corporation (10 shareholders or less) or a real estate syndication, then please state the state of incorporation or syndication, number, date of incorporation or syndication, corporate dicate address, and the full names and addresses of each individual shareholder or syndicate member. Should the ation be a publically held corporation, then state the f and addresC of the corporation, the place of its incorpo number of shareholders, and the name and address of the of the corporation. - Should you feel that additional information needs to be in order to provide a full disclosure, please include it TAMARACK POIN1IE C. T. 84_0 P. D. 69 SUPPLEMAL INMRMATION FORM Request - to eliminate the requirement for sidewalk along Tamarack Avenue along the Tamarack Pointe frontage. 1) Gross Acres (or square footage, if less than acre) 120± AC 2) Zone R-1 3) General Plan Land Use Designation 11v10-4 DU/AC 4) By law a variance may be approved only if certain facts are found to exist. Please read these requirements carefully and explain 1i the proposed project meets each of these facts • Use add.itiaial sets if necessary. a) Explain why tlre are excepticnal or extraordinary circutstances or oiditiais applicable to the property or to the ntended use that do not apply generally to tire other property r class of use in the same vicinity and zaie: Because of the lack of potential development to the north of project,' a sidewalk would not provide for any pedestrian traffic. :There currently exists sidewalk on the south side of Tamarack Avenue. b) Explain why such variance, is necessary for the preservation and enjoyment of a substantial property right possessed by otter property in the same vicinity and zaie but which is denied to the property in questiai: Requiring the applicant to build a sidewalk is unnecessary because of the existina sidewalk on the south side of Tamarack Avenue and it would not pro- vide a link to any develo'rxnent to the north. c) Explain why the granting of such variance will not be materially detrimental to the public selfare or injurious to the property or iiroveents in such vicinity and zone in which the property is located There currently exists sidewalk fran El Camino Real to Calavera Hills on the south side of Tamarack Avenue. There are adequate safe places - - d) Explain why the granting of such variance will, not adversely affect the ccresive general plan: Pedestrian circulation will not be interrupted because of the existing sidewalk on the south side ot Tamarack Avenue that is easily accessable. J#7804 I 13 N. First American Title Insurance Company 411 IVY STREET, (P.O. BOX 808) SAN DIEGO, CALIFORNIA 92101 • (619) 238-1776 December 19, 1983 January 25, 1984 Amended FIRST AMERICAN TITLE INSURANCE COMPANY Escrow Department Attn: Deborah Welsch' BUYER: WOODWARD, Don E./PROJECT NAME: TAMARACK POINT Your No. D-874806 Our Order No. 874806-2 RICK ENG. Date Received 2 61984 In response to the above referenced application for a policy of title insurance, this Company hereby reports that it is prepared to issue, or cause to be issued, as of the date hereof, a Policy or Policies of Title Insurance describing the land and the estate or interest therein hereinafter set forth, insuring against loss which may be sustained by reason of any defect, lien or encumbrance not shown - or referred to as an Exception below or not excluded from coverage pursuant to the printed Schedules, Conditions and Stipulations of said policy forms. The printed Exceptions and Exclusions from the coverage of said Policy or Policies are set forth in Exhibit A attached. Copies of the Policy forms should be read. They are available from the office which issued this report. This report (and any supplements or amendments hereto) is issued solely for the purpose of facilitating the issuance of a policy of title insurance and no liability is assumed hereby. If it is desired that liability be assumed prior to the issuance of a policy of title insurance, a Binder or Commitment should'be requested. )9/ Dated as of January 24, 1984 at 7:30 a.m. GERALD A. McDANIEL/smTITLE OFFICER BILL FOSTER The form of policy title insurance contemplated by this report is: Title to said estate or interest at the date hereof is vested in: VIRGINIA ROBERTSON, as to an undivided one-half interest; and VIRGINIA K. ROBERTSON, Trustee under Declaration of Trust dated October 8, 1976, as to an undivided 1/2 interest The estate or interest in the land hereinafter described or referred to covered by this Report is: FEE The land referred to herein is described as follows: SEE LEGAL DESCRIPTION ATTACHED At the date hereof exceptions to coverage in addition to the printed exceptions - and exclusions contained in said policy form would be as follows: SEE FOLLOWING PAGES ATTACHED nt •0 O1flL( L40. 87/4806-2 PAGE NO. 2 At the date hereof exceptions to coverage in addition to the printed exceptions and exclusions contained in said policy form would be as follows: 1. Second Installment, General and Special taxes for the fiscal year 1983-84. 2. The lien of sup'lemental taxes assessed pursuant to Chapter 498, Statutes of 1983 of the State of California. 3. An easement and right of way for public road purposes over and across Road Survey No. 682 according to Map on file in the Office of the County Surveyor, and as granted to the County of San Diego by Deed recorded June 12, 1936 in Book 521, page 230 as File No. 33744 of Official Records. Said instrument also grants the privilege and right to extend and maintain drainage structures and excavation and embankment slopes beyond the limits of said right of way where required for the construction and maintenance thereof. 4. An easement and right of way 75 feet in wid h over a portion of the herein described property for a line of poles a -i steel towers and incidental purposes as granted to San Diego Gas & E1e tric Company, in an instrument recorded June 1, 1953 in Book 4874, page 148 as File No. 74512 of Official Records. 5. An easement and right of way 75.00 feet in width over a portion of the herein described property for a line of poles and/or steel towers as granted to San Diego Gas & Electric Company in an instrument recorded June 19, 1966 as File No. 98887 of Official Records. 6. The privilege and right to extend drainage structures and excavation and embankment slopes beyond the limits of Roan Survey 1800-1 where required for the construction and maintenance of said public highway as reserved and granted in Deed recorded March 12, 1970 as File No. 44687 of Official Records. Reference is made to said instrument for further particulars. 7. An easement for drainage and incidental purposes in favor of the City of Carlsbad, recorded July 2, 1974 as File No. 74-177855 of Official Records. Reference is made to said instrument for fur her particulars. 8. An Agreement regarding public facilities fee, dated June 15, 1981, upon the terms, covenants, and conditions contained therein. EXECUTED BY AND BETWEEN: DON E. WOODWARD dba THE WOODWARD COMPANY, ELSIE M. KELLY AND VIRGINIA ROBERTSON, and THE CITY OF CARLSBAD. RECORDED: August 12, 1981 as File No. 81-256423 of Official Records. 9. Said land is also shown on Record of Survey Map No. 8927 filed in the Office of the County Recorder of San Diego County. -ORDER NO. 874806-2 PAGE NO. 3 10. An easement and right of way to facilitate public access, utility easements, storm drainage control and land use and necessary appurtenances as disclosed by Final Order of Condemnation dated February 2, 1982 and recorded February 11, 1982 as File No. 82-038531 of Official Records. 11. A Certificate of Compliance affecting ti e herein described property has been recorded March 19, 1982 as File No. 2-075418 of Official Records. 12. A financing statement filed in the Office of the County Recorder showing:- Debtor: RAUL AND MARIA SANCHEZ Secured Party: SOUTHWEST CALIFORNIA PRODUCTION CREDIT ASSOCIATION Date: April 13, 1982 File No.: 82-102059 of Official Records. Property Covered: Property containing 298.69 acres, more or less, located at 4656 El Camino Real, Carlsbad, California, more particularly described as Lots "E' and "I" of RANCHO AGUA HEDIONDA, according to Map thereof No. 823, filed in the Office of the County Recorder of said County. 13. A financing statement filed in the Office of the County Recorder, .showing: Debtor: FRANCISCO VALDIVIA Secured Party: SOUTHLAND PRODUCE CO. dba KEYSTONE PRODUCE CO. Date: September 14, 1982 File No.: 82-284391 of Official Records - Property Covered: portion of Lot 'E"-Rancho Agua Hedionda consisting of approximately 63 acres. 14. An easement to erect, construct, reconstruct, replace, repair, maintain and use a pipeline or pipelines for any and all purposes, together with their necessary fixtures and appurtenances, including but not limited to, conduits, and cables for power transmission and communication purposes and incidental purposes in favor of Costa Real Municipal Water District, its successors and assigns, recorded September 15, 1982 as File No. 82-285342 of Official Records, described as follows: A strip of land 10.00 feet in width, lying 5.00 feet on each side and parallel with the following described centerline: Beginning at the Southwest corner of Carlsbad Tract No. 76-12 according to Map No. 9935, on file in the Office of the County Recorder of said County on December 16, 1980; thence North 00 °34 1 50 East along the West line of said Map No. 9935, 809.80 feet to the centerline of Tamarack Avenue; thence along said centerline South 21 °12'30 West, 74.71 feet; thence leaving said centerline North 68 °47'30" West, 42.00 feet to the Westerly right-of-way line of Tamarack Avenue; thence along said centerline North 68 °47'30" West, 22.42 feet; thence North 14 °02'49" East, 201.99 feet to the beginning of a tangent curve concave Westerly having a 250.00 foot radius; thence in a Northerly direction along said curve through a central ,ORDER NO. 874806-216 'PAGE NO. 4 angle of 3 °26'23" a length of 15.01 feet to the TRUE POINT OF BEGINNING of Parcel 'B', said point having a radial line that bears South 79 °23'34" East; thence continuing along said curve and said centerline of a 10-foot wide strip of land through a central angle of 10 °20'33" a length of 45.13 feet; thence North 0015'53" East, 120.97 feet; thence North 44 °44'07" West, 60.00 feet to the terminus of said centerline of Parcel 'B". The sidelines pf said 10-foot wide strip of land shall be extended or shortened to meet at the angle point and on a line at the TRUE POINT OF BEGINNING which bears North 89 °25'10" West. Reference is made to said instrument for further particulars. 15. The terms, covenants, an provisions of the Trust Agreement referred to in the vesting herein, ani the effect of any failure to comply with such terms, covenants, and pi visions. 16. The effect of documents, proceedings, liens, decrees or other matters which do not specifically describe said land, but which may affect the title or impose liens or encumbrances thereon. The name search necessary to ascertain the existence of such matters has not been completed and we - will require a Statement Of Information from DON E. WOODWARD. 1983-84 TAX INFORMATION: CODE AREA: PARCEL NO.: 1ST INSTALLMENT: 2ND INSTALLMENT: LAND VALUE: IMPROVEMENTS: EXEMPT: 09107 208-010-31 $3,505.12-PAID $3,505.12 PAID $616,085.00 $-O- $-O- 0 0 LEGAL DESCRIPTION ORDER NO. 874806-2 The land referred to herein is situated in the State of California, County of San Diego, and is described as follows: All that portion of Lots "E" and "I" of RANCHO AGUA HEDIONDA, in the County of San Diego, State of California, according to Partition Map thereof No. 823, filed in the Office of the County Recorder of said County, November 16, 1896, described as follows: Beginning at the Southwest corner of CARLSBAD TRACT NO. 76-12 according to Map thereof No. 9935, filed in the Office of the County Recorder of San Diego County, December 16, 1980; thence North 00 0 34 1 50 East along the West line of said Map 9935., 929.02 feet to the TRUE POINT OF BEGINNING; Thence, North 00 0 34 1 50 East 164.79 feet to a point on the North line of Lot "E" of said Map No. 823; thence, North 89 0 25 1 10" West along the North line of said Lot "E" 617.25 feet; thence continuing along the North line of Lot 'E" and the North line of Lot ,'I" of said Map No. 823 North 89 °22'43" West 2873.31 feet to a point which bears South 89 °24'24" East 76.07 feet, (South 89 °50'00" East 75.51 feet record) from the Southeast corner of EL CANINO MESA UNIT NO. 6, ACCORDING TO MAP THEREOF No. 6988, filed in the Office of the County Recorder of San Diego County, July 15, 1971; said point also being the Northeasterly corner of that 75.00 foOt easement described in Deed to the San Diego Gas and Electric Company, recorded June 16, 1966 as File No. 98887 of Official Records; thence along the Easterly and Northeasterly boundary of said easement; South 6 °0354" East 18.06 feet (South 6 °29'30" East 18.06 feet record); thence South 25041?48 East 1940.43 feet, (South 26°07 1 24" East. 1940.23 feet record); thence leaving said easement South 24 °00'43' West 252.97 feet, (South 23°34'23" West 253.69 feet record) to the beginning of a tangent 600.00 foot radius curve concave Easterly with a central angle of 18 °10'48" (18 °10 1 23" record); thence, Southerly along the arc of said curve 190.38 feet (190.31 feet record); thence South 5 °4955" East 113.39 feet, (South 5 024 1 00" West 113.03 feet record) to the beginning of a tangent 600.00 foot radius curve concave Northwesterly with a central angle of 24 °02'17, (24 °03'05" record); thence Southerly along the arc of said curve 251.72 feet, (251.87 feet record); thence Sputh 29 °52'12" West, (South 29 °27'05" West record) 58.94 feet to a point on the arc of a 1000.00 foot radius curve concave Southeasterly; a radial line to said point bears North 60007 '48" West; said point also being a point on the centerline of Tamarack Avenue at Engineers Station 1+27.14 as shown on Engineers Drawing No. U.Y. 1856 consisting of 8 sheets on file in the Office of the San Diego County, Department of Transportation; thence continuing along said centerline the following courses; thence Northeasterly along the arc of said 1000.00 foot radius curve through a central angle of 59 °08'48' a distance of 1032.30 feet; thence, North 89 °01 1 00" East 238.63 feet to the beginning of a tangent 1000.00 foot radius curve concave Northwesterly with a central angle of 33 °37'00"; thence, Easterly along the arc of said curve 586.72 feet; thence, North 55 °24 1 00" East 548.20 feet, to the beginning of a tangent 1000.00 foot radius curve concave Northwesterly with a central angle of 16 0 57 1 00'; thence, Northeasterly along the arc of said curve 295.83 o e LEGAL DESCRIPTION ORDER NO. 874806-2 feet; thence, North 38 °27'00" East 316.85 feet to the beginning of a tangent 1000.00 foot radius curve concave Northwesterly with a central angle of 17 °14'30"; thence, Northeasterly along the arc of said curve 300.92 feet; thence, North 21 °12'30" East 726.05 feet to the TRUE POINT OF BEGINNING. mw/ bp RECORDING REQUESTED BY AND ) WHEN RECORDED MAIL TO: ) ) CITY OF CARLSBAD ) 1200 Elm Avenue ) Carlsbad, California 92008 ) Space above this line for Recorder's use Documentary transfer tax: $ No fee Signature of declarant determining tax-firm name City of Carlsbad Parcel No. 2 f- O/7 AGREEMENT BETWEEN OWNER, DEVELOPER AND THE CITY OF CARLSBAD FOR THE PAYMENTOFAPUBLICFACILITIESFEE THIS AGREEMENT is entered into this 20thday of March 1984 by and between THE WOODWARD COMPANIES ,INC. (Name of Developer) a California _corporation_, hereinafter referred to as (Corporation, partnership, etc.) "Developer" whose address is 5100 Campus Drive (Street) Newport Beach, CAlifornia 92660 (City, State, Zip Code) and Virginia Robertson &Virgin±a K. Robertson, Trustee, UDT 10/8/76 - Name of Legal Owner aIndividuals _, hereinafter referred to as (Corporation, etc. ) "Owner" whose address is 4656 El Camino Real (Street) Carlsbad, CA 92008 (City, State, Zip Code) AND the CITY OF CARLSBAD, a municipal corporation of the State of California, hereinafter referred tot as "City", whose address is 1200 Elm Avenue, Carlsbad, California, 92008. Po e RECITALS WHEREAS, Owner is the owner of the real property described on Exhibit "A", attached to and made a part of this agreement, and hereinafter referred to as "Property"; and WHEREAS, the Property lies within the boundaries of City; and WHEREAS, Developer has contracted with Owner to purchase the Property and proposes a development project as follows: a PUD consistinq of 77 Sincle Family detached units, 140 garden homes, and 160 Townhomes. (conctominium.) on said Property, which development carries the proposed name of Tamarack Pointe and is hereinafter referred to as "Development"; and WHEREAS, Developer filed on the day of 19 , with the City a request for a Tentative Map, Planned Unit Development, and a Condo Permit hereinafter referred to as "Request"; and WHEREAS, the Public Facilities Element of the City General Plan requires that the City Council find that all public facilities necessary to serve a development will be available concurrent with need or such development shall not be approved (said element is on file with the City Clerk and incorporated by this reference); and WHEREAS, Developer, Owner and City recognize the correctness of Council Policy No. 17 dated April 2, 1982, on file with the -City Clerk and incorporated by this reference, and that the City's public facilities and services are at capacity and will not be available to accommodate the additional need for public facilities and services resulting from the proposed Development; and -2- PFU LL-9-99 • . WHEREAS, Developer and Owner have asked the City to find that public facilities and services will be available to meet the future needs of the Development as it is presently proposed; but the Developer and Owner are aware that the City cannot and will not be able to make any such findings without financial assistance to pay for such services and facilities; and, therefore, Developer and Owner propose to help satisfy the General Plan as implemented by Council Policy No. 17 by payment of a public facilities fee. NOW, THEREFORE, in consideration of the recitals and the covenants contained herein, the parties agree as follows: 1. The Developer and Owner shall pay to the City a public • facilities fee in an amount not to exceed 2% of the building permit valuation of the building or structures to be constructed in the Development pursuant to the Request. The fee shall be pa . id prior to the issuance of building or other construction permits for the development and shall be based on the valuation at that time. This fee shall be in addition to any fees, dedications or improvements required pursuant to Titles 18, 20 or 21 of the Carlsbad Municipal Code. Developer and Owner shall pay a fee for conversion of existing building or structures into condominiums in an amount not to exceed 2% of the building permit valuation at the time of conversion. The fee for a condominium conversionshall be paid prior to the issuance of a condominium conversion permit as provided in Chapter 21.47 of the Carlsbad Municipal Code. Condominium shall include community apartment or stock cooperative. The terms "other construction permits", "other construction permit" and "entitlement for use" as used in this agreement, except in reference to mobilehotne sites or -3- REV 4-2-82 . . projects, shall not refer to grading permits or other permits for the construction of i..nderground or .street improvements unless no other permit is necessary prior to the use or occupancy for which the development is intended. Developer and Owner shall pay to City a public facilities fee in the sum of $1,150 for each mobilehome space to be constructed pursuant to the Request. The' fee shall' be paid prior to the issuance of building or other construction permits for the development. This fee shall be in addition to any fees, dedications or improvements required according to Titles 18, 20 or 21 of the Carlsbad Municipal Code. 2. The Developer and Owner may offer to donate a site or sites for public facilities in lieu of all or part of the financial obligation agreed upon in Paragraph 1 above. If Developer and Owner offers to donate a site or sites for public facilities., the City shall consider, but is not obligated to accept the offer. The time for do,,nation and amount of credit against the fee shall be determined by City prior to the issuance of any building or other permits. Such determination, when made, shall become a part of this agreement. Sites donated under this paragraph shall not include improvements required pursuant to Titles 18 or 20 of the Carlsbad Municipal Code. 3. This agreement and the fee paid pursuant hereto are required to ensure the consistency of the Development with the City's General Plan. 'If the, fee is not paid as provided herein, the City will not have the funds to provide public facilities and services, and the development will not be consistent with the General Plan and any approval or permit for the Development shall be void. No building or other construction permit or entitlement for use shall be issued until the public facilities fee required by this agreement is paid. -4- . 4. City agrees to deposit the fees paid pursuant to this agreement 'in a public facilities fund for the financing of public facilities, when the City Council determines the need exists to provide the facilties and sufficient' funds from the payment of this and similar public facilities fees are available. 5. City agrees to provide upon request reasonable assurances to enable Developer and Owner to comply with any requirements of other public agencies as evidence of adequate public facilities and services sufficient to accommodate the needs of the Development herein described. 6. All obligations hereunder shall terminate in the event the Requests made by Developer are not approved. 7. Any notice from one party to the other shall be in writing, and shall be dated and signed by the party giving such notice or by a duly authorized representative of such party. Any such notice shall not be effective for any purpose whatsoever unless served in one of the following manners: 7.1 If notice is given to the City of personal delivery thereof, to the City or by depositing same in the United States Mail, addressed to the City at the address set forth herein, enclosed in a sealed envelope, addressed to the City for attention of the City Manager, postage prepaid and certified. 7.2 If notice is given to Developer by personal delivery thereof to Developer or by depositing the same in the United States Mail, enclosed in a sealed envelope, addressed to Developer at the address as may have been designated, postage prepaid and certified. 4 -5- REV 4-2-82 . . 8. This agreement shall be binding upon and shall inure to the benefit of, and shall apply to, the respective successors and assigns of Developer, Owner and the City, arid- references to Developer, Owner or City herein shall be deemed to be teference to and include their respective successors and assigns without specific mention of such successors and assigns. If Developer should cease to have any interest in the Property, all obligations of Developer hereunder shall terminate; provided, however,, that any successor of Developer's interest in the property shall have first assumed in writing the Developer's obligations hereunder. At such time as Owner ceases to have any interest in the Property, all obligations of Owner hereunder shall terminate; provided, however, that if any successor to the Owner's interest in the Property is a stranger to this agreement, such successor has first assumed the obligations of owner in writing in a form acceptable to City. 9. This agreement shall be recorded but shall not create a lien or security interest on the Property. When the obligations of this agreement have been satisfied, City shall record a release. I/I I/I I/I I/I -6- IN WITNESS WHEREOF, this agreement is executed in San Diego County, California as of the date first written above. OWNER:,. DEVELOPER: L Viinia Robertson - - THE WOODWARD COMPANIES, INC. • Virginia K. Robertson, Trustee, 10/8/76 ;_ TITLE Vice President BY CAT. NO. NN00627 TO 1944 CA (7-82) (Individual) STATE OF CALIFORNIA COUNTY OF SAN DIEGO SS. gey TITLE INSURANCE AND TRUST A11COR COMPANY cipal On March21,1984 before me, the undersigned, a Notary Public in and for said State, personally appeared VirginiaK. Robertson, Trustee personally known to me or proved to me on the basis of satisfactory evidence to be the person_ whose name __________ subscribed to the ____ OFFICIAL SEAL within instrument and acknowledged that _______ exe- RICKI GM C1.AVtER cuted the same. - NOTARY PUBLIC CALIFORNIA WITNESS my hand and official seal. j: DI COUNTY Co Femy mtn. expiresSEP26,1986 Signature &CLA _ae (This area for official notarial seal) I— c a 0 a E co CL uE —0 0 0 a) CU STATE OF CALIFORNIA ORANGE ISS. COUNTY OF_ onM.cIiQ,.194 . before me, the undersigned, a Notary Public in and for said State, personally appeared.. _______ Scott E. Woodward personally known to me (or proved to me on the basis of satisfactory evidence) to be the persons who executed the within instrument as _- Vice President and_Secretary, on behalf of R must be 0 0 cc the corporation therein named, and acknowledged to me that such corporation executed thewithin instrument pursuant to its by-laws or a resolution of its board of directors. WITFJES5 my hand and official seal. Signature Rosemarie LUhn I OFFICIAL SEAL ROSEMARIE LUNDBERGrnj'rz r,orARypuBLic-cAUF0RNIA I Tv RANGE GOUNiY - Mjcomm a oi Cs MAY 31, 1985 (This area for official notarial seal) 0 IN WITNESS WHEREOF, this agreement is executed in San Diego County, Ca'lifornia as of the date first written above. OWNER:. DEVELOPER: Virginia Robertson THE OODWARD COMPANIES, IN Virginia K. Robertson, Trustee, JDT 10/8/76 t &tXIL BY TITLE Vice President CAT. NO. NN00627 TO 1944 CA (7-82) BY ( _TITLE INSURANCE AND TRUST AflCOR COMPANY ' (Individual) STATE OF CALIFORNIA I COUNTY OF SAN DIEGO cipal 21, 1984 before me, the undersigned, a Notary Public in and for On March said State, personally appeared Virginia Robertson personally known to me or Id proved to me on the basis of satisfactory evidence to be the person— whose name_________ subscribed to the OF1CTAL SEAL within instrument and acknowledged that ______ exe- p cuted the same. V WITNESS my hand and official seal. Signature 'C (i4 )J 1J v-r CeczA.ra.- (This area for official notarial seal) R must be STATE OFCALIFORNIA ORANGE SS. On_ March-20, 1984 COUNTY OF before me, the undersigned, a Notary Public in and for said State, personally appeared ._änd Scott E. Woodward —.-----_-___.__ personally known to me (Or proved to me on the basis of satisfactory evidence) to be the persons who executed the within instrument Vice President and _Secretary, on behalf of the corporation therein named, and acknowledged to me that such corporation executed thewithin instrument pursuantto its by-laws or a resolution of its board of directors. - WITrJESS my hand and official seal. Signatur .7 ,. Rosemarie Lundberg OFFICIAL SEAL OtAY PUBLIC - CALIFORNIA , ORANGE GOUNTY My comm. C~Tircs MAY 31, 1985 (This area for official notarial seal) EXHIBIT 't A" LEGAL DESCRIPTION All that portion of Lots "E" and "I of RANCHO AGUE HEDIONDA, in the County of San Diego, State of California,according to Partition Map thereof No. 823, filed in the office of the County Recorder of said County, November 16, 1896. . PLNC. F,: CITY OF CARLSBAD 1200 ELM AVENUE • CARLSBAD, CALIFORNIA 92008 438-5551 RECEIVED FROM (C DATE - A/c. NO. DESCRIPTION AMOUNT FOS .9 E /7:5 /• (I mu Mgt, rill \•_ tcL:F 5'/ 496 TOTAL ow L44G F1 LC-, CT q-t CITY 01 JARLSBAD 1200 ELM AVENUE • CARLSBAD, CALIFORNIA 92008 4385551 Q - 14411 t - 37812 TOTALW - ) ADDRESS A/c. NO. DESCRIPTION AMOUNT V '4 LETTER OF AGREEMENT The Woodward Company hereby agrees to pay the City of Carlsbad $175 per month for the maintenance of landscaping improvement to Lot A of CT84-14. The agreement shall be in affect until such time as the Carlsbad Parks and Recreation Department is notified that the homeowners association has assumed the maintenance of the subject property. The effective date of this agreement is February 1, 1985. The City will bill the Woodward Company on a monthly basis for this service. TOS CITY COMCJLj) Either party has the right to terminate this agreement with 30-day written notice. PARKS AND RECREATION DIRECTOR 0940) WINE 1200 ELM AVENUE CARLSBAD, CA 92008-1989 V- CAri 4. 4I RECEIVED FEB 8 98 TELEPHONE (619) 438-5571 QIitp of Cartdab PARKS & RECREATION DEPARTMENT February 7, 1985 Mr. James K. Montgomery The Woodward Companies, Inc. 5100 Campus Drive Newport Beach, CA 92660-2198 This is to confirm our phone conversation of 2/4/85. We discussed the following items pertaining to Lot A of CT84-14 located near the intersection of Tamarack and La Portalada Street. 1) The Woodward Company will incorporate both sections of Lot A into the landscape maintenance agreement of the Homeowners Association CC&R. The landscape maintenance of both sections of Lot A shall be appro- priately spelled out in the CC&Rs and shall be approved by the City Council (as per condition 56, CT84-14). Included with the CC&R will be a statement guaranteeing that both sections of Lot A will be maintained to a clean, neat, weed-free appearance. 2) The Woodward Company will landscape the eastern portion of Lot A to the approval of the Parks and Recreation Director, prior to Final Map approval, as spelled out in condition 55, CT84-14. 3) A third subject discussed was the maintenance of the subject two acres of Lot A until such time as units are built, occupied and a homeowners association is established. City staff will continue to provide water and all necessary maintenance, and Woodward would be billed monthly for this service. Attached is the agreement. Thank you for your cooperation in this matter. Doug J. Duncanson DJD:vf Attachment c. City Manager City Attorney • PI-N6. CITY OF C. LSBAD 1200 ELM AVENUE • CARLSBAD, CALIFORNIA 92008 438-5551 RECEIVED FRO R( 1(ID 57/1/84 A rrDC A/C. NO. DESCRIPTION AMOUNT _ '17181.9 - / f t... < \W 3)18O TOTAL _7rc,w H . iii City of Carlsbad MISCELLANEOtf- :r T 1200 ELM, CARLSBAD, CA 92008 • TEL. (619) 438-5525 RECEIPT Job MISCELLANE Address Tamarack & El Camino Real E E E * PLAN CH VALUATION DEMOLITIO HOUSE MO Owner Tamarack Pointe Venture Mailing Address 5100 Campus Drive City Newport Beach I Zip 192660 Tel. (714)955-2902 Contractor The Woodward Companies, Inc. . PARKS AND Address 5100 Campus Drive El PUBLIC FA( City Zip Tel. Newport Beach I 92660 I (714)955-2902 SCHOOL FE State Lic. City S Classif. B 307446 Lic. No. 13147 Carlsbad COMPLETE FOR PLAN CHECK ONLY Encinitas San Diego LEGAL DESCFPTION CT 84-14 L San Marc i OUS FEE RECEIPT ECK FEE 01-00-00-8806 N___________________________________ VING RECREATION FEE_________________ ILITIES FEE - DISTRICT CERTIFICATE OF OCCUPANCY__..._.__ [11 TOTA FEE S( _tD WARNING. PLAN CHECK FEES. WHERE NO ACTION 11, TAKEN BY THE APPLICANT IN 180 DAYS AND NO BUILDING PE1MII IS ISSUED. ARE FORFEITED TO THE CITY. COMMENTS: ASSESSO'iE PA:-.-El NO DESCRIPTION OF WORK PLAN ID NO. DESIGNER ADDRESS 111 PHONE (714) 532-5467 CONTACT PERSON M ci lip Sigiature of /13/84 White - Applicant Yellow - File Pink - (1) Finance (2) Data Process Gold - Assessor • - IZL U'.) NO-, rtCLz4-)AV t_) y vrwr c-\_j c ry1/ \j / 23rV - rJ ¶y •4 -vcI r4v C\ r( t -, --j i->' j V 9WN C" C Zj u 0v -vrY CI '} I ry ' (1) (Vj 1/ 1J'I Q 9 1J AMMISPEC HOME INSPECTION SERVICE March 5, 1997 RE: 4381 Pavlov Avenue, San Diego Inspection #03968152 I, Matthew Bpoçe, have agreed to accept $150.00 from Jess Alvarez, dba AmeriSpec Inspection Service, as full reimbursement for repairs to the roof of the home I purchased at the above referenced address March 5, 1996. In return for this payment, I agree to absolve and release Jess Alvarez, dba AmeriSpec Inspection Service, of any further claim or legal action concerning this property. •1 2' / Matthew Booker Amerispec Inspection Service 11722 Sorrento Valley Road, Suite G San Diego, California 92121 Office: 6192591033 Fax: 6192592605 Each company independently owned and operated. 7121 AMERISPEC Ill COSTA REAL HOME INSPECTION N Im ET,. Fe -~' Wall 259-1033 LJ'L _LLJ 11722 SORRENTO VALLEY ROAD, SUITE G r SAN DIEGO, CA 92121 SAL. FORD THIS I CHECK I BALANCE I r DEPOSIT I MISSION FEDERAL CREDIT UNION SAL r P.O. BOX 261209 SAN DIEGO, CA 92126-0990 FORD OOLS I,?L''i' ?12L . L I 4., jj .AMM*SPEC ® HOME INSPECTION SERVICE March 5, 1997 Matthew Booker 4381 Pavlov Avenue San Diego, CA 92122 RE: 4381 Pavlov Avenue, San Diego Inspection #03968152 Dear Matt: As per our phone conversation of a week ago, enclosed is a general release form for a partial refund of the inspection fee we received from you in May, 1996. Please sign and return this release form and I will send a check by return mail. Regards, Jess Alvarez Owner Was Amerispec Inspection Service 11722 Sorrento Valley Road, Suite G San Diego, California 92121 Office: 6192591033 Fax: 6192592605 Each company independently owned and operated. (1 AIERISPEC® HOME lNSPECIION SERVICE March 5, 1997 RE: 4381 Pavlov Avenue, San Diego Inspection #03968152 I, Matthew Booker, have agreed to accept $150.00 from Jess Alvarez, dba AmeriSpec Inspection Service, as full reimbursement for repairs to the roof of the home I purchased at the above referenced address March 5, 1996. In return for this payment, I agree to absolve and release Jess Alvarez, dba AmeriSpec Inspection Service, of any further claim or legal action concerning this property. Matthew Booker Amerispec Inspection Service 11722 Sorrento Valley Road, Suite G San Diego, California 92121 Office: 6192591033 Fax: 6192592605 Each company independently owned and operated. I CSNO.: 8 DATE REXEDIED:_____________ ?0PLJC7 1 if..L--- L )JEST: e0lp R d c ,f fl/0 INVIRONMENTAL `J 1T OR EXCEPTED:___________________________ Posted: Prior Cliance:____ Filed: NEGATIVE DECLARATION: Published:______ Filed: Posted: (0-1- Published: _- Notice of Determination: ENVIRONdMM IT REPORT:___________ Notice of Notice of Notice of Preparation:5-/o-4 Canpietion: Determination: PLANNING COMMISSION 1. Date of Hearing: - /3 2. Publication:_____________________ 3. Notice to Property Ciners: 4. Resolution No. c9190 (Continued to:__________________________ 5. Appeal: CITY COUNCIL 1. Date of Hearing: I-.3 - 2. Notices to City Clerk: to- 3. Agenda Bill:______________________________ 4. Resolution No. Date: 5. Ordinance No. Date: Staff Report to Applicant:____________________ Resolution to Applicant:_____________________ ACTION: COMMONWEALTH LAND TITLE INSURANCE COMPANY 9 Commonwealth MEMO: 4 cJ L4 t o boo bLK - 3:3 —JL&o - 4 -Ld Aol C-0 n S PzNc. ARTICLES OF INCORPORATION TAMARACK POINTE MASTER ASSOCIATION FIRST: The name of this corporation is TAMARACK POINTE MASTER ASSOCIATION. SECOND: This corporation is a nonprofit mutual benefit corporation organized under the Nonprofit Mutual Benefit Corporation Law. The purpose of this corporation is to engage in any lawful act or activity for which a corporation may be organized under such law. THIRD: The specific and primary purposes for which this corporation is formed are to provide for the maintenance, preservation and architectural control of a detached single family housing Project located in the City of Carlsbad, County of San Diego, State of California. FOURTH: The name and business address in the State of California of this corporation's initial agent for service of process is: Scott E. Woodward The Woodward Companies 5100 Campus Drive Newport Beach, California 92660 FIFTH: The number and manner in which directors shall be chosen and removed from office, their qualifications, powers, duties, compensation, and tenure of office, the manner of filling vacancies on the board, and the manner of calling and holding meetings of directors, shall be as stated in the Bylaws. SIXTH: The authorized number, if any, and qualifica- tions of members of this corporation, the different classes of membership, if any, the property, voting and other rights and privileges of members, liability for dues and assessments and the method of collecting same, and the transfer of membership shall be as stated in the Bylaws. SEVENTH: The directors shall serve without compen- sation, and no director shall receive any pecuniary benefit as a direct result of being a director of this corporation. EIGHTH: The powers of this corporation shall be exercised, its property controlled, and its affairs conducted by the Board of Directors, as set forth in the Bylaws. NINTH: Neither the directors nor the members of this corporation shall be personally liable for the debts, liabilities, or obligations of the corporation. TENTH: Notwithstanding any of the above statements of purposes and powers, this corporation shall not, except to an insubstantial degree, engage in any activities or exercise any powers that are not in furtherance of the specific purposes of this corporation. -2- ELEVENTH: Amendment of these articles shall require the vote or written consent of a bare majority of the Board of Directors, a bare majority of the voting power of the corpora- tion, and a bare majority of the voting power of members of this corporation other than the declarant; provided, however, if the two-class voting structure is still in effect as pro- vided in the Bylaws, these articles may not be amended without the vote or written assent of a majority of each class of membership. DATED: , 1985 Scott E. Woodward I hereby declare that I am the person who executed the foregoing Articles of Incorporation, which execution is my act and deed. Scott E. Woodward -3- P1M. 1=1 Lt-: 0 BYLAWS OF TAMARACK POINTE MASTER ASSOCIATION Page ARTICLE I - NAME AND LOCATION 1 ARTICLE II - DEFINITIONS Section 2.1 - Declaration 1 Section 2.2 - Other Definitions 1 ARTICLE III - MEMBERSHIP; VOTING RIGHTS 1 ARTICLE IV - MEETINGS OF MEMBERS Section 4.1 - Annual Meetings 2 Section 4.2 - Special Meetings 2 Section 4.3 - Organizational Meeting of Members 2 Section 4.4 - Place of Meetings 2 Section 4.5 - Notice of Meetings 2 Section 4.6 - Quorum 2 Section 4.7 - Proxies 3 Section 4.8 - Order of Business 3 Section 4.9 - Parliamentary Procedure 3 Section 4.10 - Action Without Meeting 3 ARTICLE V - SELECTION AND TERM OF OFFICE OF BOARD Section 5.1 - Number 4 Section 5.2 - Term of Office 4 Section 5.3 - Compensation 4 Section 5.4 - Indemnification of Directors, Officers and Employees 4 ARTICLE VI - NOMINATION, ELECTION AND REMOVAL OF DIRECTORS Section 6.1 - Nomination 5 Section 6.2 - Initial Homeowner Representation 5 Section 6.3 - Election 5 Section 6.4 - Cumulative Voting 5 Section 6.5 - Removal 5 Section 6.6 - Vacancies 6 ARTICLE VII - MEETING OF DIRECTORS Section 7.1 - Regular Meetings Section 7.2 - Special Meetings .0 BYLAWS (Continued) Page Section 7.3 - Organization Meeting of Board 6 Section 7.4 - Quorum 7 Section 7.5 - Board Action Without a Meeting 7 Section 7.6 Adjournment 7 Section 7.7 - Conduct of Meetings 7 Section 7.8 - Right of Members to Attend 7 Section 7.9 - Executive Sessions 7 ARTICLE VIII - POWERS AND DUTIES OF THE BOARD OF DIRECTORS Section 8.1 - Powers B Section 8.2 - Duties 8 Section 8.3 - Budgets and Financial Statements 8 ARTICLE IX - OFFICERS AND THEIR DUTIES Section 9.1 - Enumeration of Officers 9 Section 9.2 - Election of Officers 9 Section 9.3 - Term 10 Section 9.4 - Special Appointments 10 Section 9.5 - Resignation and Removal 10 Section 9.6 - Vacancies 10 Section 9.7 - Multiple Offices 10 Section 9.8 - Duties 10 ARTICLE X - COMMITTEES 11 ARTICLE XI - BOOKS AND RECORDS Section 11.1 - Inspection and Copying 11 Section 11.2 - Rules and Regulations 11 Section 11.3 - Rights of Directors 12 ARTICLE XII - ASSESSMENTS 12 ARTICLE XIII - AMENDMENTS 12 ARTICLE XIV - MISCELLANEOUS Section 14.1 - Fiscal Year Section 14.2 - Corporate Seal Section 14.3 - Conflict Section 14.4 - Proof of Membership Section 14.5 - Absentee Ballots 13 13 13 13 13 BYLAWS OF TAMARACK POINTE MASTER ASSOCIATION ARTICLE I NAME AND LOCATION The name of the corporation is TAMARACK POINTE MASTER ASSOCIATION (hereinafter referred to as the "Master Association"). The principal office of the corporation shall be located within the covered property (as hereinafter defined) or as close thereto as practicable, in the City of Carlsbad, County of San Diego, State of California. ARTICLE II DEFINITIONS Section 2.1 Declaration. The "Declaration" shall mean the Declaration of Covenants, Conditions, and Restrictions for Tamarack Pointe Master Association, San Diego County, California, and any amendments and Supplemental Declarations thereto. Section 2.2 Other Definitions. Each and every definition set forth in Article I of the Declaration shall have the same meaning herein. ARTICLE III MEMBERSHIP; VOTING RIGHTS The qualification for membership, the class of membership and the voting rights of members shall be as set forth in Article II of the Declaration. 3 ARTICLE IV MEETINGS OF MEMBERS Section 4.1 Annual Meetings. Annual meetings of the members shall be held on such date and at such time as the board of directors shall determine from time to time; provided, however, that the first of said annual meetings shall not commence until subsequent to the organizational meeting as set forth in Section 4.3 of this Article IV. Section 4.2 Special Meetings. A special meeting of the members shall be promptly called by the board upon: (a) The vote for such a meeting by a majority of a quorum of the board, or (b) Receipt of a written request for a special meeting signed by members representing at least five percent (5%) of the total voting power of the Master Association. Section 4.3 Organizational Meeting of Members. The organizational meeting of the members shall be deemed to be a special meeting, and shall be held within forty-five (45) days after the closing of the sale of the residence which represents the fifty- first percentile (51%) interest authorized for sale under the first public report for any portion of the covered property, but in no event shall the meeting be held later than six (6) months after the close of escrow of the first residence in the development. Section 4.4 Place of Meetings. Meetings of the mem- bers shall be held within the covered property or at a meeting place as close thereto as possible. Unless unusual conditions exist, meetings shall not be held outside San Diego County. Section 4.5 Notice of Meetings. Written notice of regular and special meetings shall be given to members by the board by mailing a copy of such notice, postage prepaid, not less than 10 nor more than 90 days before the date of any meeting to each member entitled to vote thereat, addressed to the member's address last appearing on the books of the Master Association, or supplied by such member to the Master Association for the purpose of notice. Such notice shall specify the place, day and hour of the meeting, and, in the case of a special meeting, the nature of the business to be undertaken. Section 4.6 Quorum. The presence at any meeting in person or by proxy of members entitled to cast at least fifty-one percent (51%) of the total votes of all members of the Master Association shall constitute a quorum. In the absence of a quorum, a majority of those present in person or by proxy may adjourn the meeting to another time, but may not transact any other business. An adjournment for lack of a quorum by those in attendance shall be to a date not less than five (5) days and not more than thirty (30) -2- days from the original meeting date. The quorum for an adjourned meeting shall be twenty-five percent (25%) of the total voting power of the Master Association. If a time and place for the adjourned meeting is not fixed by those in attendance at the original meeting or if for any reason a new date if fixed for the adjourned meeting after adjournment, notice of the time and place of the adjourned meeting shall be given to members in the manner prescribed for regular meetings. Section 4.7 Proxies. Every member entitled to vote shall have the right to do so either in person, 'or by a written proxy executed by such member, and filed with the secretary of the Master Association; provided, that no such proxy shall be valid after the expiration of eleven (11) months from the date of its execution. Every proxy shall be revocable and shall automatically cease when the ownership interest or interests of such member en- titling him to membership in the Master Association ceases. Section 4.8 Order of Business. The order of business of all meetings of the members shall be as follows: (a) Roll call; (b) Proof of notice of meeting or waiver of notice; (c) Reading of: minutes of preceding meeting; (d) Reports, of board and officers; (e) Election of directors, if any are to be elected; (f) Unfinished business; and (g) New business. Section 4.9 Parliamentary Procedure. All questions of parliamentary procedure shall be decided in accordance with Roberts Rules of Order. Section 4.10 Action Without Meeting. Any action which may be taken by the vote of members at a regular or special meeting., except the election of directors where cumulative voting is allowable, may be taken without a meeting if done in compliance with the provi- sions of Section 7513 of the Corporations Code. -3-. 5 ARTICLE V SELECTION AND TERM OF OFFICE OF BOARD Section 5.1 Number. The affairs of the Master Associa- tion shall be managed by a board of five (5) directors, who are required to be members of the Master Association. Section 5.2 Term of Office. Until the holding of the organizational meeting of the members, the board shall consist of the incorporator of the Master Association. At the organizational meeting of members, the members shall elect three (3) directors to serve for a term commencing at the close of the organizational meeting and continuing until the following first annual meeting, and two (2) directors to serve for a term commencing at the close of the organizational meeting and continuing until the following second annual meeting. At the expiration of the initial term of office of each respective director, his successor shall be elected to serve for a term of two (2) years, commencing immediately follow- ing the annual meeting of members, and expiring two (2) annual meet- ings thereafter. Section 5.3 Compensation. : No director shall receive compensation for any service he may render to the Master Association. However, any director may be reimbursed for his actual expenses incurred in the performance of his duties. Section 5.4 Indemnification of Directors, Officers and Employees. Except to the extent prohibited by then applicable law, the Master Association shall reimburse, indemnify and hold harmless each present and future director, officer and employee of the Master Association from and against all loss, cost, liability and expense which may be imposed upon or reasonably incurred by him, including reasonable settlement payments, in connection with any claim, action, suit or proceeding, or threat thereof, made or instituted, in which he may be involved or be made a party by reason of his being or having been a director, officer or employee of the Master Association or such other Master Association, or by reason of any action alleged to have been taken or omitted by him in such capacity, if a disinterested majority of the board of the Master Association (or, if a majority of the board is not disinterested, then independent legal counsel) determines in good faith that such person was acting in good faith) (a) within what he reasonably believed to be the scope of his authority or employment, and (b) for a purpose which he reasonably believed to be in the best interests of the Master Association. The right of indemnification provided in this Section shall inure to each person referred to in this section, and in the event of his death shall extend to his legal representatives. The right of indemnification provided in this Section shall not be exclusive of -4- 4 any other rights to which any such person, or any other individual, may be entitled as a matter of law (including, without limitation, his rights under section 7237 of the California Corporations Code), or under any agreement, vote of directors or stockholders or otherwise. ARTICLE VI NOMINATION, ELECTION AND REMOVAL OF DIRECTORS Section 6.1 Nomination. Nomination for election to the board shall be made by a nominating committee. Nominations may also be made from the floor at the annual meeting of members. The nominating committee shall consist of a chairman, who shall be a member of the board, and two or more members of the Master Associa- tion. The nominating committee shall be appointed by the board subsequent to each annual meeting of the members, to serve from the close of such annual meeting until the close of the next annual meeting. The nominating committee shall make as many nominations for election to the board as it shall, in its discretion, determine but not less than the number of vacancies that are to be filled. All such nominations must be made from among members. Section 6.2 Initial Homeowner Representation. Not less than twenty percent (20%) of the representatives on the board shall be elected solely by the votes of owners other than the Declarant at any election in which the Declarant retains a majority of the voting power of the Master Association. Section 6.3 Election. Election to the board and removal therefrom shall be by secret written ballot. At any 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. The persons receiving the largest number of votes shall be elected, except as is otherwise provided in Section 6.2. Section 6.4 Cumulative Voting. Cumulative voting in the election of directors shall be prescribed for all elections in which more than two positions on the board are to be filled subject only to the procedural prerequisites to cumulative voting prescribed in Section 7615(b) of the Corporations Code. Section 6.5 Removal. Any director may be removed from the board with or without cause by a majority vote of the members of the Master Association; provided, however, that unless the entire board is removed, an individual director shall not be removed prior to the expiration of his term of office if the votes cast against removal would be sufficient to elect the board member if voted cumulatively at an election at which the same total number of votes were cast and the entire number of directors authorized at the time of the most recent election of the board members were then being elected. Notwithstanding the foregoing provisions, any director appointed pursuant to Section 6.2 may be removed from office prior -5- 7 to the expiration of his term of office only by the vote of at least a simple majority of the voting power residing in members other than Declarant. Section 6.6 Vacancies. In the event of death or resignation of a director, his successor shall be elected by the remaining members of the board and shall serve for the un- expired term of his predecessor. The remaining members of the board shall not, however, have the power to reappoint the removed director or directors. ARTICLE VII MEETING OF DIRECTORS Section 7.1 Regular Meetings. Regular meetings of the board shall be held monthly within the covered property at such time as may be fixed from time to time by resolution of the board. Should said meeting fall upon a legal holiday, then that meeting shall be held at the same time on the next day which is not a legal holiday. Notice of the time and place of a regular meeting shall be posted at a prominent place or places within the cpmmunity facilities and shall be communicated to board members not less than four days prior to the meeting; provided, however, that notice of a meeting need not be given to any board member who has signed a waiver of notice or a written consent to holding of the meeting. Section 7.2 Special Meetings. Special meetings of the board may be called by written notice signed by the president of the Master Association or by any two members of the board other than the president. The notice shall specify the time and place of the meeting and the nature of any special business to be considered. Notice shall be posted in a manner prescribed for notice of regular meetings and shall be sent to all board members not less than seventy-two (72) hours prior to the scheduled time of the meeting; provided, however, that notice of the meeting need not be given to any board member who signed a waiver of notice or a writ- ten consent to holding of the meeting. Section 7.3 Organization Meeting of Board. The first meeting of a newly elected board shall be an organizational meet- ing and shall be held within ten (10) days of election of the board, at such place as shall be fixed and announced by the direc- tors at the meeting at which such directors were elected for the purpose of organization, election of officers and the transaction of other business. No notice shall be necessary to the newly elected directors in order legally to constitute such meeting, provided a majority of the whole board shall be present when the time and place are. announced. -6- 8 Section 7.4 Quorum. A majority of the number of directors shall constitute a quorum for the transaction of busi- ness. Every act or decision done or made by a majority of the directors present at a duly held meeting at which a quorum is present shall be regarded as the act of the board, unless a greater number be required by law or by the articles of incor- poration or by the declaration. Section 7.5 Board Action Without a Meeting. The board may take actions without a meeting if all of its members consent in writing to the action to be taken. If the board re- solves by unanimous written consent to take action, an explana- tion of the action taken shall be posted at a prominent place or places within the common area within three days after written consent of all directors has been obtained. Section 7.6 Adjournment - Notice. A quorum of the directors may adjourn any directors' meeting to meet again at a stated day and hour. Notice of the time and place of hold- ing an adjourned meeting shall be given to all directors. In the absence of a quorum, a majority of the directors present at any directors' meeting, either regular or special, may adjourn from time to time until the time fixed for the next regular meet- ing of the board. Section 7.7 Conduct of Meetings. The president, or in his absence, any director selected by the directors pres- ent, shall preside at meetings of the board. The secretary of the Master Association, or in his absence, any person appointed by the presiding officer, shall act as secretary of the board. Section 7.8 Right of Members to Attend. Regular and special meetings of the board shall be open to all members of the Master Association; provided, however, that Master Association members who are not on the board may not participate in any deliberance or discussion unless expressly so authorized by the vote of a majority of a quorum of the board. Section 7.9 Executive Sessions. The board may, with the approval of a majority of a quorum of its members, adjourn a meeting and reconvene in executive session to discuss and vote upon personnel matters, litigation in which the Master Association is or may become involved and orders of business of a similar nature. The nature of any and all busi- ness to be considered in executive session shall first be an- nounced in open session. Orim II ARTICLE VIII POWERS AND DUTIES OF THE BOARD OF DIRECTORS Section 8.1 Powers. The board shall have all powers conferred upon the Master Association as set forth herein and in the Declaration, excepting only thOse powers expressly reserved to members. Section 8.2 Duties. It shall be the duty of the board to: (a) Cause to be kept a complete record of all acts and corporate affairs and to present a statement thereof to the members at each annual meeting of the members, or at any special meeting when such statement is requested in writing by one-fourth (1/4) of the Class A members who are entitled to vote. (b) Supervise all officers, agents and employees of the Master Association, and to see that their duties are properly performed. (C) Delegate its powers as provided in this Declaration. Section 8.3 Budgets and Financial Statements. The board shall cause to be regularly prepared and distributed to all members regardless of the number of members or the amount of assets of the Master Association as follows: (a) A budget consisting of at least the following information for each fiscal year shall be distributed not less than forty-five (45) days prior to the beginning of the fiscal year: (i) Estimated revenue and expenses on an accrual basis. (ii) The amount of the total cash reserves of the Association currently available for replacement or major repair of any facilities and for contingencies. (iii) An itemized estimate of the remaining life of, and the methods of funding to defray repair, replacement or additions to major components of any facilities for which the Association is responsible. (iv) A general statement setting forth the procedures used by the governing body in the calculation and establishment of reserves to defray the costs of repair, replacement or additions to major components of any facilities for which the Association is responsible. 10 (b) A balance sheet---as of an accounting date which is the last day of the month closest in time to six (6) months from the date of closing of the first sale of a lot in the development---and an operating statement for the period from the date of the first closing to the said accounting date, shall be distributed within sixty (60) days after the accounting date. This operating statement shall include a schedule of assessments received and receivable identified by the number of the sub- division interest and the name of the entity assessed. (c) An annual report consisting of the following shall be distributed within one hundred-twenty (120) days after the close of the fiscal year: (i) A balance sheet as of the end of the fiscal year. (ii) An operating (income) statement for the fiscal year. (iii) A statement of changes in financial position for the fiscal year. For any fiscal year in which the gross income to the Association exceeds $75,000, a copy of the review of the annual report prepared in accordance with generally accepted' accounting principles by a licensee of the California State Board of Accountancy shall also be distributed. If the report referred to in (c) above is not prepared by an independent accountant, it shall be accompanied by the certificate of an authorized officer of the Association that the statements were prepared without independent audit or review from the books and records of the Association. In addition to financial statements, the governing body shall annually distribute within sixty (60) days prior to the beginning of the fiscal year a statement of the Association's policies and practices in enforcing its remedies against members for defaults in the payment of regular and special assessments including the recording and foreclosing of liens against members' subdivision interests. ARTICLE IX OFFICERS AND THEIR DUTIES Section 9.1 Enumeration of Officers. The officers of the Master Association shall be a president and vice president, who shall at all times be members of the board, a secretary, and a treasurer, and such other officers as the board may from time to time by resolution create. Section 9.2 Election of Officers. The election of officers shall take place at the organizational meeting of the board following each annual meeting of the members. I 11 Section 9.3 Term. The officers of this Master Asso- ciation shall be elected annually by the board and each shall hold office for one (1) year unless he shall sooner resign, or shall be removed, or shall otherwise be or become disqualified to serve. Section 9.4 Special Appointments. The board may elect such other officers as the affairs of the Master Associa- tion may require, each of whom shall hold office for such period, have such authority, and perform such duties as the board may, from time to time, determine. Section 9.5 Resignation and Removal. Any officer may be removed from office with or without cause by the board. Any officer may resign at any time after giving written notice to the board, the president or the secretary. Such resignation shall take effect on the date of receipt of such notice or at any later time specified therein, and unless otherwise specified therein, the acceptance of such resignation shall not be necessary to make it effective. Section 9.6 Vacancies. A vacancy in any office may be filled by appointment by the board. The officer appointed to such vacancy shall serve for the remainder of the term of the officer he replaces. Section 9.7 Multiple Offices. The offices of the secretary and treasurer may be held by the same person. No per- son shall simultaneously hold more than one of any of the other offices except in the case of special offices created pursuant to Section 9.4. Section 9.8 Duties. The duties of the officers are as follows: Prsi dnt (a) The president shall preside at all meetings of the board, shall see that orders and resolutions of the board are carried out, shall sign all leases, mortgages, deeds and shall co-sign all promissory notes. Vice-President (b) The vice president shall act in the place and stead of the president in the event of his absence, inability or refusal to act, and shall perform such other duties as may be required of him by the board. Secretary (c) The secretary shall record the votes and keep the minutes of all meetings and proceedings of the board and -10- 121 of the members, shall keep the corporate seal of the Master Associa- tion and affix it on all papers requiring said seal, shall serve notice of meetings of the board and of the members, shall keep ap- propriate current records showing the members of the Master Associa- tion together with their addresses, and shall perform such other duties as required by the board. Trcsurr (d) The treasurer shall be responsible for receiving and depositing in appropriate bank accounts all monies of the Master Association and shall be responsible for disbursing such funds as directed by resolution of the board, shall co-sign all promissory notes of the Master Association, shall keep proper books of account, shall prepare budgets and financial statements on behalf of the Master Association, and shall perform such other duties as required by the board. ARTICLE X COMMIS The Master Association shall appoint a nominating com- mittee as provided in these bylaws. In addition, the board shall appoint such other committees as it deems appropriate in order to carry out its purpose. ARTICLE XI BOOKS AND RECORDS Section 11.1 Inspection and Copying. The member- ship register, books of account and minutes of meetings of the members, of the board and of committees of the board of the Master Association shall be made available for inspection and copying by any member of the Master Association--or by his duly appointed representative--at any reasonable time and for a pur- pose reasonably related to his interest as a member, at the office of the Master Association or at such other place within the covered propertyas the board shall prescribe. Section 11.2 Rules and Regulations. The board shall establish reasonable rules with respect to: (a) Notice to be given to the custodian of records by the member desiring to make the inspection. (b) Hours and days of the week when such an inspection may be made. (c) Payment of the cost of reproducing copies of docu- ments requested by a member. -11- 131 Section 11.3 Rights of Directors. Every director shall have the absolute right at any reasonable time to inspect all books, records and documents of the Master Association and the physical properties owned or controlled by the Master Asso- ciation. The right of inspection by a director includes the right to make extracts and copies of documents. ARTICLE XII ASSESSMENTS As more fully provided in the Declaration, each member is obliged to pay to the Master Association certain assessments which are secured by a continuing lien upon the property against which the assessment is made. Any assessments which are not paid when due shall be delinquent and subject to a late charge in an amount as determined by the Master Association from time to time which charge shall not exceed the maximum amount permitted under the laws of California. If the assessment is not paid when due, it shall bear interest from the date of delinquency at the high- est rate permitted under California law. The Master Association shall have the right to impose monetary penalties, temporary suspensions of an owner's rights as a member of the Master Asso- ciation or other appropriate discipline for failure to comply with the governing instruments provided that the procedures for notice and hearing, satisfying the minimum requirements of Section 7341 of the Corporations Code, are followed with respect to the accused member before a decision to impose discipline is reached. The Master Association may bring an action at law against the owner personally obligated to pay the same or fore- close the lien against the property, and interest, costs and actual attorneys' fees of any such action shall be added to the amount of such assessment. No owner may waive, or otherwise be relieved of liability for the assessments provided for herein by non-use of the community facilities or abandonment of his residence. ARTICLE XIII AMENDMENTS These bylaws may be amended, at a regular or special meeting of the members, by the vote or written assent of: (a) At least a bare majority of a quorum of the voting power of the Master Association; and (b) At least a bare majority of the votes of the members other than the Declarant. -12- 'SI Notwithstanding the above, the percentage of a quorum or of the voting power of the Master Association or of members other than the Declarant necessary to amend a specific clause or provision in these bylaws shall not be less than the prescribed percentage of affirmative votes required for action to be taken under that clause. ARTICLE XIV MISCELLANEOUS Section 14.1 Fiscal Year. The fiscal year of the Master Association shall be determined by the Board of Directors, except that the first fiscal year shall begin on the date of incorporation of the Master Association. Section 14.2 Corporate Seal. The Master Association shall have a seal in the circular form, containing the name of the Master Association, and "Incorporated 1985," and "California." Section 14.3 Conflict. In the case of any conflict between the articles and these bylaws, the articles shall control; and in the case of any conflict between the Declaration and these bylaws, the Declaration shall control. Section 14.4 Proof of Membership. No person shall exercise the rights of membership in the Master Associa- tion until satisfactory proof thereof has been furnished to the secretary. Such proof may consist of either a copy of recorded deed or title insurance policy showing said person to be the owner of a residence in the covered property entitling him to membership. Such deed or policy shall be deemed conclusive in the absence of a conflicting claim based on a later deed or policy. Section 14.5 Absentee Ballots. The board may take such provisions as it may consider necessary or desir- able for absentee ballots. -13- 151 CERTIFICATE OF ADOPTION OF BYLAWS The undersigned person appointed in the articles to act as the incorporator of the above named corporation hereby adopts the same as the bylaws of said corporation. Executed this day of , 1985. SCOTT E. WOODWARD -14- "I PL.N. ppLE; CT et.I-Fy DECLARATION OF COVENANTS, CONDITIONS AND RESTRICTIONS FOR TAMARACK POINTE MASTER ASSOCIATION PAGE ARTICLE I - DEFINITIONS 3-7 ARTICLE II - MEMBERSHIP Section. 2-01 - Membership 8 Section 2-02 - Transfer 8 Section 2-03 - Voting Rights . 8 Section-2-04 - Classes of Voting Membership 8 Section 2-05 - Special Voting Rights of Members-Other Than Declarant 9 Section 2-06 - Approval of All Members . 9 ARTICLE III - COVENANT FOR ASSESSMENTS Section 3-01 - Creation of the Lien and Personal Obligation 11 of Assessments Section 3-02 - Purpose of Assessments 11 Section 3-03 - Regular Assessments 11 Section 3-04 - Uniform Assessment 13 Section 3-05 - Certificate of Payment 13 Section 3-06 - Exempt Property 13 Section 3-07 - Special Assessments 13 Section 3-08 - Date of Commencement of Regular Assessments 14 Section 3-09 - No Offsets 14 Section 3-10 - Homestead Waiver 14 Section 3-11 - Reserves 15 ARTICLE IV - NONPAYMENT OF ASSESSMENTS Section 4-01 - Delinquency Section 4-02 - Noticeof Lien Section 4-03 - Foreclosure Sale Section 4-04 - Curing of Default Section 4-05 - Cumulative Remedies 16 16 16 17 17 DECLARATION OF COVENANTS, CONDITIONS AND RESTRICTIONS FOR THE TAMARACK POINTE MASTER ASSOCIATION PAGE ARTICLE V - ARCHITECTURAL AND LANDSCAPE CONTROL Section 5-01 - Appointment of Architectural Committee 18 Section 5-02 - General Provisions 18 Section 5-03 - Approval and Conformity of Plans 19 Section 5-04 - Nonhiability for Approval of Plans 19 Section 5-05 - Appeal 19 Section 5-06 - Inspection and Recording of Approval 19 Section 5-07 - Nonapplicability to Community Facilities 20 Section 5-08 - Nonapplicability to Condominiums 20 Section 5-09 - Improvement of Condominium Common Area 20 ARTICLE VI - DUTIES AND POWERS OF THE MASTER ASSOCIATION Section 6-01 - General Duties and Powers of the Master 21 Association Section 6-02 - General Duties of the Master Association 21 Section 6-03 - General Powers of the Master Association 22 Section 6-04 - General Limitations and Restrictions on 23 the Powers of the Board Section 6-05 - Association Rules 24 Section 6-06 - Emergency Powers 24 ARTICLE VII -REPAIR AND MAINTENANCE Section 7-01 - Repair and Maintenance by Master Associa- 25 tion Section 7-02 - Repair and Maintenance by Owner 25 Section 7-03 - Standards for Maintenance and Installation 25 Section 7-04 - Right of Entry 25 ARTICLE VIII -- INSURANCE Section 8-01 - Types 26 Section 8-02 - Waiver by Members 26 Section 8-03 - Other Insurance; Annual Review 27 Section 8-04 - Premiums, Proceeds and Settlement 27 Section 8-05 - Federal Requirements 27 ARTICLE IX - DESTRUCTION OF COMMUNITY FACILITIES Section 9-01 - Duty of Master Association 28 Section 9-02 - Automatic Reconstruction 28 Section 9-03 - Vote of Members 28 DECLARATION OF COVENANTS, CONDITIONS AND RESTRICTIONS FOR THE TAMARACK POINTE MASTER ASSOCIATION PAGE ARTICLE X - EMINENT DOMAIN Section 10-01 - Definition of Taking 29 Section 10-02 - Appointment of Board 29 Section 10-03 - Procedure on Taking - 29 Section 10-04 - Inverse Condemnation 29 ARTICLE XI - USE RESTRICTIONS Section 11-01 - Commercial Use 30 Section 11-02 Signs 30 Section 11-03 - Nuisance 30 Section 11-04 - Temporary Structures 30 Section 11-05 - Recreational Vehicles 30 Section 11-06 - Animals 30 Section 11-07 - Oil and Mineral Rights 31 Section 11-08 - Unsightly Items 31 Section 11-09 - Antennas 31 Section 11-10 - Drainage 31 Section 11-11 - Garages 31 Section 11-12 - Window Covers 32 Section 11-13. - Commercial Vehicles 32 Section 11-14 - Single-Family Residential 32 Section 11-15 - Repair of Vehicles 32 Section 11-16 - Pests 32 Section 11-17 - Solar Systems 32 Section 11-18 - Slopes 32 Section 11-19 - Rubbish Removal 32 Section 11-20 - Clothes Drying Facilities 32 Section 11-21 - Maintenance of Lawns and Plantings 33 ARTICLE XII - RIGHTS OF ENJOYMENT Section 12-01 - Members' Right of Enjoyment - 34 Section 12-02 - Delegation of Use 34 Section 12-03 - Waiver of Use .34 ARTICLE XIII - EASEMENTS Section 13-01 - Amendment to Eliminate Easements . 35 Section 13-02 - Nature of Easements 35 Section 13-03 - Rights and Duties: Utilities and Cable 35 Television Section 13-04 - Utilities 35 Section 13-05 - Cable Television 35 Section 13-06 - Utilities Shown on Tract Map 36 Section 13-07 - Construction and Sales 36 Section 13-08 - Slopes 36 Section 13-09 - Easements for Certain Residences 36 Section 13-10 - Community Facilities Easements 36 Section 13-11 - Master Association Rights 36 1 DECLARATION OF COVENANTS, CONDITIONS AND RESTRICTIONS *'OR THE TAMARACK POINTE MASTER ASSOCIATION ARTICLE XIV ANNEXATIONS Development of the Covered Property Supplementary Declarations Annexation Without Approval and ,P to General Plan Annexation Pursuant to Approval Mergers of Consolidations Limitation Upon Annexation Expanstion of Association Members Improvements on Future Phases of Development Section 14-01 - Section 14-02 - Section 13-03 - Section 14-04 - Section 14-05 - Section 14-06 - Section 14-07 - Section 14-08 - ARTICLE XV - RIGHTS OF MORTGAGEES Section 15-01 - Section 15-02 - Section 15-03 - Section 15-04 - Section 15-05 - Section 15-06 - Section 15-07 - Section 15-08 - Section 15-09 - Section 15-10 - Section 15-11 - Applicability Notification of Default to Lender Exemption from Unpaid Assessment Prohibited Actions Without Owner Right to Operating Information Priority Rights of Lenders Damage, Destruction Payment of Delinquent Taxes and C Reserve Fund Insurance Effect of Breach ARTICLE XVI - GENERAL PROVISIONS Section 16-01 Section 16-02 Section 16-03 Section 16-04 Section 16-05 Section 16-06 Section 16-07 Section 16-08 Section 16-09 Section 16-10 Section 16-11 Section 16-12 Section 16-13 Section 16-14 Section 16-15 Section 16-16 Section 16-17 Enforcement No Waiver Cumulative Remedies Severability Covenants to Run with the Land; Term- Construction Singular Includes Plural Nuisance Attorneys' Fees Notices Obligation of Declarant Effect of Declaration Personal Covenant Nonliability of Officials Enforcement of Bonded Obligations Construction by Declarant Amendments PAGE 37 37 37 38 38 38 39 39 40 40 40 40 41 41 41 41 42 42 42 43 43 43 43 43 44 44 44 44 44 45 45 45 45 45 46 47 ARTICLE XVII - AUTOMATIC AMENDMENTS AND OTHER EF FEDERAL PROGRAMS - Section 17-01 - Amendments to Conform with Mortgagee 48 Requirements RECORDING REQUESTED BY.AND WHEN RECORDED NAIL TO: TAMARACK POINTE VENTURE 5100 Campus Drive Newport Beach, California 92660 Attn: Scott Woodward DECLARATION OF COVENANTS, CONDITIONS AND RESTRICTIONS FOR TAMARACK POINTE MASTER ASSOCIATION SAN DIEGO COUNTY, CALIFORNIA THIS DECLARATION is made this day of , 1985, by TAMARACK POINTE VENTURE, a California joint venture ("De- clarant"). RECITALS: A. Declarant is the fee owner of the real property described in Exhibit "A" to this Declaration, which shall be the initial Covered Property under this Declaration ("Covered Property"), and the real property which hereafter from time to time is annexed pursuant to this Declaration and thereby becomes a part of the Covered Property. B. Declarant has deemed it desirable to establish covenants, conditions and restrictions upon the Covered Prop- erty and each and every portion thereof, which -will constitute a general scheme for the management of the Covered Property, and for. the use, occupancy and enjoyment thereof, all for the purpose of enhancing and protecting the value, desirability and attractiveness of the Covered Property and enhancing the quality of life within the Covered Property. C. It is desirable for the efficient management of the Covered Property, and the preservation of the value, desira- bility and attractiveness of the Covered Property to create a corporation to which shall be delegated and assigned the powers of managing the Covered Property, maintaining and administering the Community Facilities and administering and enforcing these covenants, conditions and restrictions and collecting and disbursing funds pursuant to the assessments and charges hereinafter created and referred to and to perform such other acts as shall generally benefit the residents of the Covered Property. 4II:I:I1 D. Tamarack Pointe Master Association, a nonprofit, mutual benefit corporation, has been incorporated under the laws of the State of California for the purpose of exercising the powers and functions aforesaid. E. Declarant will hereafter hold and convey title to all of the Covered Property subject to certain protective covenants, conditions and restrictions hereafter set forth. NOW, THEREFORE, Declarant hereby covenants, agrees and declares that all of its interest as the same may from time to time appear in the Covered Property shall be held and conveyed subject to the following covenants, conditions, restrictions and easements which are hereby declared to be for the benefit of said interests in the Covered Property, and the owners of said interests, their successors and assigns.. These cove- nants, conditions, restrictions and easements shall run with said interests and shall be binding upon all parties having or acquiring any right or title in said interests or any part thereof, and shall inure to the benefit of each owner thereof and are imposed upon said interests and every part thereof as a servitude in favor of each and every of said interests as the dominant tenement or tenements. -2- ARTICLE I Definitions Unless the context clearly indicates otherwise, the following forms used in this Declaration are defined as follows: Section 1-1. "Architectural Committee" shall mean and refer to the committee or committees provided for in the Article hereof entitled "Architectural Control." Section 1-2. "Articles" and "Bylaws" shall mean and refer to the Articles of Incorporation and Bylaws of the Master Associa- tion as the same may from time to time be duly amended. The Articles, Bylaws and this Declaration may also be referred to herein or in the Articles and Bylaws as "Governing Instruments." Section 1-3. "Assessments" - The following meanings shall be given to the Assessments hereinafter defined: "Regular Assessment" shall mean the amount which is to be paid by each Member to the Master Association for Common Expenses. "Special Assessment" shall mean a charge against a particular Owner and his Residence, directly attributable to the Owner, to reimburse the Master Association for costs incurred in bringing the Owner and his Residence into compliance with the provisions of this Declaration, the Articles, Bylaws or Asso- ciation Rules, or any other charge designated as a Special Assessment in.this Declaration, the Articles, Bylaws, or Association Rules, together with attorney's fees and other charges payable by such Owner, pursuant to the provisions of this Declaration, plus interest thereon as provided for in this Declaration. "Reconstruction Assessment" shall mean a charge against each Member and his Residence representing a portion of the cost to the Master Association for reconstruction of any portion or portions of the Community Facilities pursuant to the pro- visions of this Declaration. -3- - - -- Section 1-4. "Association Rules" shall mean rules adopted by the Master Association pursuant to the Article hereof entitled "Duties and Powers of the Master Association." Section 1-5. "Board" shall mean the Board of Directors of the Master Association. Section 1-6. "City" shall mean and refer to the City of Carlsbad, California, a municipal corporation of the State of California. Section 1-7. "Common Expenses" shall mean and refer to the actual and estimated: (a) costs of maintenance, management, operation, repair and replacement of the Community Facilities and slopes, and all other areas on the Covered Property which are maintained by the Master Association; (b) unpaid Assessments; (c) costs of management and administration of the Master Association, including, but not limited to, com- pensation paid by the Master Association to managers, accountants, attorneys and employees; (d) costs of utilities, trash pickup and disposal, gardening and other services which generally benefit and enhance the value and desirability of the Covered Property; (e) costs of fire, casualty, liability, workmen's corn- .pensation and other insurance covering the Community Facilities; (f) costs of any other insurance obtained by the Master Association; - (g) reasonable services as deemed appropriate by the Board; (h) costs of bonding of the members of the Board, any professional managing agent or any other person handling the funds of the Master Association; MIC I- mean and refer to all the "A" hereto and all of the on Exhibit "E" hereto (i) taxes paid by the Master Association; (j) amounts paid by the Master. Association for discharge of any lien or encumbrance levied against the Community Facilities or portions thereof; (k) costs incurred by the Architectural Committee or other committees established by the Board; and (1) other expenses incurred by the Master Association for any reason whatsoever in connection with the Community Facilities.. Section 1-8. "Community Facilities".shall mean all real property and the improvements thereon owned by the Master Association for the common use and enjoyment of the Members, including without limitation any of the following.: open spaces, parks and recreational vehicle parking areas. Upon recording the first conveyance of a Residence to an Owner, the Community Facilities shall be that certain property described on Exhibit "B". Any real property denominated as "Community Facilities" in a Supplementary Declaration shall be conveyed to the Master Association prior to or concurrently with the first conveyance of a Residence located within the real property which is annexed to the coverage hereof by such Supplementary-Dec- laration. Declarant shall convey the Community Facilities to the Master Association free of all liens and encumbrances except current real property taxes (which taxes shall be prorated as of the date of conveyance), title exceptions of record and the covenants, conditions, reservations and re- strictions-contained in this Declaration and the instrument which conveys the Community Facilities to the Master Associa- tion. Section 1-9. "Condominium" and "Condominium Owner" shall mean, respectively, the estate and the Owner thereof of any condominium within the Covered Property. Section 1-10. "Covered Property" shall mean and refer to all the real property described on Exhibit "A" hereto and, subse- quent to the annexation thereof pursuant to the Article of this Declaration entitled "Annexations," any real property which shall become subject to this Declaration. Section 1-11. "Development" shall real property described on Exhibit annexable real property described -5-- Section 1-12. "Exhibit" shall mean and refer to those docu- ments so designated herein and attached hereto and each of such Exhibits is by this reference incorporated in this Dec- laration. Section 1-13. "Family" shall mean one or more persons related to each other by blood, marriage or legal adoption, or a group of not more than three (3.) persons not all so related, together with his or their domestic servants, maintaining a common household in a Residence. Section 1-14. "Federal Agencies" shall mean and refer to collectively one or more of the following agencies: FHA (Federal Housing Administration), FHLMC (Federal Home Loan Mortgage Corporation), FNMA (Federal National Mortgage Asso- ciation), GNMA (Government National Mortgage Association), VA (Veterans Administration). Section 1-15. "Institutional Mortgagee" shall *tean and refer to a Mortgagee which is a bank or savings and loan association or established mortgage company, or other entity chartered under federal or state laws, any corporation or insurance company, any federal or state agency, or any other institution specified by the Board in a recorded instrument. Section 1-16. "Lot" shall mean and refer to a plot of land as shown upon the recorded subdivision map of the Development which is intended for the construction of one (1) single-family Residence and other related improvements. It shall not include the common area or Recreational Facilities. Section 1-17. "Master Association" shall mean and refer to Tamarack Pointe Master Association, a nonprofit mutual benefit corporation, incorporated .under the laws of the State of California, its successors and assigns. Section 1-18. "Member" shall mean and refer to every person or entity who holds a membership in the Master Association, including Declarant so long as Declarant qualifies for mem- bership pursuant to Article II. Section 1-19. "Mortgage" shall mean and refer to any duly re- corded mortgage or deed of trust encumbering a Residence. Section 1-20. "Mortgagee" shall mean and refer, to the mort- gagee or beneficiary under any Mortgage. Section 1-21. "Owner" shall mean and refer to one or more per- sons or entities who are alone or collectively the record owner of a fee simple title to a Residence, including Declarant, or the vendee under an installment land sales contract, but ex- cluding those having any such interest merely as security for the performance of an obligation. Section 1-22. "Residence" shall mean and refer to a lot shown on any final map filed for record or a parcel shown on any parcel map filed for record to the extent such lots or parcels are part of the Covered Property; provided, however, "Residence" shall not include any Community Facilities. "Residence" shall also mean any Condominium. "Residence" shall include the residential dwelling unit together with garages, structures and other improvements on the same lot or parcel, and in the case of a Condominium all elements of a "unit" conveyed to the Condominium Owner, as "unit" is defined on the condominium plan recorded for said Condominium. Section 1-23. "Slopes" shall mean and refer to the slopes shown on Exhibit "C" which slopes shall be maintained by the Master Association. Section 1-24. "Supplementary Declaration" shall mean those certain declarations of covenants, conditions and restrictions, or similar instruments, annexing additional property extend- ing the plan of this Declaration to such additional property as provided in the Article of this Declaration entitled "Annexations." -7- ARTICLE II Membership Section 2-1. "Membership" - Every Owner shall be a Member of the Master Association. The terms and provisions set forth in this Declaration, which are binding upon all Owners, are not exclusive, as Owners shall, in addition, be subject to the terms and provisions of the Articles, Bylaws and Association Rules. Membership of Owners shall be appurtenant to and may not be separated from the interest of such Owner in any Residence. Ownership of a Residence shall be the sole qualification for membership; provided, however, a Member's voting rights or privileges in the Community Facilities, or both, 'may be -regulated or suspended as provided in this Declaration, the Bylaws or the Association Rules. Not more than one membership shall exist based upon ownership of a single Residence.. Section 2-2. "Transfer" - The membership held by any Owner shall not be transferred, pledged or alienated in any way, except that such membership shall automatically be transferred to the trans- feree of the interest of an Owner. Any attempt to make a prohibited transfer is void and will not, be reflected upon the books and records of the Master Association. The Master Association shall have the right to record the transfer upon the books of the Master Association without any further action or consent by the transferring Owner. Section 2-3. "Voting Rights" - An Owner's right to vote shall vest immediately upon the date Regular Assessments commence upon such Owner's Residence as provided in this Declaration. All voting rights shall be subject to the restrictions and limitations provided herein and in the Articles, Bylaws and Association Rules. Section 2-4. "Classes of Voting Membership" - The Master Associ- ation shall have two (2) classes of voting membership: Class A. Class A Members shall be all Owners with the exception of the Declarant during such time that it shall have Class B membership. Each Class A Member shall be entitled to one (1) vote for each Residence in which such member holds the interest required for membership. When more than one person owns a portion of the interest in a Residence required for membership, each such person shall be a Member and the vote for such Residence shall be exercised as they among themselves determine, but in no event shall more than one (1) vote be cast with respect to any Residence. am Class B. The Class B Member shall be Declarant who shall be entitled to three (3) votes for each Residence in which it holds the interest required for membership, provided that the Class B Membership shall be converted to Class A Membership and shall forever cease to-exist on the occurrence of whichever of the following is first in time: (a) When the total outstanding votes held by Class A Members equal the total outstanding votes held by the Class B Members; (b) The second anniversary of the original issuance of the most recently issued Final Subdivision Public Report issued by the California Department of Real Esta-e for a phase of the Development; or (c) The fourth anniversary of the original issuance of the Final Subdivision Public Report issued by the California Department of Real Estate for the first phase of the Development. Section 2-5. "Special Voting Rights of Members Other Than Declarant" - Notwithstanding the provisions of this Article, from the first election of the Board, and thereafter for so long as a majority of the voting power of the Association resides in the Declarant, or so long as there are two outstanding classes of membership in the Association, not less than twenty percent (20%) of the directors on the Board shall have been elected solely by the votes of Members other than Declarant. Section 2-6. "Approval of All-Members" - Unless elsewhere other-wise specifically provided in this Declaration, any provision of this Declaration which requires the vote or written assentof the voting power of the Master Association or any class or classes of membership shall be deemed satisfied by the following: (a) The vote in person or by proxy of the specified percentage of all of the votes which are entitled to be cast by the entire membership of the Master Association. Said vote shall be at a meeting duly called and noticed pursuant to the provisions of the Bylaws dealing with annual or specified meetings of the Members. - (b) Written consents signed by the specified percentage of all of the votes which are entitled to be cast by the entire membership of the Master Association. Said vote by written consent shall be solicited pursuant to the procedures provided in the Bylaws. -10- ARTICLE III Covenant for Asessments Section 3-1. "Creation of the Lien and Personal Obligation of Assessments" - The Declarant, for each Residence owned by it, hereby covenants and agrees to pay, and each Owner of any Residence by acceptance of a deed or other conveyance creating in such Owner the interest required to be deemed an Owner, whether or not it shall be so expressed in any such deed or other conveyance, is deemed to covenant and agree to pay to the' Master Association: Regular Assessments, Special Assessments and Reconstruction Assessments, such Assessments to be fixed, established and collected from time to time as provided in this Declaration. The Assessments, together with interest thereon, late charges, attorneys' fees and court costs, and other costs of collection thereof, as hereinafter provided, shall be a continuing lien upon the Residence against which each such Assessment is made. Each such Assessment, together with such interest, late charges, costs and attorneys' fees, shall also be the personal obligation of the Owner of such Residence at the time when the Assessment becomes due. The personal obligation shall not pass to the successors in title of an Owner unless expressly assumed by such successors. Section 3-2. "Purpose of Assessments" - The Assessments levied by the Master Association shall be used exclusively for the purposes of promoting the recreation, health, safety and wel- fare of the Members, the management of the Covered Property, including, without limitation, the improvement and maintenance of the properties, or in furtherance of any other duty or power of the Master Association. Section 3-3. "Regular Assessments" - The board shall prepare or cause to be prepared a budget for the ,forthcoming fiscal year not less than forty-five (45) days before the beginning of each fiscal year of the Master Association. The budget shall be prepared each year regardless of the number of members or the amount of assets of the Master Association. A copy of the budget shall be distributed to each owner and to each mortgageee which has requested in writing that copies be sent to it. The budget shall at least include the following information: (A) Estimated revenue and expenses on an accrual basis; (B) The amount of the total cash reserves of the Master Association currently available for replacement or major repair of Recreational Facilities and for contingencies;. (C) An itemized estimate of the remaining life of, and the methods of funding to defray repair, replacement or additions to major components of the Recreational Facilities and any other facilities for which the Association is responsible; and (D) A general statement setting forth the procedures used • by the governing body in the calculation and establish- ment of reserves to defray the costs of repair, replacement or additions to major components of the Recreational Facilities and any other facilities for which the Master Association is responsible. A balance sheet (as of an accounting date which is the last day of the month closest in time to six months from the date of closing of the first sale of a Residence in the Development) - and an operating statement (for the period from the date of the first closing to the said accounting date) shall be distributed within sixty (60) days after the accounting date. This operating statement shall include a schedule of assessments received and receivable identified by the address of. the Residence and the name of the individual or entity assessed. A report consisting of the following shall be distributed within one hundred and twenty (120) days after the close of the fiscal year: (A) A balance theet as of the end of the fiscal year; (B) An operating (income) statement for the fiscal year; (C) A statement of changes in financial position for the fiscal year. For any fiscal year in which the gross income to the Master Association exceeds $75,000, a copy of the review of the annual report prepared in accordance with generally accepted accounting principles by a licensee of the California State Board of Accountancy shall also be distributed. If said report is not prepared by an independent accountant, it shall be accompanied by the certificate of an authorized officer of the Master Association that the statement was prepared from the books and records of the Master Association without independent audit or review. In addition to financial statements, the Master Association shall annually distribute a statement of the Master Association's policies and practices in enforcing its remedies against members for defaults in the payment of regular and special assessments including the recording and foreclosing of liens against members' condominium interests. This statement shall be distributed within sixty (60) days prior to the beginning of each fiscal year. Not more than sixty (60) days nor less than thirty (30) days before the beginning of each fiscal year of the Master Association, the board shall meet for the purpose of establishing the regular annual assessment for the forthcoming fiscal year. At such meeting the board shall review the budget, any written comments received and any other informa- tion available to it and, after making any adjustments that the board deems appropriate, without a vote of the members of the Master Association, shall establish the regular assessment for the forthcoming fiscal year; provided, however, that the board may not establish a regular assessment for any fiscal year of the Master Association which is more than twenty percent (20%) greater than the regular assessment for the immediately preceding fiscal year, without the vote or written consent of a majority of thevoting power of .the Master Associa- tion residing in members other than Declarant.. Unless the Master Association or its assessment income shall be exempt from federal or state income taxes, to the extent possible, all reserves shall be accounted for and handled as contribution to the capital of the Master Associa- tion and as trust funds segregated from the regular income of the Master Association or in such other manner authorized by law or regulations of the Internal Revenue Service and the California Franchise Tax Board as will prevent such funds from being taxed as income of the Master Association. Section 3-4. "Uniform Assessment" - Reconstruction and Regu- lar Assessments shall be fixed at an equal amount for each Residence and maybe collected at intervals selcted by the Board. Section 3-5.. "Certificate of Payment" - The Master Associa- tion shall, upon demand, furnish to any Member liable for Assessments, a certificate in writing signed by an officer or authorized agent of the Master Association setting forth whether the Assessments on a specified Residence have been paid, and the amount of delinquency, if any. Such certifi- cates shall be conclusive evidence of payment of any Assess- ment therein stated to have been paid as to any third party who relies thereupon in good faith. Section 3-6. "Exempt Property" - All properties dedicated to and accepted by, or otherwise owned or acquired by, a public authority shall be exempt from the Assessments created herein. Section 3-7. "Special Assessments" - If the board determines that the estimated total amount of funds necessary to defray the common expenses of the Master Association for a given fiscal year is or will become inadequate to meet expenses for any reason, including, but not limited to, unanticipated delinquences, costs of construction, unexpected repairs or replacements of capital improvements on the common area, the board shall determine the approximate amount necessary to defray such expenses, and if the amount is approved by a majority vote of the board it shall become a special assess- ment. The board may, in its discretion, pro rate such special assessment over the remaining months of the fiscal year or levy the assessment immediately against each Residence. -13- Unless exempt from federal or state income taxation, all proceeds from any special assessment shall be segregated and deposited into a special account and shall be used solely for the purpose or purposes for which it was levied or it shall be otherwise handled and used in a manner authorized by law or regulations of the Internal Revenue Service or the California Franchise Tax Board in order to avoid, if possible, its taxation as income of the Master Association. Section 3-8. "Date of Commencement of Regular Assessments" - The Regular Assessments shall commence as to all Residences on the first day of the month following the first conveyance of a Residence within that phase; provided, however, the Regu- lar Assessments, as to Residences in annexed areas, if any, shall commence with respect to all Residences within each such annexed area on the first day of the month following the first conveyance of a Residence within that phase. Section 3-9. "No Offsets" -*All Assessments shall be payable in the amount specified by the Assessments and no offsets against such amount shall be permitted for anyreason, including, without limitation, a claim that the Master Association is not properly exercising its duties and powers.as.provided in this Declaration or that a Member has made or elects to make no use of the Community Facilities. . Section 3-10. "Homestead Waiver" - Each Owner, to the extent permitted by law, does hereby waive, to the extent of any liens. created pursuant to this Declaration, whether such liens are now in existence or are created at any time in the future, the benefit of any homestead or exemption laws of the State of California now in effect, or in effect from time to time hereafter. -14- Section 3-11. "Reserves" - The Regular Assessments shall include reasonable amounts as determined by the Board collected as reserves for the future periodic maintenance, repair or replacement of all or a portion of the Community Facilities, or any other purpose as determined by the Board. All amounts collected as reserves, whether pursuant to this Section or otherwise, shall be deposited by the Board in a separate bank account to be held in trust for the purposes for which they are collected and are to be segre- gated from and not commingled with any other funds of the Master Association. Such reserves shall be deemed a contribution to the capital account of the Master Association by the Members. -15- ARTICLE IV Nonpayment of Assessments Section 4-1. "Delinquency" - Any assessment provided for in this Declaration which is not paid when due shall be delinquent on said due date (the "delinquency date"). If any such Assessment is not paid within thirty (30) days after the delinquency date, a late charge as determined by the Board but in no event to exceed the maximum permitted by law shall be levied and the Assessment shall bear interest from the delinquency date at the highest rate of interest authorized under California law. The Master Association may, at its. option, and without waiving the right, to judicially fore- close its lien against the Residence (any foreclosure right for nonpay- ment of assessments under this or any other Article contained within this Declaration shall be for nonpayment of Regular -Assessments only, there shall be no foreclosure right for nonpayment of any type of special assessment, and all reference to foreclosure rights is for nonpayment of Regular Assessments only), pursue any available remedies, including, without limitation, bringing an action at law against the Member personally obligated to pay the same, and/or upon compliance with the notice provisions set forth in the Section entitled "Notice of Lien" of this Article, to foreclose the lien against the Residence. If action is commenced, there shall be added to the amount of such Assessment the late charge, interest, the costs of such-action ' and attorney's fee, together with the costs of action. Each Member vests in the Master Association or its assigns the right and power to bring all actions at law or lien foreclosure against such Member or other Members for the collection of such delinquent Assessments. Section 4-2. "Notice of Lien" - No action shall be brought to fore- close said Assessment lien or to proceed under the power of sale herein provided until thirty (30) days after the date a notice of claim of lien is deposited in the United States mail, certified or registered, postage prepaid, to the owner of said Residence, and a copy thereof is recorded by the Master Association in theOffice of the San Diego County Recorder; said notice of claim of lien must recite a good and sufficient legal description of any such Residence, the record Owner or reputed Owner thereof, the amount claimed (which shall include interest on the unpaid Assessment at the highest rate of interest authorized under California law, a late charge, plus. reasonable attorneys' fees and expenses of collection in connection with the debt secured by said lien), and the name and address of the claimant. Section 4-3. "Foreclosure Sale" - Said Assessment lien may be enforced by sale by the Master Association, its attorney or any other person authorized by the Board to make the sale after failure of the Owner to make the payments specified in the notice of claim of lien within said thirty (30) day period. Any such sale provided for above is to be conducted in accordance with the provisions of Section 2924, 2924b, 2924c, 2924f, 2924g and 2924h of the Civil Code of the State of California, as said statutes may from time to time be amended, applicable to the exercise of powers of sale in mortgages and deeds of trust, or in any other manner permitted or provided by law. The Master Association, through its duly authorized agents, shall have the power to bid on the Residence using Master Association funds or funds borrowed for such purpose, at the sale, and to acquire and hold, lease, mortgage and convey the same. Section 4-4.. "Curing of Default" - Upon the timely payment or other satisfaction of (i) all delinquent Assessments specified in the notice of claim of lien, (ii) all other Assessments which have become due and payable with respect to the Residence as to which such notice of claim of lien was recorded, and (iii) interest, late charges, attorneys' fees and other costs of collection pursuant to this Declaration and the notice of claim of lien which have accrued, officers of the Master Association or any other persons designated by the Board are hereby authorized to.file or record, as the case may be, an appropriate release of such notice, upon payment by the defaulting Owner of a fee, to be determined by the Master Association, but not to exceed Twenty-Five Dollars ($25.00) to cover the costs of preparing and filing or recording such release. . Section 4-5. "Cumulative Remedies" - The Assessment lien and the rights to foreclosure and sale thereunder shall be in addition to and not in substitution for all other rights and remedies whiOh the Master Association and its assigns may have hereunder and by law, including a suit to recover a money judgment for unpaid Assessments, as above provided. . -17- ARTICLE V Architectural and Landscape Control Section 5-1. "Appointment of Architectural Committee" - The Architectural Committee shall consist of not less than three (3) nor more than five (5) persons as fixed from time to time by resolution of the Board. The Declarant shall initially appoint all of the Architectural Committee. The Declarant shall retain the right to appoint, augment or replace all members of the Architectural Committee until three (3) years after the date of the issuance of a Final Subdivision Public Report for the Covered Property from the California Department of Real Estate, or until ninety percent (90%) of the Residences within the Covered Property have been conveyed by Declarant, whichever shall first occur, provided that Declarant may, at its sole option, transfer this right to the Board by written notice thereof prior to the end of such period. Notwithstanding the foregoing, commencing one year following the first conveyance by Declarant of a Residence, the Board shall have the right but not the obligation to appoint one (1) person to the Architectural Committee. Three (3) years after the date of the issuance of said Subdivision Public Report or when ninety percent (90%) of the Residences within the Covered Property have been conveyed by Declarant, whichever shall first occur, the right to appoint, augment or replace all Members of the Architectural Committee shall automatically be transferred to the Board. Persons appointed by the Board to the Architectural Committee must be Members; however, persons appointed by Declarant to the Architectural Committee need not be Members, in Declarant's sole discretion. Section 5-2. "General Provisions" (a) The Architectural Committee may establish reasonable procedural rules in connection with review of plans and specifications, including, without limitation, the number of sets of plans to be submitted. Unless any such rules regarding submission of plans are complied with, such plans and specifications shall be deemed not submitted. (b) The address-of the Architectural Committee shall be determined by said Committee. Such address shall be the place for the submittal of plans and specifications and the place where the current Architectural Standards, if any, shall be kept. (c) The establishment of the Architectural Committee and the systems herein for architectural approval shall not be construed as changing any rights or restrictions upon Owners to maintain, repair, alter or modify, or otherwise have control over the Residences as may otherwise be specified in this Declaration, in the Bylaws or in the Association Rules. (d) In the event the Architectural Committee fails to approve or disapprove such plans and specifications within forty-five (45) days after the same have been duly submitted in accordance with any rules regarding such submission adopted by the Architectural Committee, such plans and specifications will be deemed approved. Section 5-3. "Approval and Conformity of Plans" - No building, fence, wall or other structure, or landscaping shall be commenced, erected, maintained or planted upon the Covered Property, nor shall there be any addition to or change in the bxterior of any Residence, structure or other improvement, or landscaping unless plans and specifications therefor have been submitted to and approved by the Architectural Committee. The Board shall, from time to time, adopt and promulgate Architectural Standards to be administered through the Architectural Committee. Section 5-4. "Nonliability for Approval of Plans" ­Plans and specifications shall be approved by the Architectural Committee as to style, exterior design, appearance and location, and are not approved for engineering design or for compliance with zoning and building ordinances, and by approving such plans and specifica- tions neither the Architectural Committee, the members thereof, the Master Association, the Members, the Board nor Declarant assumes liability or responsibility therefor, or for any defect in any structure constructed from such plans and specifications. Section 5-5. "Appeal" - In the event plans and specifications submitted to the Architectural Committee are disapproved thereby, the party or parties making such submission may appeal in writing to the Board. The written request shall be received by the Board not more than thirty (30) days following the final decision of the Architectural. Committee. The Board shall submit such request to the Architectural Committee for review, whose written recommenda- tions are to be submitted to the Board. Within forty-five (45) days following receipt of the request for appeal, the Board shall render its written decision. Section 5-6. "Inspection and Recording of Approval" - Any member of the Architectural Committee or any officer, director, employee or agent of the Master Association may at any reasonable time enter, without being deemed guilty of trespass, upon any Residence after notice to the Owner in order to inspect improvements constructed or being constructed on such Residence to ascertain that such improvements have been or are being built in compliance with plans and specifications approved by the Architectural Committee and in accordance with the Architectural Standards. The -19- Architectural Committee shall cause such an inspection to be undertaken within thirty •(30) days of a written request therefor from any Owner as to his Residence, and if such inspection reveals that the improvements located on such Residence have been completed in substantial compliance with this Article, the President and •the Secretary of the Master Association shall provide to such Owner a notice of such approval in recordable form which, when recorded, shall be conclusive evidence of compliance with the provisions of this Article as to the improvements described in such recorded notice, but as to such improvements only. Section 5-7. "Nonapplicability to Community Facilities" - In no event shall the provisions of this Article apply to the construction by Declarant of any improvements intended to be conveyed to the Master Association as Community - Facilities or any improvement intended to be conveyed to a Maintenance Association, or to any Residence intended to be conveyed to an Owner. Section 5-8. "Nonapplicability to Condominiums" - In no event shall the provisions of this Article apply to a condominium regime, Tamarack Pointe Townhomes, constructed by Declarant over a portion of the Covered Property. With respect to improvements and landscape, all authority and control of said condominium regime shall be exclusively vested in an Architectural Committee created in a declaration of covenants, conditions and restrictions for said property and the provisions of this Article and the Architectural Committee created herein shall have no jurisdication or authority over said property on which said condominiums are constructed. Section 5-9. "Improvement of Condominium Common area" - The Architectural Committee shall not approve any plans or specifications for any improvement within any area in the Covered Property denominated as "Common Area" in a declaration of covenants, conditions and restrictions establishing a condominium regime over a portion of the Covered Property. 004019 ARTICLE VI Duties and Powers of the Master Association Section 6-1. "General Duties and Powers of the Master Associ- ation" - In addition to the duties and powers enumerated in its Articles and Bylaws, or elsewhere provided for herein, and without limiting the generality thereof, the Master Association shall have the specific duties and powers specified in this Article. Section 6-2. "General Duties of the Master Association" - The Master Association through the Board shall have the duty and obligation to: . (a) enforce the provisions of this Declaration, the Articles, the Bylaws and the Association Rules by appropriate means and carry out the obligations of the Master Association hereunder; (b) maintain and otherwise manage the following: (i) all assessments and real property and all facilities, improvements and landscaping thereon in which the Master Association holds an interest, subject to the terms of any instrument trans- ferring such interest to the Master. Association; (ii) all personal property in which the Master Association holds an interest, subject to the terms of any instrument trans- ferring such interest to the Master Association; and (iii) all property, real or personal, which the Master Association is obligated to repair or maintain pursuant to this Declaration, including, without limitation, the Article of this Declaration entitled "Repair and Maintenance". (c) pay any real and personal property taxes and other charges, or other charges assessed to or payable by the Master Association; (d) obtain, for the benefit of the Community Facilities, all necessary utility services and other services as required; (e) prepare budgets and financial statements for the Master Association as prescribed in the Bylaws; (f) formulate rules of operation of. the Community Facilities, and facilities owned or controlled by the Master Association; (g) initiate and execute disciplinary proceedings against members for violations of provisions of the Articles, Bylaws, Declaration and Association Rules in accordance with procedures set forth in such documents; (h) elect officers of the Board; -21- (i) fill vacancies on the Board, except vacancies created by the removal of a Director; (j) subject to the limitations imposed under this Article, contract for casualty, liability and other insurance on behalf of the Master Association; (k) subject to the limitations imposed under this Article, contract for goods and/or services for the property owned or controlled by the Master Association; (1) grant easements where necessary for utilities over the Community Facilities. Section 6-3. "General Powers of the Master Association" - The Master Association through the Board shall have the power but not the obligation to: (a) delegate its powers to committees, officers, employees or agents any of its duties and powers under the Governing Instruments, provided, however, no such delegation to a professional management company, the Architectural Committee or otherwise shall relieve the Master Association of its obligations to perform such delegated duty; (b) employ a manager or other persons and contract with independent contractors or managing agents who have professional experience in the management of residential developments similar to the Covered Property to perform all or any part of-the duties and responsibilities of the Master Association, provided that any contract not approved by FHA or VA with a person or firm appointed as a manager or managing agent shall be terminable for cause on not more than thirty (30) days' written notice by the Master Association and without cause upon ninety (90) days' written notice by either party. without payment of a termination fee, and shall have a term of not more than one (1) year with successive one (1) year renewal periods upon mutual agreement of the parties; (c) acquire interests in real or personal property for offices or other facilities that may be necessary or convenient for the management of the Covered Property, the administration of the affairs of the Master Association or for the benefit of the Members; (ci) borrow money as may be needed in connection with the discharge by the Master Association of its powers and duties; (e) negotiate and enter into contracts with Institutional Mortgagees and mortgage insurers and guarantors as may be necessary or desirable to facilitate the availability of loans secured by Mortgages within the Covered Property. (f) establish in cooperation with the City a special tax assessment district for the performance of all or a portion of the slope maintenance or other functions now within the respon- sibility of the Master Association, together with the right to transfer to said district a license or easement to enable the City to perform its functions thereunder. -22- Section 6-4. "General Limitations and Restrictions on the Powers of the Board" - In addition to the limitations and restric- tions renumerated in the Articles and Bylaws or elsewhere pro- vided for herein, and without limiting the generality thereof, the Board shall be prohibited from taking any of the following action without the approval of a majority of the voting power of the Association residing in members other than the Declarant: (a) Enter contracts for materials or --services which have a term in excess of one (1) year, with the following exceptions: (i) a management contract, the terms of which have been approved by the FHA or VA; (ii) a contract with a public utility company if the rates charged for the materials or services are regulated by the Public Utilities Commission; provided, however, that the term of the contract shall not exceed the shortest term for which the supplier will contract at the regulated rate; and - - (iii) prepaid casualty and/or liability insurance policies of not to exceed three (3) years duration, provided that the applicable policy permits short rate cancellation-by the insured. (b) Incur aggregate expenditures for capital improvements to the Covered Property in any fiscal year in excess of five percent (5%) of the estimated Common Expenses for the fiscal year as set forth in the Sections entitled "Regular Assessments" and "Capital Improvement Assessments" of the Article hereof entitled "Covenant for Assessments". (c) Sell any real or personal property of the Master Association with an aggregate fair market value in excess of five percent (5%)of said estimated Common Expenses during any fiscal year. (d) Pay compensation to directors or officers of the Master Association for services performed in the conduct of the Master Association's business; provided, however, the Board may cause a director or officer to be reimbursed for expenses incurred in carrying on the business of the Master Association. - (e) Filling of a vacancy on the board of directors created by the removal of a director. -23- Section 6-5. "Association Rules" - The Board shall also have the power to adopt, amend and repealsuch rules and regulations as it deems reasonable (the "Association Rules"), which may include the establishment of a system of fines and penalties enforceable as Special Assessments, all as provided in the Bylaws. The Associa- tion Rules shall govern such matters in furtherance of the purposes of the Master Association, including, without limitation, the use of the Community Facilities; provided, however, that the Association Rules may not discriminate among Owners, and shall not be inconsistent with this Declaration, the Articles or Bylaws. A copy of the Association Rules as they may from time to time be adopted, amended or repealed, or a notice setting forth the adoption, amendment or repeal of specific portions of the Association Rules shall be delivered to each Owner in the same manner established in this Declaration for the delivery of notices. Upon completion of the notice requirements, said Association Rulesshall have the same force and effect as if they were set forth in and were part of this Declaration and shall be binding on the Owners and their successors in interest whether or not actually received thereby. The Association-Rules,-as adopted, amended or repealed, shall be available at the principal office of the Master Association to each Owner and Institutional Mortgagee upon request. In the event of any conflict .between any such Association Rules and any other provisions of this Declaration, or the Articles or Bylaws, the provisions of the Association Rules shall be deemed to be super- seded by the provisions of this Declaration, the Articles or the Bylaws to the extent of any such conflict. Section 6-6. "Emergency Powers" - The Master Association or any person authorized by the Master Association may enter any Residence in the 'event of any emergency involving illness or potential danger to life or property. Such entry shall be made with as little inconvenience to the Owners as practicable, and any damage caused thereby shall be repaired by the Master Association unless covered by insurance carried by the Owner. -'I- ARTICLE VII Repair and Maintenance Section 7-1. "Repair and Maintenance by Master Association" - Without limiting the generality of the statement of duties and powers contained in this Declaration, the Articles, Bylaws, or Association Rules, the Master Association shall have the duty to accomplish the following upon the Community Facilities, slopes or other land in such manner and at such times as the Board shall prescribe: (a) maintain, repair, restore, replace and make necessary improvements to the Community Facilities; (b) maintain, repair, replant and replace the Slopes depicted on Exhibit C; 1. (c) maintain, repair, restore, replace and make .ncssacy.. improvements to Li;jt but...no.t 1 mi fd to the RecreatQVehjclarksituated_thsreon; d) maintainrpi, xp1an f n (9 rp1ce _-the_.passive Property, adjacent toJhae..A Section 7-2.' 7-2. "Repair and Maintenance by Owner" - Except as the Master Association shall be obligated to repair and maintain as may be provided in this Declaration, every Owner shall: (a) maintain the exterior of his Residence, walls, fences and roof of such Residence in good condition and repair;-. (b) maintain in attractive condition front and rear yard landscaping in accordande with the provisions of this Article. Section 7-3. "Standards for Maintenance and Installation" - (a) All slopes or terraces on any Residence shall be maintained so as to prevent any erosion thereof upon adjacent streets or adjoining property. (b) The Master Asspciation shall maintain any landscaped areas which it owns or controls under an easement or license agreement or which are owned in common by its members in an attractive condition according to any rules promulgated by the Board and shall maintain any slopes and terraces which. are its responsibility so as to prevent erosion thereof upon adjacent streets or adjoining property. Section 7-4. "Right of Entry" - The Master Association, after reasonable notice to Owner, shall have the right to enter upon any Residence including its slopes and terraces in connection with any maintenance, repair or construction in the exercise of the powers and duties of the Master Association. ARTICLE VIII Insurance Section 8-1. "Types" - The Master Association, to the extent available, shall obtain and continue in effect in. its own name the following types of insurance so long as such amounts or types of insurance coverage are not, in the good faith judgment of the Board, prohibitively expensive or no longer necessary or appro- priate for the protection of the covered Property, the Master Association and the Members: (a) A comprehensive policy of public liability insurance covering the Community Facilities and any other property main- tained, controlled or managed by the Master Association, including, without limitation, the slope areas within the Covered Property which are maintained by the Master Association. Such policy shall.have a limit of not less than One Million Dollars ($1,000,000) for claims for .personal injury and/or property damage arising out of a single occurrence, such coverage to include protection against water damage liability, liability for nonowned and hired automobile and liability for property of others, and such other risks as shall customarily be covered with respect to similar planned unit developments in the area of the Covered Property, and shall contain a "severability of interest" endorsement or the equivalent which shall preclude the insurer from denying the claim of-an Owner because of negligent acts or omissions of the Master Association or other Owners; • . (b) A policy of fire and casualty insurance with extended coverage for the full replacement value of the Community Facili- ties without deduction for depreciation, with an "agreed amount endorsement" or its equivalent and clauses waiving subrogation against Members and the Master Association and persons upon the Covered Property with the permission of a Member, such insurance to afford protection against at least loss or damage by fire and other hazards covered by the standard extended coverage endorsement and vandalism and malicious mischief coverage. (c) Fidelity coverage against dishonest acts on the part of directors, officers, employees or volunteers who handle or who are responsible to handle the funds of the Master Association, and such fidelity bonds shall name the Master Association as obligee, shall be written in an amount equal to one hundred fifty percent (150%) of the estimated annual operating expenses of the Master Association, including reserves, and shall contain waivers of any defense based on the exclusion of persons who serve without compensation or from any definition of "employee" or similar expression. Section 8-2. "Waiver by Members" - All insurance obtained by the Master Association shall be maintained by the Master Associa- tion for the benefit of the Master Association, the Owners and the Mortgagees as their interests may appear. As to each of said policies which will not be voided or impaired thereby, the Owners hereby waive and release all claims against the Master Association, the Board, other Owners, the Declarant and agents and employees of each of the foregoing, with respect to any loss covered by such insurance, whether or not caused by negligence of or breach of any agreement by said persons, but to the extent of insurance proceeds received in compensation for such loss only. Section 8-3. "Other Insurance; Annual Review" - The Master Association may purchase such other insurance as it may deem necessary, or as may be required by law, including, but not limited to, worker's compensation, officers' and directors' liability, and errors and omission insurance. The Board shall annually determine whether the amounts and types of insurance it has obtained provide adequate coverage for the Community Facilities in light of increased construction costs, inflation, practice in the area in which -the Covered Property is located, or any other factor which tends to indicate that either additional insurance policies or increased coverage under existing policies are necessary or desirable to protect .the interests of the Master Association. If the Board determines that increased coverage or additional insurance is appropriate, it shall obtain the same. Section 8-4. "Premiums, proceeds and Settlement" - Insurance premiums for any such blanket insurance coverage obtained by the Master Association and any other insurance deemed necessary by the Master Association shall be a Common Expense to be included in the Regular Assessments levied by the Master Association. Casualty insurance proceeds shall be used by the Master Association for the repair or. replacement of the property for which the insurance was carried, or otherwise disposed of as provided in the Article hereof entitled "Destruction of Improvements". The Master Assoc- iation is hereby granted the authority to negotiate loss settlements. with the appropriate insurance carriers. Any two (2) directors of the Master Association may sign a loss claim form and release form in connection with the settlement of a loss claim, and such signatures shall be binding on the Master Association and the Members. Section 8-5. "Federal Requirements" - Notwithstanding the .foregoing provisions of this Article, the Master Association shall continuously maintain in effect such casualty, flood and liability insurance and a fidelity bond meeting the insurance and fidelity bond requirements for planned unit development projects established by FNMA, GNMA, FHLMC, FHA and VA, so long as either is a Mortgagee or Owner within the Covered Property, or insures or guarantees a Mortgage, as the case may be, except to the extent such coverage is not available or has been waived in writing by the foregoing entities. . -27- ARTICLE IX Destruction of Community Facilities Section 9-1. "Duty of Master Association" - In the event of partial or total destruction of the Community Facilities, it shall be the duty of the Master Association to restore and repair the same as promptly as practical pursuant to this Article. The proceeds of any casualty insurance maintained pursuant to this Declaration shall be used for such purpose, subject to the prior rights of Mortgagees whose interest may be protected by said policies. Section 9-2. "Automatic Reconstruction" - In the event that the amount available from the proceeds of such insurance policies for such restoration and repair shall be at least eighty-five percent (85%) of the estimated cost of restoration and x 1 epair or the cost not covered by insurance proceeds is less than the sum of One Hundred Fifty Dollars ($150.00) per year per Residence, a Recon- struction Assessment, with each Owner contributing a like sum, may be levied by the Master Association to provide the necessary funds for such reconstruction, over and above the amount of any insurance proceeds available for such purpose, and the Board shall cause the damaged or destroyed Community Facilities to be restored as closely as practical to its condition prior to the destruction or damage. Section 9-3. "Vote of Members" - In the event that the amount available from the proceeds of such insurance policies for such restoration and repair shall be less than eighty-five percent (85%) of the estimated cost of restoration and repair or greater than the sum of One Hundred Fifty Dollars ($150.00) per Residence per year, the Community Facilities shall not be replaced or restored unless a majority of the voting power of the Master Association agree in writing to such replacement or restoration or gives its affirmative vote at a meeting duly called therefor. If the Members approve such replacement or restoration, the Board shall cause the damaged or destroyed Community Facilities to be restored as closely as practical to its former condition prior to the destruction or damage. ARTICLE X Eminent Domain Section 10-1. "Definition of Taking" - The term "taking" as used in this Article shall mean condemnation by eminent domain or sale under threat of condemnation of all or any portion of the Community Facilities.- Section 10-2. "Appointment of Board".-.In the event of a threatened taking of all or any portion of the Community Facilities, the Members hereby. appoint the Board and such persons as the . Board may delegate to represent all of the Members in connection with the taking. The Board shall act in its sole discretion with respect to any awards being made in connection with the taking and shall be entitled to make a voluntary sale to the condemnor in lieu of engaging in a condemnation action. Section 10-3. "Procedure on Taking" - Any awards received on account of the taking shall be paid to the Master Association. The Board may in its sole discretion retain any award in the general funds of the Master Association or distribute pro rata all or a portion thereof to the Members. The rights of an Owner and the Mortgagee of his Residence as to any such pro rata distribution shall be governed by the provisions of the Mortgage encumbering such Residence. Section 10-4. "Inverse Condemnation" - The Board is authorized to bring an action in inverse condemnation. -In such event, the provisions of this Article shall apply with equal force. -29- ARTICLE XI USE RESTRICTIONS Section 11-1. "Commercial Use" - Subject to the Section entitled "Construction and Sales" of the Article hereof entitled "Easements", no part of a Residence shall be used or caused to be used or allowed or authorized in any way, directly or indirectly, for any business, commercial, manufacturing, mercantile, storing, vending, or any nonresidential purposes; provided, however, that the Master Association shall have the right to provide or authorize such services on the Community Facilities as it deems appropriate for the enjoyment of the Community Facilities or for the benefit of the Members. Section 11-2. "Signs" - No signs, posters or displays shall be shown or displayed on a lot excepting one sign of customary and reasonable dimensions which states that, the premises are for sale or rent, as well as temporary signs and fl.gs customarily used by real estate offices to advertise an open house, and such signs as may be required by legal proceedings, excepting for the right of Declarant to use billboards, signs, markers, flags, flag poles and the like in connection with its sales or rental activities. Section 11-3. "Nuisance" - No noxious or offensive trade or activity shall be carried on.or upon any Residence, or any part of the Covered Property nor shall anything be done thereon which may be, or may become, an annoyance or nuisance to the neighbor- hood, or which shall in any way interfere with the quiet enjoyment of each of 'the Owners of his respective Residence, or which shall in any way. increase the rate of insurance. Section 11-4. "Temporary Structures" - No structure of a temporary character, trailer, tent, shack, garage, barn or other out-building shall hereafter be used on any Residence at any time, either temporarily or permanently. Section 11-5. "Recreational Vehicles". - Any and all recreational vehicles,-including-but not limited to trailers, campers, motorhomes or boats, shall be permitted on the Covered Property only in the designated Recreational Parking Area. The parking of such vehicles shall be on an assigned basis determined by the Master Association. No trailer, camper, motorhome, boat or similar recreational vehicle shall hereafter be permitted to remain upon the Covered Property otherwise. Section 11-6. "Animals" - No animals, livestock or poultry of any kind shall be raised, bred or kept upon the Covered Property, except that dogs, cats or other household pets may be kept on the Residences, provided they are not kept, bred or maintained for any commercial purpose, or in numbers deemed unreasonable by the Board. Notwithstanding the foregoing, no animals or fowl may be kept on the Residences which, in the good faith judgment of the Board or a committee selected by the Board for this purpose, result in an annoyance or are obnoxious to residents in the vicinity. All animals permitted to be kept by this Section shall be kept on a leash when on any portion of the Covered Property except within a Residence, or a fenced rear yard, courtyard or patio. Section 11-7. "Oil and Mineral Rights" - No oil drilling, oil development operations, oil refining, quarrying, or mining operations of any kind shall be permitted upon or in the Covered Property nor, subsequent to the recording of this Declaration, shall oil wells, tanks, tunnels or mineral excavations or shafts be installed upon the surface of the Covered Property or within five hundred (500) feet below the surface of such properties. No derrick or other structure designed for use in boring for water, oil or natural gas shall be erected, maintained or permitted upon the Covered Property. Section 11-8. "Unsightly Items" - All weeds, rubbish, debris or unsightly materials or objects of any kind shall be regularly removed from the Residences and shall not be allowed to accumu- late thereon. All clotheselines, refuse containers, woodpiles, storage areas, machinery and equipment shall be prohibited from any Residence unless obscured from view of adjoining streets or portions of the Covered Property from a height of six (6) feet or less. Any fence or screen required by this Section shall comply with the Architectural Standards or any other standards promulgated by the Board as to size, color or other qualification for permitted fences or screens. Trash cans and other rubbish containers shall nQt be allowed to be visible from any portion of the Private Streets except during the days in which trash is collected. Section 11-9. "Antennas" - No television, radio, or other electronic antenna or device of any type shall hereafter be erected, constructed, placed or permitted to remain on the Covered Property, unless and until the same shall have been approved in writing by the Architectural Committee, or unless the same be contained within a building. Section 11-10. "Drainage" - Each. owner agrees for himself and his successors in interest that he will not in any way interfere with the established drainage pattern over his 1t from adjoining or other lots, or that he will make adequate provisions for proper drainage in the event it is necessary to change the established drainage over his lot. For the purposes hereof, "established" drainage is defined as the drainage which occurred at the time the overall grading of the properties was completed by Declarant. Section 11-11. "Garages" - No garage doors shall be permitted to remain open except for a temporary purpose, and the Board may adopt rules, for the regulation of the opening of garage doors, including the assessment of charges to Owners who violate or whose invitees violate such rules. Any charges so assessed shall be Special Assessments. No automobile or other vehicle shall be parked or stand outside of a garage if there is space for such automobile or vehicle in such garage and no garage shall be used for any purpose which would preclude parking of at least two automobiles therein. Isin Section 11-12. "Window Covers" - Windows can be covered only by drapes, shades, blinds or shutters and cannot be painted or covered by aluminum foil, cardboard, or other similar materials. Section 11-13. "Commercial Vehicles" - No commercial vehicles may be parked or stored on any lot or street at any time. Notwithstanding the foregoing, commercial vehicles which consist of ordinary passenger automobiles, vans or pickup trucks, and which are of such size to be garageable may be parked within the Covered Property. In addition, commercial vehicles may be parked on the lot or on the street for reasonable periods of time for deliveries and/or construction purposes. Section 11-14. "Single-Family Residential" - All Residences shall only be used for the residential purposes of a family. Section 11-15. "Repair of Vehicles" - No painting, repairing or mechanical work, other than minor maintenance work and minor emergency repairs, shall be done to a vehicle upon any Residence except in any enclosed garage with the garage door closed. Section 11-16. "Pests" --No Owner shall permit any thing or condition to exist upon any portion of the Covered Property which shall induce, breed or harbor infectious plant diseases or noxious insects or vermin. Section 11-17. "Solar Systems" - All solar system collector units shall be integrated into .the design of the dwelling in which each is installed and shall be subject to approval by the Architectural Committee in accordance with Article V entitled "Architectural. Controls". Section 11-18. "Slopes" - Although the Master Association shall be responsible for maintaining the slopes as set forth in Article VII Section 7-1, all owners of land adjoining said slopes shall continuously maintain and properly water the land so as to prevent damage or interference with established slope ratios and to prevent erosion or sliding problems. No owners shall be permitted to install fencing above the toe of the slope, nor below the top of a slope. Fencing shall be installed only at the top of the slope and shall be approved in writing in advance by the Architectural Committee. Section 11-19. "Rubbish Removal" - All garbage and trash shall be placed and kept in sanitary, covered containers. On no event shall such containers be maintained so as to be visible from neighboring property except when set out for a reasonable period of time before and after scheduled trash pickup times. Section 11-20. "Clothes Drying Facilities" - Outside clothes lines or other outside facilities for drying or airing clothes shall not be erected, placed or maintained on any lot, unless they are erected, placed and maintained so as not to be visible from neighboring property. -32- Section 11-21. "Maintenance of Lawns and Plantings" - Each owner of a lot shall keep all shrubs, trees, grass.and plantings of every kind, including planted, areas between adjacent sidewalks and the street curb, if any, neatly trimmed, properly cultivated and watered, and free of trash, weeds and other unsightly material. -33- ARTICLE XII Rights of Enjoyment. Section 12-1. "Members' Right of Enjoyment" - Every Member shall have a non-exclusive easement for use and enjoyment in and to the Community Facilities, and such right shall be appurtenant to and shall pass with the interest required to be an Owner to every Residence, subject to all of the easements, covenants, conditions, restrictions and other provisions contained in this Declaration, including, without limitation, the following provisions: (a) The right of the Master Association to establish reason-- able rules and regulations pertaining to the use of the Community Facilities. (b) The right of the Master Association to borrow money for the purchase of improving, replacing, restoring or expanding the Community Facilities or adding new Community Facilities and in aid thereof, to mortgage saidproperty, provided that the prior affirmative vote or written approval of a majority of each of the Class A and the Class B members has been obtained to mortgage said property, . and provided further that the rights of the lender thereunder shall be subordinated to the rights of the Members. (c) The right of the Master Association to suspend the right of a Member to use the Community Facilities or any portion thereof designated by the Board during any time in which any Assessment against his Residence remains unpaid and delinquent or for a period not to exceed thirty (30) days for any single infraction of the rules and regulations of the Master Association, provided that any suspension of such right to use such Community Factilities, except for the failure to pay Assessments, shall be made only by the Master Association or a duly appointed committee thereof, after notice and hearing given and held in accordance with the Bylaws. Notwithstanding the foregoing, the Master Association shall not have the right hereunder to suspend any Member's right to use any portion of the Covered Property necessary for such Member to gain access to his Residence. Section 12-2. "Delegation of Use" - Any Member may delegate his right of enjoyment to the Community Facilities to the members of his family or his tenants who reside on his Residence, or to his guests, subject to rules and regulations adopted by the Board. Section 12-3. "Waiver of Use" - No Member may exempt himself from personal liability for Assessments duly levied by the Master Association, nor release the Residence owned by him from the liens, charges and other provisions of this Declaration, the Articles, Bylaws and Association Rules, by waiver of the use and enjoyment of the Community Facilities, or the abandonment of his Residence. -34- ARTICLE XIII Easements Section 13-1. "Amendment to Eliminate Easements" - This Declara- tion cannot be amended to modify or eliminate the easements reserved to Declarant herein without prior written approval of Declarant and any attempt to do so shall have no effect. Any attempt to modify or eliminate this Section shall likewise require the prior written approval of Declarant. Section 13-2. "Nature of Easements" - Unless otherwise set forth herein, any easement reserved to Declarant herein shall be non- exclusive. . Section 13-3. "Rights and Duties: Utilities and Cable Television" - Wherever sanitary sewer house connections, water house connections, electricity., gas, telephone and cable television lines or drainage facilities are installed within the Covered Property, the Owners of any Residence.servedby said connections, lines or facilities, or the Master Association if said connections, lines or facilities serve the Community Facilities, shall have the right, and there is hereby reserved to Declarant, together with the right to grant and transfer the same to Owners and the Master Association, an easement to the full extent necessary for the full use and enjoyment of such portion of such connections which service his Residence, or the Community Facilities, as the case may be, and to enter upon the Community Facilities and the Residences owned by others, or to have utility companies enter upon the Community Facilities and Resi- dences owned by others, in or upon which said connections, lines or facilities, or any portion thereof lie, to repair, replace and generally maintain said connections as and when the same may be necessary as set forth below, provided that such Owner or the Master Association or utility company shall promptly repair any damage to a Residence or the Community Facilities caused by such entry, as promptly as possible after completion of work. thereon. Section 13-4. "Utilities" - Easements' over the Covered Property for the installation and maintenance of electric, telephone, cable television, water, gas, sanitary sewer lines and drainage facili- ties as are needed to service the Covered Property are hereby reserved by Declarant, together with the right to grant and transfer the same; provided, however, such easements shall not unreasonably interfere with the use and enjoyment by the Members of their Residences or the Community Facilities. Section 13-5. "Cable Television" - There is hereby reserved to Declarant, over the Covered Property, together with the right to grant and transfer the same, the right to emplace on, under or across the Covered Property transmission lines and other facili- ties for a community antenna television system and thereafter to own and convey such lines and facilities and the right to enter upon the Covered Property to service, maintain, repair, reconstruct and replace said lines or facilities; provided, however, that the exercise of such rights shall not unreasonably interfere with any Owner's reasonable use and enjoyment of his Residence. -35- Section 13-6. "Utilities Shown on Tract Map" - There is hereby reserved to Declarant together with the right to grant and transfer the same, easements over the Covered Property for the installation and maintenance of electric, telephone, cable tele- vision, water, gas, sanitary sewer lines and drainage facilities as shown on the-recorded tract maps covering the Covered Property. Section 13-7. "Construction and Sales" - There is hereby reserved to Declarant, together with the right to grant and transfer the same to Declarant's sales agents and representatives and prospective purchasers of-Residences, over the Covered Property as the same may from time to time exist, easements for construction, display, maintenance, sales and exhibit purposes in connection with the erection and sale or lease of Residences within the Covered Property; provided, however that such use shall not be for a period beyond five (5) years from the anniversary of recording this Declaration for-the first phase of the development, and three (3) years of the anniversary of recording an annexation declaration for the most recently annexed phase, whichever occurs first, and provided further that no such use by Declarant and others shall otherwise restrict the Members in the reasonable use and - - enjoyment of the Covered Property. - Section 13-8. "Slopes" - There is hereby reserved to Declarant, together with the right to grant and transfer the same to the Master Association, an easement to enter upon the Lot owned by each Owner, or to have agents enter upon said Owner's Lot - to generally maintain and repair the Slopes adjoining said Owner's Lot. Section 13-9. "Easements for Certain Residences" - Declarant reserves, together with the right to grant and transfer the same to Owners the easements described on Exhibit "D" attached hereto, for the purpose of ingress and egress to maintain and repair certain residences which are located on lot lines as set forth on Exhibit"D". Said easements shall not unreasonably interfere with the use and enjoyment of the servient tenement's property. - Section 13-10. "Community Facilities Easements" - There is hereby reserved to Declarant, together with the right to grant and transfer the same to the Owners, a non-exclusive easement for ingress and egress and recreational purposes over the Community Facilities. Such easement when granted to Owners shall be subject to the rights of the Master Association with regard to the Community Facilities as set forth in the Article hereof entitled "Rights of Enjoyment". Section 13-11. "Master Association reserved to the Declarant easements together with the right and obligat same to the Master Association, for Master Association to discharge its this Declaration. Rights" - There is hereby over the Covered Property, ion to grant and transfer the the purpose of permitting the obligations as described in -36- ARTICLE XIV Annexations The real property described on Exhibit "E" (hereinafter in this Article referred to as the "Annexation Property") and/or any other real property may be annexed to and become subject to this Declaration by any of the methods set forth hereinafter in this Article, as follows:. Section 14-1. "Development of the Covered Property" - Declarant intends to sequentially develop the Annexation Property on a phased basis; however, Declarant may elect not to develop all or any part of such real property, to annex such real property to this Declaration in increments of any size whatsoever, or to develop more than one such increment at any given time and in any given order. Moreover, Declarant reserves the right to subject all or any portion of the Annexation Property to the plan of this Declaration or one, or more separate declarations of convenants, conditions and restrictions which subjects said property to the jurisdiction and powers of a homeowners association or other entity with powers and obligations similar to the Master Associ- ation and which is not subject to the provisions of this Declara- tion. Although Declarant shall have the ability to annex the Annexation Property as provided in this Article, Declarant shall not be obligated to annex all or any portion of such property, and such property shall not become subject to this Declaration unless and until a Supplementary Declaration shall have been so executed and recorded. Section 14-2. "Supplementary Declarations" - A Supplementary Declaration shall be a writing in recordable form which annexes real property to the plan of this Declaration and which incor - portates by reference all of the covenants, conditions, restrictions, easements and other provisions of this Declaration and shall contain such other provisions as set forth in this Declaration relating to Supplementary Declarations. Such Supplementary Declarations.contemplated 'above may contain such complementary additions and modifications of the .covenants, conditions and restrictions contained in this Declaration as may be necessary to reflect the different character, if any, of the annexed property and as are not inconsistent with the plan of this Declaration. In no event, however, shall any such Supplementary Declaration, or any merger or consolidation, revoke, modify, or add to the covenants established by this Declaration with respect to the existing property. Section 14-3. "Annexation Without Approval and Pursuant to General Plan" - All or any part of the Annexation Property may be annexed to and become subject to this Declaration and subject to the jurisdiction of the Master Association without the approval, assent or vote of the Master Association or its Members, provided -37- that a Supplementary Declaration covering the portion of the Annexation Property to be annexed shall be executed and recorded by Declarant; provided, however, no Supplementary Declaration shall be so executed and recorded pursuant to this Section more than three (3) years (i) subsequent to the recordation of this Declaration, or (ii) subsequent to the last recordation of a Supplementary Declaration, whichever of (i) or (ii) shall have later occurred. The recordation of said Supplementary Declara- tion shall constitute and effectuate the annexation of the said real property described therein making said real property subject to this Declaration and subject to the functions, powers and jurisdiction of the Master Association, and thereafter said annexed real property shall be part of the Covered Property and all of the Owners of Residences in said annexed real property shall automatically be Members. . Section 14-4. "Annexation Pursuant to Approval" - Upon approval in writing of the Master Association, pursuant to two-thirds (2/3) majority of the voting power of each class Of its Members, or the written assent of such Members, excluding the voting power. or written assent of the owner of any of the real property sought to be annexed, any person who desires to add real property, other than the Annexation Property, to the plan of this Declaration and to subject such property to the jurisdiction of the Master Association, may file or record a Supplementary Declaration. The provisions of this Section shall also apply to the Annexation Property subsequent to the expiration of the power of Declarant to annex such property without the approval of the Members as provided in this Article. The certificate of the President and the Secretary of the Master Association attached to any Supplement- ary Declaration recorded pursuant to this Section certifying that the required two-thirds (2/3) majority-of the voting power of each class of Members has approved the recordation of such Supplementary Declaration shall be deemed conclusive proof thereof. Section 14-5. ."Mergers of Consolidations" - Upon a merger or con- solidation of the Master Association with another association, which merger or consolidation must be approved by two-thirds (2/3). of each class of Members, the Master Association's properties, rights and obligations may, by operation of law, be transferred to the surviving or consolidated association, or, alternatively, the properties, rights and obligations of another association may, by operation of law, be added to the properties, rights and obligations of the Master Association as a surviving corporation pursuant to a merger. The surviving or consolidated association may administer the covenants, conditions and restrictions established by this Declaration within the Covered Property, together with the covenants and restrictions established upon any other property as one plan. Section 14-6. "Limitation Upon Annexation" - Notwithstanding the foregoing Sections of this Article, no annexation of additional real property to this Declaration, unless there has been approval thereof by a majority of the voting power of the Master Association, shall have the effect of either overburdening the common interests of the then existing Owners, except as set forth in this Declara- tion or substantially increasing the Assessments of such Owners if such increase has not been disclosed in the California Department of Real Estate's Final Subdivision Public Report applicable to such Owner's Residence. Section 14-7. "Expansion of Association Membership" - Membership shall be expanded to include owners within annexed phases of the development. Section 14-8. "improvements on Future Phases of Development" - Declarant expressly makes no representations or warranties in connection with improvements constructed on lots within future phases of the development. Declarant makes no guarantee that it will build similar or comparable improvements on lots within future phases of the development. Declarant expressly reserves the right to change the style, quality, size and cost of said improvements from those constructed in the first phase of the development, or any other phase. -39- ARTICLE XV Rights of Mortgagees Section 15-1 . "Applicability" - Notwithstanding any and all provisions hereof to the contrary, mortgagees shall have the rights set forth in this Article XV. Section 15-2. "Notification of Default to Lender" - A "mortgagee" at its written request is entitled to written notification from the Association of any default by the mortgagor of a lot in the performance of such mortgagor's obligations under the "enabling documents" (meaning collectively the within instrument, the articles, bylaws, Association rules and board resolutions) which is not cured within sixty (60) days. Section 15-3. "Exemption from Unpaid Assessments" - Any mortgagee who comes into title or possession of a lot pur- suant to the remedies provided in the mortgage, or by foreclosure of the mortgage, or as may otherwise be provided in this Declaration, shall take the property free of any claims for, and shall not be liable for, unpaid assessments or charges against the mortgaged 1t which accrued prior to the time such mortgagee came into title or possession of the lot. Section 15-4. "Prohibited Actions Without Owner Approval" - Unless at least seventy-five percent (75 9o) of mortgagees of lots have given their prior written consent, the Association and the owners shall not be entitled to: (a) By act or omission seek to abandon, partition, release, subdivide, encumber, sell or transfer the common area or any improvements thereon which are owned, directly or indirectly, by the Association. The granting of easements for public utilities or for other public purposes consistent with the intended use of the common area by the Association shall not be deemed a transfer within the meaning of these provisions; (b) change the method of determining the obligations, assessments (whether annual or special), dues or other charges which may be levied against an owner of his lot; -40- (c) by act or omission, change, waive or abandon any scheme of regulations, or enforcement thereof, pertaining to the architectural design or the exterior appearance of improvements constructed upon lots, the exterior maintenance of such improvements, or the maintenance and upkeep of the common area, including improvements, lawns and plantings located thereon; (d) fail to maintain fire and extended coverage on insurable portions of the common area on a current replacement cost basis in an amount not less than one hundred percent (100%) of the insurable value (based on current replacement cost); (e) use hazard insurance proceeds for losses to any improvements of the common area for other than the repair, replacement or reconstruction of such improvements. Section 15-5. "Right to Operating Information" - Mortgagees of lots shall be entitled to inspect the books and records of the Association during normal business hours. Section 15-6. "Priority Rights of Lenders" - Nothing in the enabling documents shall be construed as giving any owner or any other party priority over any rights of mortgagees of lots pursuant to their respective mortgages in the case of a distribution to owners or the Association of insurance proceeds or condemnation awards for losses to or a taking of all or any portion of the common area. Section 15-7. "Damage, Destruction" - If any lot or portion thereof or the common area or any portion thereof is substantially damaged or destroyed or is made the subject matter of any , condemnation or eminent domain proceedings, or is otherwise sought to be acquired by a condemning authority, the Association shall promptly notify all mortgagees affected by such destruction, taking or threatened action. Section 15-8. "Payment of Delinquent Taxes and Charges" - Mortgagees may, jointly or singly, pay taxes or other charges which are in default and which may or have become a charge against the common area and may pay overdue premiums on hazard insurance policies, or secure new hazard insurance coverage on the lapse of a policy, covering the common area; and mortgagees making such payments shall be owed immediate reimbursement therefor from the Association. In this regard, the Association, acting by and through its board, is hereby expressly empowered and authorized to enter into an agreement in favor of all mortgagees respecting such reimbursement, and by the recordation of this Declaration, shall be deemed to have agreed to such reimbursement of all mortgagees. -41- Section 15-9. "Reserve Fund" - Assessments shall include an adequate reserve fund for maintenance, repairs and replacement of those improvements constructed upon the common area which must be replaced on a periodic basis, and such reserve must be funded by regular assessments collected on a monthly basis rather than by special assessments. Section 15-10.. "Insurance" - The Association shall continuously maintain, in effect casualty, flood and liability insurance and a fidelity bond meeting the insurance and fidelity bond requirements for planned unit development projects established by FHLMC, FNMA and the Government National Mortgage Association ("GNMA") so long as any one of the foregoing is a mortgagee or owner of a lot within the properties, except to the extent such coverage is not available or has been waived in writing by FHLMC and by FNMA or GNMA. Section 15-11. "Effect of Breach" - No breach of the covenants, conditions or restrictions contained in this Declaration, nor the enforcement of any lien provisions herein, shall affect, impair, defeat or render invalid the lien or charge or any mortgage or deed of trust made in good faith and for value encumbering any lot, but this Declaration shall be binding upon and effective against any owner whose title is derived through foreclosure or trustee's sale, or otherwise, with respect to a lot, except as otherwise provided in this' Article. -42- ARTICLE XVI General Provisions Section 16-1. "Enforcement" - The Master Association, or any Owner, shall have the right to enforce by proceedings at law or in equity, all restrictions, conditions, covenants and reservations now or hereafter imposed by the provisions of this Declaration or any amendment hereto, including the right to prevent the violation of any such restrictions, conditions, covenants, or reservations and the right to recover damages or other dues for such violation. The Master Association or any Owner shall also have the right to enforce by proceedings at law or in equity the provisions of the Articles or Bylaws and any. amendments thereto. With respect to Assessment liens or any other liens or charges and Association Rules, the Master Association shall have the exclusive right to the enforcement thereof. Section 16-2. "No Waiver" - Failure by the Master Association or by any Member to enforce any covenant, condition, or restric- tion herein contained, or the Articles, Bylaws or Association Rules, in any certain instance or on any particular occasion shall not be deemed a waiver of such right on any such future breach of the same covenant, condition or restriction. Section 16-3. "Cumulative Remedies" - All rights, options and remedies of Declarant, the Master Association, the Owners or Mortgagees under this Declaration are cumulative, and no one of them shall be exclusive of any other, and Declarant, the Master Association, the Owners and the Mortgageees shall have the right to pursue any one or all of such rights, options and remedies or any other remedy or relief which may be provided by law, whether or not stated in this Declaration. Section 16-4. "Severability" - Invalidation of any one or a portion of these covenants, conditions or restrictions by judgment or court order shall in no way affect any other provi- sions which shall remain in full force and effect. Section 16-5. "Covenants to Run with the Land; Term" - The covenants, conditions and restrictions of this Declaration shall run with and bind the Covered Property and shall inure to the benefit of and be enforceable by the Master Association or any Owner, their respective legal representatives, heirs, successors and assigns, for a term of sixty (60) years from the date this Declaration is recorded, after which time said covenants, condi- tions and restrictions shall be automatically extended for a successive period of ten (10) years, unless an instrument, signed by a majority of the then Owners and a majority of the Mortgagees, based on one (1) vote for each Mortgagee held, has been recorded at least six (6) months prior to the end of any such period, agreeing to change said covenants, conditions and restrictions in whole or in part. -43- Section 16-6. "Construction" - The provisions of this Declaration shall be liberally construed to effectuate its purpose of creating a plan for the development of a residential community or tract and for the maintenance of the Covered Property. The Article and Section headings have been inserted for convenience only, and shall not be considered or referred to in resolving questions of inter- pretation or construction. Section 16-7. "Singular Includes Plural" - Whenever the context of this Declaration requires same, the singular shall include the plural and the masculine shall include the feminine and the neuter. Section 16-8. "Nuisance" - The result of every act or omission, whereby any provision, condition, restriction, covenant, easement, or reservation contained in this Declaration is violated in whole or in part, is hereby declared to be and constitutes a nuisance, and every remedy allowed by law or equity against a nuisance, either public or private, shall be applicable against every such result, and may be exercised by the Master Association or any Member. Such remedy shall be deemed cumulative and not exclusive. Section 16-9. "Attorneys' Fees" - In the event action is insti- tuted to enforce any of the provisions contained in this Declara- tion, the party prevailing in such action shall be entitled to recover from the other party thereto as part of the judgment, actual attorneys' fees and costs of such suit. Section 16-10. "Notices" - Any notice to be given to an Owner or a Mortgagee or mortgage servicing contractor under the provisions of this Declaration shall be in writing and may be delivered as follows: (a) Notice to an Owner shall be deemed to have been properly delivered when delivered personally or placed in the United States mail, first class postage prepaid, to the most recent address furnished by such Owner in writing to the Master Association for the purpose of giving notice, or if no such address shall have been furnished, then to the street address of such Owner's Residence. Any such notice deposited in the mail within San Diego County, California, shall be deemed delivered forty-eight (48) hours after such deposit. In the case of co-Owners, any such notice may be delivered or sent to any one of the co-Owners on behalf of all co-Owners and shall constitute delivery on all such co-Owners. (b) Notice to a Mortgagee or its mortgage servicing contractor shall be deemed to have been properly delivered when placed in the United States mailt first class postage prepaid, to the address furnished to the Master Association by such Mortgagee or such contractor or, if no such address is furnished, to any office of the Mortgagee in San Diego County, California, or, if no such office is located in said County, to any office of such Mortgagee. -44- (c) The affidavit of an officer or authorized agent of the Master Association declaring under penalty of perjury that a notice has been mailed to any Owner or Owners, to any Mortgagee or Mortgagees, or to all Members or all Mortgagees, to the address or addresses shown on the records of the Master Association, shall be deemed conclusive proof of such mailing, whether or not such notices are actually received. Section 16-11. "Obligation of Declarant" - So long as Declarant is utilizing the easement described in the Section entitled "Construction and Sales" of the Article in this Declaration entitled "Easements", Declarant shall not be subject to the provisions of the Article entitled "Architectural Control" or the provisions of the Article entitled "Use Restrictions". Section 16-12. "Effect of Declaration" - This Declaration is made for the purposes set forth in the Recitals to this Declaration and Declarant makes no warranties or representations, express or implied, as to the binding effect or enforceability of all or any portion of this Declaration, or as to the compliance of any of these provisions with public laws, ordinances and regulations applicable thereto. Section 16-13. "Personal Covenant" - To the extent the acceptance of a conveyance of a Residence creates a personal covenant between the Owner of such Residence and Declarant or other Owners, such personal covenant shall terminate and be of no further force or effect from and after the date when a person or entity ceases to be an Owner except to the extent this Declaration may provide otherwise with respect to the payment of money to the Master Association. Section 16-14. "Nonliability of Officials" - To the fullest extent permitted by law, neither the Board, the Architectural Committee, or any other committees of the Master Association or any member of such Board or committee shall be liable to the Master Associa- tion or any Member for any damage, loss or prejudice suffered or claimed on account of any decision, approval or disapproval of plans or specifications (whether or not defective), course of action, act, omission, error, negligence or the like made in good faith within which such Board, committees or persons reasonably believed to be the scope of their duties. Section 16-15. "Enforcement of Bonded Obligations" - In the event that the improvements to the Community Facilities have not been completed prior to the issuance of a Final Subdivision Public Report covering the Covered Property by the Department of Real Estate of the State of California, and the Master Association is obligee under a bond or other arrangement (hereinafter the "Bond") to secure performance of the commitment of Declarant to complete such improvements, the following provisions shall apply: -45- (a) The Board shall consider and vote on the question of action by the Master Association to enforce the obligations under the Bond with respect to any improvements for which a Notice of Completion has not been filed within sixty (60) days after the completion date specified for such improvements in the Planned Construction Statement appended to the Bond. If the Master Association has given an extension in writing for the completion of any Community Facilities improvement, the Board shall consider and vote on the aforesaid question if a Notice of Completion has not been filed within thirty (30) days after the expiration of such extension. (b) In the event that the Board determines not to initiate action to enforce the obligations under the Bond, or in the event the Board fails to consider and vote on such question as provided above, then on the petition in writing to the Bord signed by Members of the Master Association representing not less than five percent (5%) of the total voting power of the Master Association, the Board shall call a special meeting of the Members for the purpose of voting to override such decision or such failure to act by the Board. Such meeting shall be called according to the provisions of the Bylaws dealing with meetings of the Members, but in any event such meeting shall be held not less than thirty- five (35) days nor more than forty-five (45) days after receipt by the Board of said petition. (c) The only Members entitled to vote at such meeting of Members shall be the Owners other than Declarant. A vote at such meeting of a majority of the voting power of such Members other than Declarant to take action to enforce the obligations under the Bond shall be deemed to be the decision of the Master Associ- ation and the Board shall thereafter implement such decision by initiating and pursuing appropriate action in the name of the Master Association. Section 16-16. "Construction by Declarant" - Nothing in this Declaration shall limit the right of Declarant to alter the Community Facilities or the Residences, or to construct such additional improvements as Declarant deems advisable prior to completion of improvements upon and sale of the entire Covered Property. Such right shall include but shall not be limited to erecting, constructing and maintaining on the Covered Property such structures and displays as may be reasonably necessary for the conduct of the business or completing the work and disposing of the same by sale, lease or otherwise. This Declaration shall not limit the right of Declarant at any time prior to acquisition of title by a purchaser from Declarant to establish on the Covered Property additional licenses, reservations and rights-of-way to itself, to utility companies, or to others as may from time to time be reasonably necessary to the proper development and disposal of the Covered Property. Declarant reserves the right -46- to alter its construction plans and designs as it deems appropriate. The rights of Declarant hereunder may be assigned to any successor or successors to all or part of said entity's respective interest in the Covered Property, by an express assignment incorporated in a recorded deed or lease, as the case may be, transferring such interest to such successor. Declarant shall exercise its rights contained in this provision in such a way as not to unreasonably interfere with the Members' rights to use and enjoy the Covered Property. Section 16-17. "Amendments" - Subject to the other provisions of this Declaration, including, without limitation, the rights of Mortgagees pursuant to the Articles hereof entitled "Insurance" and "Rights of Lenders", or otherwise, this Declaration may be amended as follows: (a) Until such time as there is a Class A membership, this Declaration may be cancelled or amended by Declarant. Thereafter, as long as there is a Class B membership, any amendments shall require the affirmative vote or written assent of fifty-one percent (51%) of each class of Members. After the Class B membership has been converted to Class A membership, amendments to the Declaration may be enacted by the vote or written assent of a bare majority which is not more than seventy- five percent (75%) of the total voting power of the Master Association; and (ii) at least a bare majority of the votes of Members other than Declarant. (b) In addition to the foregoing, any amendment or modification of the Articles hereof entitled "Covenant for Maintenance Assessments", "Nonpayment of Assessments", "Architectural Control", "Repair and Maintenance", "Destruction of Improvements", and "Eminent Domain" shall additionally require the prior written approval of not less than seventy- five percent (75%) of the Members other than Declarant. (c) An amendment or modification that requires the vote and written assent of the Members as hereinabove provided shall be effective when executed by the President and Secretary of the Master Association who shall certify that the amendment or modification has been approved as hereinabove provided, and when recorded in the Official Records of San Diego County, California. (d) Notwithstanding the foregoing, any provision of this Declaration, or the Articles, Bylaws or Association Rules which expressly requires the approval of a specified percentage of the voting power of the Master Association for action to be taken under said provision can be amended only with the affirmative vote or written assent of not less than the same percentage of the voting power of the Master Association. -47- ARTICLE XVII Automatic Amendments and Other Effects of Federal Programs Section 17-1. "Amendments to Conform with Mortgagee Requirements". It is the intent of Declarant that this Declara- tion and the articles and bylaws of the Master Association, and the development in general, shall now and in the future meet all requirements necessary to purchase, guarantee, insure or subsidize any mortgage of a condominium in the development by the Federal Home Loan Mortgage Corporation, the Federal National Mortgage Association, the Federal Housing Administration and the Veterans' Administration. In furtherance of that intent, Declarant expressly reserves the right and shall be entitled by unilateral amendment of the Declaration so long as Declarant owns more than twenty-five percent (25%) of the residences in the development to amend this Declaration in order to incorporate any provisions or to enter into any agreement on behalf and in the name of the Master Associ- ation that are, in the opinion of any of the cited entitites or governmental agencies, required to conform the Declaration, the articles, the bylaws or the development to the requirements of any of the entities or governmental agencies, including without limitation, the execution on behalf of and in the name of the Master Association of a regulatory agreement between the Master Association and the Federal Housing Cornmisioner and any other agreement sufficient to satisfy the requirements for mortgage purchase, guarantee or insurance by any of said entities or agencies. Declarant is hereby granted an irrevocable power of attorney to execute any such amendment or agreement by and in the name of the Master Association. Any such provision shall first be approved by the California Department of Real Estate in connection with its issuance of a final subdivision public report or amendment to it with respect to the development. Each owner of a residence and each mortagee of a residence by acceptance of a deed or encumbrance of a residence consents to the incorporation in this Declaration of any such provision and to the execution of any amendment or regulatory agreement and agrees to be bound by any such provisions as if they were incorporated in this Declaration. The board and each owner shall take any action or shall adopt any resolutions required by Declarant or any mortgagee to conform this Declaration or the development to the requirements of any of said entities or agencies. CEM IN WITNESS WHEREOF, the undersigned has executed this Declaration as of the date first set forth. TAMARACK POINTE VENTURE, A California joint venture BY: GLENFED DEVELOPMENT CORPORATION, A California corporation By: Mel Wynn Its: President BY: THE WOODWARD COMPANIES, INC. A California corporation By: Don E. Woodward Its: President STATE OF CALIFORNIA ) ss. COUNTY OF On , 1985, before me, the undersigned, a Notary Public in and for said State, personally appeared Mel Wynn, personally known to me or proved to me on the basis of satisfactory evidence to be the person who executed the within instrument as President or on behalf of GLENFED DEVELOPMENT CORPORATION, the corporation therein named, and acknowledged to me that the corporation executed it. WITNESS my hand and official seal. Notary Public in and for said State -49- STATE OF CALIFORNIA ) ss. COUNTY OF On , 1985, before me, the undersigned, a Notary Public in and for said State, personally appeared Don E. Woodward, personally known to me or proved to me on the basis of satisfactory evidence to be the person who executed the within instrument as President or on behalf of THE WOODWARD COMPANIES, INC., the corporation therein named, and acknowledged to me that the corporation executed it. WITNESS my hand and official seal. Notary Public in and for said State -50- EXHIBIT "A" LEGAL DESCRIPTION OF THE COVERED PROPERTY -51- EXHIBIT "B" LEGAL DESCRIPTION OF THE COMMUNITY FACILITIES -52- EXHIBIT "C" SLOPES -53- EXHIBIT "D" EASEMENTS FOR CERTAIN OWNERS ZERO LOT LINE -54- EXHIBIT "E" PROPERTY SUBJECT TO ANNEXATION: -55- P1-N6. p9LE; ARTICLES OF INCORPORATION OF TAMARACK POINTE TOWNHOMES HOMEOWNERS ASSOCIATION FIRST: The name of this corporation is TAMARACK POINTE TOWNHOMES HOMEOWNERS ASSOCIATION. SECOND: This corporation is a nonprofit mutual benefit corporation orqanized under the Nonprofit Mutual Benefit Corporation Law. The purpose of this corporation is to enqaqe in any lawful act or activity for which a corpora- tion may be orqanized under such law. THIRD: The specific and primary purposes for which this corporation is formed are to provide for the maintenance, preservation and architectural control of a Condominium Project located in the City of Carlsbad, County of San Dieqo, State of California. FOURTH: The name and business address in the State of California of this corporation's initial agent for service of process is: Scott E. Woodward The Woodward Companies 5100 Campus Drive Newport Beach, California 92660 FIFTH: The number and manner in which directors shall be chosen and removed from office, their qualifications, powers, duties, compensation, and tenure of office, the manner of filling vacancies on the board, and the manner of calling and holding meetings of directors, shall be as stated in the Bylaws. SIXTH: The authorized number, if any, and qualifica- tions of members of this corporation, the different classes of membership, if any, the property, voting and other rights and privileges of members, liability for dues and assessments and the method of collecting same, and the transfer of membership shall be as stated in the Bylaws. SEVENTH: The directors shall serve without compen- sation, and no director shall receive any pecuniary benefit as a direct result of being a director of this corporation. EIGHTH: The powers of this corporation shall be exercised, its property controlled, and its affairs conducted by the Board of Directors, as set forth in the Bylaws. NINTH: Neither the directors nor the members of this corporation shall be personally liable for the debts, liabilities, or obligations of the corporation. TENTH: Notwithstanding any of the above statements of purposes and powers, this corporation shall not, except to an insubstantial degree, engage in any activities or exercise any powers that are not in furtherance of the specific purposes of this corporation. ELEVENTH: Amendment of these articles shall require the vote or written consent of a bare majority of the Board of Directors, a bare majority of the voting power of the corporation, and a bare majority of the voting power -2- of members of this corporation other than the declarant; provided, however, if the two-class voting structure is still in effect as provided in the Bylaws, these articles may not be amended without the vote or written assent of a majority of each class of membership. DATED: , 1985 SCOTT E. WOODWARD I hereby declare that I am the person who executed the foregoing Articles of Incorporation, which execution is my act and deed. SCOTT E. WOODWARD J1 PLNC FiLt DECLARATION OF COVENANTS, CONDITIONS AND RESTRICTIONS ESTABLISHING A PLAN OF CONDOMINIUM OWNERSHIP FOR TAMARACK POINTE TOWNHOMES HOMEOWNERS ASSOCIATION PAGE ARTICLE I - DEFINITIONS 3-4 ARTICLE II - DESCRIPTION OF COMMON INTERESTS, PROPERTY RIGHTS, RIGHTS OF ENJOYMENT AND EASEMENTS Section 2.1 - Ownership of Condominium 5 Section 2.2 - Reservation of Easements 5 Section 2.3 - Owners Non-Exclusive Easements of Enjoyment, etc. 6 Section 2.4 - Delegation of Use; Contract Purchasers; Tenants 7 Section 2.5 - Minor Encroachments 7 Section 2.6 - Easements Granted by Association 8 ARTICLE III - USE RESTRICTIONS Section 3.1 - Residential Use 9 Section 3.2 - Commercial Use 9 Section 3.3 - Window Coverings 9 Section 3.4 - Oil Drilling 9 Section 3.5 - Offensive Conduct; Nuisances 9 Section 3.6 - Parking Restrictions; Use of Garage 9 Section 3.7 - Signs 10 Section 3.8 - Antennae, External Fixtures, etc. 10 Section 3.9 - Fences, etc. 10 Section 3.10 - Animals 10 Section 3.11 - Restricted Use of Recreation Vehicles, etc. 11 Section 3.12 - Trash Disposal 11 Section 3.13 - Outside Drying and Laundering 11 Section 3.14 - Structural Alterations 11 Section 3.15 - Exterior Alterations 11 Section 3.16 - Compliance with Laws, etc. 11 Section 3.17 - Indemnification 11 Section 3.18 - Owner's Obligation for Taxes 12 Section 3.19 - Future Construction 12 Section 3.20 - Enforcement 12 Section 3.21 - Balconies and Courtyards 12 ARTICLE IV - THE ASSOCIATION Section 4.1 - Formation 13 Section 4.2 - Association Action; Board of Directors and Officers; Members' Approval 13 E.P4.1:I:I DECLARATION OF COVENANTS, CONDITIONS AND RESTRICTIONS ESTABLISHING A PLAN OF CONDOMINIUM OWNERSHIP FOR TAMARACK POINTE TOWNHOMES HOMEOWNERS ASSOCIATION Page 2 PAGE Section 4.3 - Powers of the Association 13 Section 4.4 - Duties of the Association 15 Section 4.5 - Limitations on Authority of Board 17 Section 4.6 - Personal Liability 18 ARTICLE V - MEMBERSHIP AND VOTING RIGHTS Section 5.1 - Membership Qualifications 19 Section 5.2 - Members' Rights and Duties 19 Section 5.3 - Transfer of Membership 19 Section 5.4 - Classes of Voting Membership 19 Section 5.5 - Special Class A Voting Rights 20 Section 5.6 - Vote of Two Classes as Prerequisite 20 Section 5.7 - Joint Owner Votes 20 Section 5.8 - Cumulative Voting 21 Section 5.9 - Suspension and Penalties 21 ARTICLE VI - ASSESSMENTS Section 6.1 - Agreement to Pay 22 Section 6.2 - Personal Obligations 22 Section 6.3 - Purpose of Assessments 22 Section 6.4 - Regular Assessments 22 Section 6.5 - Special Assessments 24 Section 6.6 - Limitation Respecting Special Assessments 24 Section 6.7 - Uniform Rate of Regular Assessments 25 Section 6.8 - Cornmencment of Regular Assessments; Assessment Period 25 Section 6.9 - Notice and Assessment; Installment Due Dates 25 Section 6.10 - Certificate of Payment 26 Section 6.11 - Subordination of the Lien to Mortgages 26 ARTICLE VII - COLLECTION OF ASSESSMENTS: LIENS Section 7.1 - Rights to Enforce 27 Section 7.2 - Creation of Lien 27 Section 7.3 - Notice of Default; Foreclosure 27 Section 7.4 - Waiver of Exemption 28 ARTICLE VIII - INSURANCE Section 8.1 - Liability Insurance 29 Section 8.2 - Fire and Extended Coverage Insurance 29 ¼ DECLARATION OF COVENANTS, CONDITIONS AND RESTRICTIONS ESTABLISHING A PLAN OF CONDOMINIUM OWNERSHIP FOR TAMARACK POINTE TOWNHOMES HOMEOWNERS ASSOCIATION Page 3 PAGE Section 8.3 - Individual Fire Insurance Limited 29 Section 8.4 - Trustee 30 Section 8.5 - Other Insurance 30 Section 8.6 - Owner's Insurance 30 Section 8.7 - Adjustment of Losses 30 Section 8.8 - Distribution to Mortgagees 30 ARTICLE IX - DESTRUCTION OF IMPROVEMENTS Section 9.1 - Restoration of Development 31 Section 9.2 - Automatic Reconstruction 31 Section 9.3 - Vote of Members 31 Section 9.4 - Sale of Project 31 Section 9.5 - Right to Partition 32 Section 9.6 - Interior Damage 32 Section 9.7 - Notice to Unit Owners and Listed Mortgagees 32 ARTICLE X - CONDEMNATION 33 ARTICLE XI - PARTITION 34 ARTICLE XII - NON-SEVERABILITY OF COMPONENT INTERESTS IN A CONDOMINIUM Section 12.1 - Prohibition Against Severance 35 Section 12.2 - Conveyances 35 ARTICLE XIII - TERM OF DECLARATION 36 ARTICLE XIV - PROTECTION OF MORTGAGEES Section 14.1 - Mortgage Permitted 37 Section 14.2 - Subordination 37 Section 14.3 - Amendment 37 Section 14.4 - Right to Examine Books and Records 38 Section 14.5 - Distribution of Insurance and Condemnation Proceeds 38 Section 14.6 - Amenities 38 Section 14.7 - Notices to Mortgagees of Record 38 DECLARATION OF COVENANTS, CONDITIONS AND RESTRICTIONS ESTABLISHING A PLAN OF CONDOMINIUM OWNERSHIP FOR TAMARACK POINTE TOWNHOMES HOMEOWNERS ASSOCIATION Page 4 PAGE Section 14.8 - Payments by Mortgagees 38 Section 14.9 - Effect of Breach 39 Section 14.10 - Foreclosure 39 Section 14.11 - Non-Curable Breach 39 Section 14.12 - Loan to Facilitate 39 ARTICLE XV - AMENDMENT Section 15.1 - Amendment Before the Close of First Sale 40 Section 15.2 - Amendment After Close of First Sale 40 Section 15.3 - Conflict with Article XIV or Other Provision of this Declaration 40 Section 15.4 - Business and Professions Code Section 11018 41 Section 15.5 - Reliance on Amendments 41 Section 15.6 - Amendments to Conform with Mortgagee Requirements 41 ARTICLE XVI - REPAIR AND MAINTENANCE Section 16.1 - Repair and Maintenance of the Units by Owners 42 Section 16.2 - Repair and Maintenance of Certain Common Areas and Restricted Common Areas by or at the Expense of Owners 42 Section 16.3 - Repair and Maintenance by the Association 43 ARTICLE XVII - ANNEXATION Section 17.1 - Development of the Covered Property 44 Section 17.2 - Supplementary Declarations 44 Section 17.3 - Annexation Without Approval and Pursuant to General Plan 44 Section 17.4 - Annexation Pursuant to Approval 45 Section 17.5 - Mergers or Consolidations 45 Section 17.6 - Limitation upon Annexation 45 Section 17.7 - No Obligation to Annex 46 Section 17.8 - Improvements on Future Phases of Develop- ment 46 DECLARATION OF COVENANTS, CONDITIONS AND RESTRICTIONS ESTABLISHING A PLAN OF CONDOMINIUM OWNERSHIP FOR TAMARACK POINTE TOWNHOMES HOMEOWNERS ASSOCIATION Page 5 PAGE ARTICLE XVIII - GENERAL PROVISIONS Section 18.1 - Headings 47 Section 18.2 - Severability 47 Section 18.3 - Cumulative Remedies 47 Section 18.4 - Violations as Nuisance 47 Section 18.5 - No Racial Restriction 47 Section 18.6 - Access to Books 47 Section 18.7 - Liberal Construction 47 Section 18.8 - Notification of Sale of Condominium 47 Section 18.9 - Number; Gender 48 Section 18.10 - Exhibits 48 Section 18.11 - Easements Reserved and Granted 48 Section 18.12 - Binding Effect 48 Section 18.13 - Unsegregated Real Estate Taxes 48 ARTICLE XIX - ARCHITECTURAL CONTROL 49 I- RECORDING REQUESTED BY AND WHEN RECORDED MAIL TO: TAMARACK POINTE VENTURE 5100 Campus Drive Newport Beach, California 92660 Attn: Mr. Scott Woodward DECLARATION OF COVENANTS, CONDITIONS, AND RESTRICTIONS ESTABLISHING A PLAN OF CONDOMINIUM OWNERSHIP FOR TAMARACK POINTE TOWNHOMES HOMEOWNERS ASSOCIATION This declaration is made this day of 1985 by TAMARACK POINTE VENTURE, a California joint venture ("Declarant"). RECITALS: A. Declarant is the owner of certain real property located in the City of Carlsbad, County of San Diego, State of California, described in Exhibit A attached hereto ("the Property"). B. Declarant has improved or intends to improve the property by constructing improvements thereon consisting of dwelling units and recreational and other facilities in accord- ance with plans and specifications on file with the City of Carlsbad, California. C. By this Declaration, Declarant intends to establish a plan of condominium ownership for the property. DECLARATION: Declarant declares that the property is, and shall be, held, assigned, hypothecated, encumbered, leased, rented, used and occupied subject to the following limitations, restrictions, easements, covenants, conditions, liens and charges, all of which are declared and agreed to be in furtherance of a plan of condo- minium ownership as described in California Civil Code Sections 1350-1360 for the subdivision, improvement, protection, maintenance, and sale of condominiums within the property, and all of which are declared and agreed to be for the purpose of enhancing, maintaining and protecting the value and attractiveness of the property. All of the limitations, restrictions, easements, covenants, conditions, liens and charges shall run with the land, shall be binding on and inure to the benefit of the successors in interest of such parties. Declarant further declares that it is the express intent that this Declaration satisfy the requirements of California Civil Code, Section 1355. IWM ARTICLE I DEFINITIONS Section 1.1 The "articles" mean the Association's articles of incorporation and their amendments. Section 1.2 The "Association" means the Tamarack Pointe Townhomes Homeowners Association, a California nonprofit mutual benefit corporation, its successors and assigns. Section 1.3 The "Association rules" means the rules and regulations regulating the use and enjoyment of the common area adopted by the board from time to time. Section 1.4 The "board" means the board of directors of the Association. Section 1.5 The "bylaws" mean the Association's bylaws and their amendments. Section 1.6 The "common area" means the entire development except all units as defined in this Declaration or as shown on the condominium plan, and without limiting the generality of the foregoing, specifically includes all structural projections within a unit which are required for the support of a condominium building, gas, water, waste pipes, all sewers, all ducts, chutes, conduits, wires and other utility installations of the structures wherever located (except the outlets thereof when located within the units), the land upon which the structures are located, the air space above these structures, all bearing walls, columns, floors, the roof, the foundation, common stairways, window and skylight glass and the like, as well as private streets and certain recreational facilities. Common area shall specifically exclude all garage door opening systems, if any, notwithstanding that the foregoing are located in the common area. The common area upon which the recreational facilities shall be constructed is described in Exhibit "B". On or before the date of the first conveyance of a condominium in the development by Declarant to an owner, Declarant shall convey to the Association title to the real property described in Exhibit "B", free and clear of all encumbrances and liens other than those approved by the California Department of Real Estate. Section 1.7 The "restricted common area" shall mean and include those portions of the common area over which exclusive easements are reserved for the benefit of certain owners, including, but not limited to as those areas are described on the condominium plan. Section 1.8 A "Condominium" means an estate in real property as defined in California Civil Code, Section 783 consist- ing of an undivided interest as a tenant in common in the common area, together with an interest in a unit shown and described on a condominium plan, and all easements appurtenant thereto. Section 1.9 The "condominium plan" means the condominium plan recorded pursuant to California Civil Code, Section 1351 respecting the development, and any amendments to the plan. Section 1.10 The "Declarant" means Tamarack Pointe Venture, a California joint venture, and its successors and assigns, if such successors and assigns, acquire or hold record title to any portion of the development for development purposes. Section 1.11 The "development" means the property divided or to be divided into condominiums, including the units, and common area. Section 1.12 The "Governing instruments" mean the articles, bylaws, this Declaration and the Association rules. Section 1.13 A "member" means every person or entity who holds a membership in the Association. Section 1.14 A "mortgage" means a mortgage or deed of trust encumbering a condominium or other portion of the development. A "mortgagee" shall include the beneficiary under a deed of trust. An "institutional" mortgagee, is a mortgagee which is a bank or savings and loan association or mortgage company or other entity chartered or licensed under federal or state laws whose principal business is lending money on the security of real property, or any insurance company or any federal or state agency. A "first mortgage" or "first mortgagee" is one having priority as to all other mortgages or holders of mortgages encumbering the same condominium or other portions of the development. Section 1.15 An "owner" means each person or entity holding a record ownership interest in a condominium, including Declarant, and contract purchasers under recorded contracts. "Owner" shall not include persons or entitites who hold an interest in a condominium merely as security for the performance of an obligation. Section 1.16 A "unit" means the elements of a condominium that are not owned in common with the other owners of condominiums in the development, such units and their respective elements and boundaries being shown and particularly described in the condominium plan. In interpreting deeds and plans the existing physical boundaries of a unit or of a unit reconstructed in substantial accordance with the original plans shall be conclusively presumed to be its boundaries rather than the description expressed in the deeds or plans, regardless of minor variance between boundaries shown on the plans or in the deed and those of the building and regardless of settling or lateral movement of the building. When- ever reference is made in this Declaration, in the condominium plan, in any deed or elsewhere to a unit it shall be assumed that such reference is made to the unit as a whole, including each of its component elements, and to any and all exclusive easements appur- tenant to such unit over common area, if any. -4- ARTICLE II DESCRIPTION OF COMI4ON INTERESTS, PROPERTY RIGHTS, RIGHTS OF ENJOYMENT AND EASEMENTS Section 2.1 Ownership of Condominium. Ownership of each condominium within the development shall include a unit, an undivided interest in the common area, which undivided interest shall be specified in the deed from Declarant to each owner and which undivided interest cannot be altered or changed as long as the prohibition against severability of component interests in a condominium remains in effect as provided in this Declaration, a membership in the Association, and any exclusive or non-exclusive easement or easements appurtenant to such condominium over the common area as described in this Declaration or the deed to the condominium. Section 2.2 Reservation of Easements. Declarant expressly reserves for the benefit of the owners in the develop- ment reciprocal, non-exclusive easements for access, ingress and egress over all of the common area, which easements may be con- veyed by Declarant to owners and to the Association for so long as Declarant owns any interest in the development. Declarant specifically reserves for the benefit of the owners in the development reciprocal, non-exclusive easements for access, ingress and egress and maintenance purposes over that portion of the Property where that certain private storm drain system is located as depicted on Exhibit "C" attached hereto. Subject to the provisions of this Declaration governing use and enjoyment thereof, such easements may be used by Declarant, its successors, purchasers and all owners, their guests, tenants and invitees, residing on or temporarily visiting the development, for recrea- tional purposes, walkways, vehicular access and such other pur - poses reasonably necessary for use and enjoyment of a condominium in the development. Declarant expressly reserves for the benefit of the board and all agents, officers and employees of the Associa- tion non-exclusive easements over the common area as necessary to maintain and repair the common area and to perform all other tasks in accordance with the provisions of this Declaration. Such ease- ments over the common area shall be appurtenant to and shall pass with the title to every condominium conveyed. Declarant expressly reserves for the benefit of certain owners exclusive easements for the use of the restricted common area depicted on the condominium plan for as assigned to particular owners for correspondingly numbered units in the condominium plan and the individual deeds of the respective condominiums. Declarant expressly reserves for the benefit of the Association the right of Declarant to grant additional easements and rights-of-way over the development to utility companies and public agencies, as necessary for the proper development and disposal of the development, until close of escrow for the sale of the last condominium in the development from Declarant to a purchaser pursuant to a Final Public Report issued by the California Department of Real Estate. The board of the Association, with a vote or written consent of a majority of both the Class A and Class B members, shall have the right to grant easements and rights-of-way over the common areas after the close of escrow for the sale of the first condominium from the Declarant -5- in the development. Declarant, the Association and owners of contiguous units shall have a reciprocal easement appurtenant to each of the units over the units and the common area for the purpose of (1) accommodating any existing encroachments of any wall of the building, and (2) maintaining the same and accommoda- ting authorized construction, reconstruction, repair, shifting, movement or development housing their respective units. There are specifically reserved for the benefit of the owners easements and reciprocal negative easements for utility services and repairs, replacement and maintenance of the same over all of the common area. Such easements shall not unreasonably interfere with the use and enjoyment by the owners of adjoining units. Section 2.3 Owners Non-Exclusive Easements of Enjoyment, etc. Every owner of a condominium shall have a non-exclusive ease- ment of use and enjoyment in, to and throughout the common area for ingress, egress and support over and through the common area; how- ever, such non-exclusive easements shall be subordinate to, and shall not interfere with, exclusive easements appurtenant to units over the common area, if any. Each such non-exclusive easement shall be appurtenant to and pass with the title to every condo- minium, subject to the following rights and restrictions: (a) The rights of the Association to limit the number of guests, and to adopt and to enforce the Association rules. (b) The right of the Association to charge reasonable admission and other fees for use of any unassigned parking and storage spaces and any recreational facility situated upon the common area. (c) The right of the Association to borrow money to improve, repair or maintain the common area. (d) The right of the Association to assign, rent, license or otherwise designate and control use of unassigned parking and storage spaces within the common area (other than those portions subject to exclusive easements appurtenant to units, if any). (e) The right of the Association to impose monetary penalties, temporary suspensions of an owner's rights as a member of the Association or other appropriate discipline for failure to comply with the governing instruments provided that the procedures for notice and hearing, satisfying the minimum requirements of Section 7341 of the Corporations Code, are followed with respect to the accused members before a decision to impose discipline is reached. Notwithstanding the foregoing, the Association has no power to cause a forfeiture or abridgement of an owner's rights to the full use and enjoyment of his individually-owned subdivision interest on account of a failure by the owner to comply with provi- sions of the government instruments or of duly-enacted rules of I operation for common area and facilities except where the loss or forfeiture is the result of the judgment of a court or a decision arising out of arbitration or on account of a foreclosure or sale under a power of sale for failure of the owner to pay assessments levied by the Association. (f) The right of Declarant or its designees to enter on the development to construct the development and to make repairs and remedy construction defects if such entry shall not unreasonably interfere with the use of any occupied unit unless authorized by the unit owner. (g) The right of the Association, or its agents, to enter any unit to perform its obligations under this Declaration, including obligations with respect to construction, maintenance or repair for the benefit of the common area, or the owners in common, or to make necessary repairs that the unit owner has failed to perform. The right shall be immediate in case of an emergency originating in or threatening such unit, whether or not the owner is present. (h) The right of any owner, or his representative, to enter the unit of any other owner to perform permissible installa- tions, alterations or repairs to mechanical or electrical services, including installation of television antennae and related cables, if requests for entry are made in advance and such entry is at a time convenient to the owner whose unit is being entered, except that in the case of emergency such right of entry shall be immediate. Section 2.4 Delegation of Use; Contract Purchasers; Tenants. Any owner may delegate his rights of use and enjoyment in the development, including any recreational facilities to members of his family, guests, invitees, tenants, unrecorded contract purchasers, and to such other persons as may be permitted by the bylaws and the Association rules, subject however, to this Declaration, to the bylaws and to the Association rules. Any delegated rights of use and enjoyment are subject to monetary penalties, temporary suspensions, or other appropriate discipline to the same extent as are the rights of owners. Section 2.5 Minor Encroachments. If any portion of the common area encroaches on any unit or if any portion of a unit encroaches on the common area, regardless of the cause, a valid easement exists for such encroachment and for the maintenance of it as long as it remains, and, all units and the common area are made subject to such easements. If any structure containing a unit is partially or totally destroyed and then rebuilt and any encroachment on the common area results, a valid easement exists for such encrochment and for the maintenance of it as long as it remains, and, all units and the common area are made subject to such easements. -7- Section 2.6 Easements Granted by Association. The Association shall have the right to grant and convey to any third party easements and rights-of-way in, on, over or under the common area for the purpose of constructing, erecting, operating or main- taining lines, cables, wires, conduits, or such other devices for electricity, cable television, power, telephone and other purposes, public sewers, storm water drains and pipes, water systems, sprink- ling systems, water, heating and gas lines or pipes, and any similar public or quasi-public improvements or facilities, and each purchaser, in accepting a deed to a condominium, expressly consents to such easement. However, no such easement can be granted if it would interfere with the use, occupancy or enjoyment by any owner of his unit. ARTICLE III USE RESTRICTIONS Section 3.1 Residential Use. Units shall be used for residential purposes only. However, units owned by Declarant may be used by Declarant for its designees as models, sales offices and construction offices for the purpose of developing, improving and selling condominiums in the development. Nothing in this Declaration shall prevent an owner from leasing or renting his condominium. However, any lease or rental agreement shall be in writing and any tenant shall abide by and be subject to all provisions of this Declaration, the articles, the bylaws, and the Association rules and any lease or rental agreement must specify that failure to abide by such provisions shall be .a default under the lease or rental agreement. Also, no owner shall rent, lease or let his condominium for transient or hotel purposes. Section 3.2 Commerical Use. Except as otherwise pro- vided in Section 3.1, no part of the development shall be used or caused, allowed, or authorized to be used in any way, directly, or indirectly, for any business, commercial, manufacturing, mercan- tile, storing, vending, or other such non-residential purpose. Section 3.3 Window Coverings. Windows can be covered only by drapes, shades, blinds or shutters and cannot be painted or covered by aluminium foil, cardboard, or other similar materials. Section 3.4 Oil Drilling. No oildrilling, oildeve- lopment operations, oil refining, quarrying, or mining operations of any kind shall be permitted on or in the development, and no oil wells, tanks, tunnels or mineral excavations or shafts shall be permitted on the surface of the development or within five hun- dred (500) feet below the surface of the development. No derrick or other structure designed for use in the drilling for water, oil or natural gas shall be erected, maintained or permitted on the development.. Section 3.5 Offensive Conduct; Nuisances. No noxious or offensive activities, including but not limited to, repair of automobiles or other motorized vehicles, except for minor repairs, shall be conducted within the development. Nothing shall be done on or within the development that may be or may become an annoyance or nuisance to the residents of the development, or that in any way interferes with the quiet enjoyment of occupants of units. Unless otherwise permitted by the Association rules, no owner shall serve food or beverages, cook, barbecue or engage in similar activities, except within such owner's unit and except within those portions of the common area subject to exclusive easements appurtenant to such owner's condominium, if any. Section 3.6 Parking Restrictions; Use of Garage. Unless otherwise permitted by the board, no automobile shall be parked or left within the development other than within a garage, carport, or assigned or appurtenant parking stall or space. No boat, trailer, recreational vehicle, camper, motorhome, truck, or commercial vehicle Mtn shall be parked or left within the development other than in a parking area designated by the board for the parking and storage of such vehicles. However, parking by commercial vehicles for the purpose of making deliveries shall be permitted in accordance with the Association rules. Any garages and carports shall be used for parking automobiles only and shall not be converted for living or recreational activities. Any garage doors shall remain closed at all times except when being used to enter or exit. Section 3.7 Signs. No sign of any kind shall be dis- played to the public view on or from any unit or within the common area without the approval of the board, except such signs as may be used by the Declarant or its designees for the purpose of developing, selling and improving condominiums within the development. However, one sign of customary and reasonable dimensions advertising a condo- minium for sale or for rent may be placed within each unit or within the common area immediately adjacent to it by the owner, the location and design of it to be subject to approval by the board. Section 3.8 Antennae, External Fixtures, etc. No tele- vision or radio poles, antennae, flag poles, clotheslines, or other external fixtures other than those originally installed by Declarant or approved by the board and any replacements shall be constructed, erected or maintained on or within the common area or any structures on it. No wiring, insulation, air-conditioning, or other machinery or equipment other than that originally installed by Declarant or approved by the board, and their replacements shall be constructed, erected or maintained on or within the common area, including any structures on it. Each owner shall have the right to maintain televisio or radio antennae within completely enclosed portions of his unit, or the attic space, if any, directly above his unit. Section 3.9 Fences, etc. No fences, awnings, ornamental screens, screen doors, sunshades or walls of any nature shall be erected or maintained on or around any portion of any structure or elsewhere within the development except those that are installed in accordance with the original construction of the development, and their replacements or as are authorized and approved by the board. Section 3.10 Animals. No animals, reptiles, rodents, birds, fish, livestock or poultry shall be kept in any unit or elsewhere within the development except that domestic dogs, cats, fish and birds may be kept as household pets within any unit if they are not kept, bred or raised for commercial purposes. The board can prohibit maintenance of any animal that constitutes a nuisance to any other owner in the sole and exclusive opinion of the board. Each person bringing or keeping a pet upon the develop- ment shall be absolutely liable to other owners, their family mem- bers, guests, and invitees, for any damage to persons or property caused by any pet brought upon or kept upon the development by such person or by members of his family, his guests or invitees. -10-- Section 3.11 Restricted Use of Recreation Vehicles, etc. No boat, truck, trailer, camper, motorhome, recreational vehicle or tent shall be used as a living area while located on the development. However, trailers or temporary structures for use incidental to the initial construction of the development or the initial sales of condominiums may be maintained within the development, but shall be promptly removed on completion of all initial construction and all initial sales. Section 3.12 Trash Disposal. Trash, garbage or other waste shall be kept only in covered sanitary containers. No owner shall permit or cause any trash or refuse to be kept on any portion of the development other than in the receptacles customarily used for it, which, shall be located only in places specifically designated for such purpose except on the scheduled day for trask pickup. Section 3.13 Outside Drying and Laundering. No exterior clothesline shall be erected or maintained and there shall be no exterior drying or laundering of clothes on balconies, in entryways or other areas. Section 3.14 Structural Alterations. No structural alterations to the interior of or common area surrounding any unit shall be made and no plumbing or electrical work within any bearing or common walls shall be performed by any owner without the prior written consent of the board. Section 3.15 Exterior Alterations. No owner shall at his expense or otherwise make any alterations or modifications to the exterior of the buildings, fences, railings, or walls situated within the development without the prior written con- sent of the board. Section 3.16 Compliance With Laws, etc. Nothing shall be done or kept in any unit or in the common area that might in- crease the rate of, or cause the cancellation of, insurance for the development, or any portion of the development, without the prior written consent of the board. No owner shall permit any- thing to be done or kept in his unit that violates any law, or- dinance, statute, rule or regulaton of any local, county, state or federal body. Section 3.17 Indemnification. Each owner shall be liable to the remaining owners for any damage to the common area that may be sustained by reason of the negligence of that owner, members of his family, guests or invitees, but only to the extent that any such damage is not covered by insurance. Each owner, by acceptance of his deed, agrees for himself and for the members of his family, guests or invitees, to indemnify each and every other owner, and to hold him harmless from, and to defend him against, any claim of any person for personal injury or property damage -11- occurring within the unit of that particular owner or within any exclusive easements over the common area appurtenant to the owner's unit. Section 3.18 Owner's Obligation for Taxes. To the extent allowed by law, all condominiums, including their pro rata undivided interest in the common area and the membership of an owner in the Association, shall be separately assessed and taxed so that all taxes, assessments and charges which may become liens prior to first mortgages shall relate only to the individual condominiums and not to the development as a whole. Each owner shall be obligated to pay any taxes or assessments assessed by the San Diego County Assessor against his condominium and against his personal property. Section 3.19 Future Construction. Nothing in this Declaration shall limit the right of Declarant, its successors and assigns, to complete construction of improvements to the common area and to condominiums owned by Declarant or to alter them in any way whatsoever or to construct additional improvements as Declarant deems advisable before completion and sale of the entire development. The rights of Declarant in this Declaration may be assigned by Declarant to any successor to all or any part of any Declarant's interest in the development, as developer, by an express assignment that transfers any such interest to a successor. Section 3.20 Enforcement. The failure of any owner to comply with any provision of this Declaration or the articles or bylaws shall give rise to a cause of action in the Association and any aggrieved owner for the recovery of damages or for injunctive relief, or both. Section 3.21 Balconies and Courtyards. No furniture shall be placed on or in balconies or courtyards except furniture which is designated as patio furniture. Nothing shall be placed or kept on a balcony or in a courtyard except such furniture, trees, shrubs, bushes or plants and other items as may be permitted therein or thereon, pursuant to the Association Rules or this Declaration. -12- ARTICLE IV THE ASSOCIATION Section 4.1 Formation. The Association is a nonprofit mutual benefit corporation formed under the laws of California. Upon the close and recording of the first condominium sale to an owner, the Association shall be charged with the duties and invested with the powers set forth in the articles, the bylaws and this Declaration, including, but not limited to, control and maintenance of the common area and any facilities on the common area. Section 4.2 Association Action; Board of Directors and Officers; Members' Approval. Except as to matters requiring the approval of members as set forth in this Declaration, the articles, or the bylaws, the affairs of the Association shall be conducted by the board and such officers as the board may elect or appoint. Such election or appointment shall be in accordance with this Declaration or the bylaws, and their amendments. Except as otherwise provided in this Declaration, the articles or the bylaws, all matters requiring the approval of members shall be deemed approved if members holding a majority of the total voting rights assent to them by written consent as provided in the bylaws or if approved by a majority vote of a quorum of members at any regular or special meeting held in accordance with the bylaws. Section 4.3 Powers of the Association. The Association shall have all the powers of a nonprofit mutual benefit corporation organized under the General Nonprofit Mutual Benefit Corporation Law of California, subject only to such limitations on the exercise of such powers as are set forth in the articles, the bylaws and this Declaration. It shall have the power to do any lawful thing that may be auhorized, required, or permitted to be done by the Association under this Declaration, the articles and the bylaws, and to do and perform any act that may be necessary or proper for or incidental to, the exercise of any of the express powers of the Association, including, without limitation, the following: (a) Assessments. The Association shall have the power to establish, fix, and levy assessments against the owners and to enforce payment of such assessments, in accordance with the provisions of this Declaration. However, the approval of members shall be required as to the amounts of all regular and special assessments except as otherwise provided in this Declaration. (b) Right of Enforcement. The Association in its own name and on its own behalf, or on behalf of any owner who consents, can commence and maintain actions for damages or to restrain and enjoin any actual or threatened breach of any provision of this Declaration or of the articles or bylaws, or of the Association rules or any resolutions of the board, and to enforce by mandatory -13- injunction, or otherwise, all of the provisions. In addition, the Association shall have the powers to initiate and execute disciplinary proceedings against members of the Association for violations of provisions of the governing instruments in accor- dance with procedures set forth in the governing instruments. (c) Right of Entry. The Association shall have the power to enter upon any privately-owned subdivision interest as necessary in connection with construction, maintenance or emergency repair for the benefit of the common area or the owners in common. (d) Borrowing Money. The Association shall have the power to borrow money and incur indebtedness for the purpose of maintenance of the Association's property and to execute and deliver therefor, in the Association's name, promissory notes, bonds, debentures, deeds of trust, mortgages, pledges or other evidences of debt and security therefor. (e) Delegation of Powers; Professional Management. The Association acting by and through the board can delegate its powers, duties, and responsibilities to committees or employees, including a professional managing agent ("manager"). Any agreement for professional management of the development shall be terminable by either party with or without cause and without payment of a termination fee on thirty (30) days written notice. The term of any such agreement shall not exceed one (1) year, although such agreement may be renewed from year to year by the board. (f) Association Rules. The board shall have the power to adopt, amend and repeal the Association rules as it deems reasonable. The Association rules shall govern the use of the common area by all owners, and their families, guests, invitees or by any contract purchaser, or tenant, and their respective family members, guests or invitees. However, the Association rules shall not be inconsistent with or alter any provisions of this Declaration, the articles or the bylaws. A copy of the Association rules as adopted, amended or repealed, shall be mailed or otherwise delivered to each owner and a copy shall be posted in a conspicuous place within the development. In case of any conflict between any of the Association rules and other provisions of this Declaration, the articles, or bylaws, the conflicting Association rule shall be deemed to be superseded by the provisions of this Declaration, the articles or the bylaws. -14- Section 4.4 Duties of the Association. In addition to the powers delegated to it by its articles or the bylaws, and without limiting their genera lity, the Association, acting by and through the board, or persons or entities described in Section 4.3(e), has the obligation to conduct all business affairs of common interest to all owners and to perform each of the following duties: (a) Operation and Maintenance of Common Area. To operate, maintain, and otherwise manage or provide for the operation, maintenance and management of the common area, and all its facilities, improvements, and landscaping including any private driveways and private streets, and any other property acquired by the Association, including personal property, in a good condition and in a good state of repair. In this connection, the Association may enter into contracts for services or materials for the benefit of the Association or the common area, including contracts with Declarant. (b) Taxes and Assessments. To pay all real and personal property taxes and assessments and all other taxes levied against the Association. Such taxes and assessments may be contested or compromised by the Association; provided, that they are paid or that a bond insuring payment is posted before the sale or the disposition of any property to satisfy the payment of such taxes. (c) Water and Other Utilities. To acquire, provide and pay for water, sewer, garbage disposal, refuse and rubbish collection, electrical, telephone, cable television, gas and other necessary utility services for the common area, and for condominiums when condominiums are not separately billed. (d) Insurance. To obtain, from reputable insurance companies, and maintain the insurance described in Article VIII. (e) Enforcement of Restrictions and Rules. To perform such other acts, whether or not expressly authorized by this -15- Declaration, that may be reasonably necessary to enforce any of the provisions of this Declaration, the articles and bylaws, and the Association's rules and board resolutions. (f) Preparation of Budgets and Finanöial Statements. To prepare budgets and financial statements for the Association as required by the Declaration or bylaws. (g) Election of Officers. To elect officers of the Association. (h) Filling of Vacancies on Board. To fill vacancies on the board except for a vacancy created by the removal of a director. (i) Enforcement of Bonded Obligation. If the Association is the obligee under a bond or other arrangement ("bond") to secure performance of a commitment of the Declarant or its successors or assigns to complete common area improvements, not completed at the time the California Commissioner of Real :Estate issues a final subdivision public report for the development, the board shall consider and vote on the question of action by the Association to enforce the obligations under the bond with respect to any improvement for which a notice of completion has not been filed within sixty (60) days after the completion date specified for that improvement in the "planned construction statement" appended to the bond. However, if the Association has given an extension in writing for the completion of any common area im- provement, the board shall consider and vote on the action to enforce the obligations under the bond only if.a notice of comple- tion has not been filed within thirty (30) days after the expiration of the extension. If the board fails to consider and vote on the action to enforce the obligations under the bond, or if the board decides not to initiate action to enforce the obligations under the bond, then on the petition in writing to the board signed by members of the Association representing not less than five percent (5%) of the total voting power of the Association, the board shall call a special meeting of members for the purpose of voting to override the decision of the board not to initiate action or to compel the board to take action to enforce the obligations under the bond. The meeting shall be called by the board by fixing a date not less than thirty-five (35) days nor more than forty-five (45) days after receipt by the board of said petition and by giving written notice to all owners entitled to vote in the manner pro- vided in this Declaration or in the bylaws for notices of special meetings of members of the Association. At the meeting, the vote in person or by proxy of a majority of the owners entitled to vote (other than Declarant) in favor of taking action to enforce the obligations under the bond shall be deemed to be the decision of the Association and the board shall then implement this decision by initiating and pursuing appropriate action in the name of the Association. -16- (j) Storm Drain. To maintain and repair the private storm drain system located on the Property. Section 4.5 Limitations on Authority of Board. The board of the Association shall be prohibited from taking any of the following actions, except with the vote or written assent of a majority of the voting power of the Association residing in members other than Declarant: (a) Entering into a contract with a third person where- in the third person will furnish goods or services for the common area or to the Association for a term longer than one year with the following exceptions: (1) A management contract, the terms of which have been approved by the Federal Housing Administration of Veterans Administration. (ii) A contract with a public utility company if the rates charged for the material or ser - vices are regulated by the Public Utilities Commission provided, however, that the term of the contract shall not exceed the shortest term for which the supplier will contract at the regulated rate. (iii) Prepaid casualty and/or liability insur- ance policies of not to exceed three years dura- tion provided that the policy permits short rate cancellation by the insured. (b) Incurring aggregate expenditures for capital improvements to the common area in any fiscal year in excess of five percent (5%) of the budgeted gross expenses of the Association for that fiscal year. (c) Selling during any fiscal year property of the Association having an aggregate fair market value greater than five percent (5%) of the budgeted gross expenses of the Associa- tion for that fiscal year. (d) Paying compensation to directors or to officers of the Association for services performed in the conduct of the Association's business provided, however, that the board may cause a member or officer to be reimbursed for expenses incurred in carrying on the business of the Association. -17- (e) Filling of a vacancy on the board created by the removal of a director. Section 4.6 Personal Liability. No member of the board, or of any committee of the Association, or any officer of the Association, or any manager, or Declarant, or any agent of Declarant, shall be personally liable to any owner, or to any other party, including the Association, for any damage, loss or prejudice suffered or claimed on account of any act, omission, error or negligence of any such person or entity of such person or entity has, on the basis of such information as may be possessed by him or it, acted on in good faith without willful or intentional misconduct. ARTICLE V MEMBERSHIP AND VOTING RIGHTS Section 5.1 Membership Qualifications. Each owner of a condominium, including Declarant, shall be a member of the Association. No owner shall hold more than one membership in the Association even though such owner may own, or own an interest in more than one condominium. Ownership of a condominium or interest mit shall be the sole qualification for membership in the Association. Each owner shall remain a member of the Association until his ownership or ownership interest in all condominiums in the development ceases at which time his mem- bership in the Association shall automatically cease. Persons or entities who hold an interest in a condominium merely as security for performance of an obligation shall not be regarded as members. Section 5.2 Members' Rights and Duties. Each member shall have the rights, duties, and obligations set forth in this Declaration, the articles, the bylaws and the Association's rules, as the same may from time to time be amended. Section 5.3 Transfer of Membership. The Association membership of each person or entity who owns, or owns an interest in, one or more condominiums shall be appurtenant to each such condominium, and shall not be assigned, transferred, pledged, hypothecated, conveyed or alienated in any way except on a transfer of title to each such condominium or interest in it and then only to the transferee. Any attempt to make a prohibited transfer shall be void. Any transfer of title to a condominium or interest in it shall operate automatically to transfer the appurtenant membership rights in the Association to the new owner. Section 5.4 Classes of Voting Membership. The Associa- tion shall have two (2) classes of voting membership: Class A: Class A members are all owners, with the exception of Declarant during such time or times that it shall have Class B membership. Each Class A member shall be entitled to one (1) vote for each condominium in which such member owns an interest. However, when more than one Class A member owns an interest in a condominium, the vote for such condo- minium shall be exercised as they themselves deter- mine, but in no case shall more than one (1) vote be cast with respect to any one condominium. Class B: The Class B member shall be the Declarant who shall be entitled to three (3) votes for each condominium owned in the development. -19- The Class B membership shall cease and be con- verted to Class A membership on the happening of one of the following events, whichever occurs earlier: (a) When the total votes outstanding in the Class A membership equal the total votes out- standing in the Class B membership; (b) On the date which is the second anniversary of the original issuance of the Final Subdivision Public Report by the California Department of Real Estate for the development; or (c) The date which is the fourth anniversary of the original issuance of the Final Subdivision Public Report by the California Department of Real Estate for the first phase of the multi- phase development planned by Declarant. Section 5.5 Special Class A Voting Rights. Notwithstand- ing the provisions of this Article, from the first election of the board, and thereafter for so long as a majority of the voting power of the Association resides in the Declarant or so long as there are two outstanding classes of membership in the Association, not less than twenty percent (20%) of the directors on the board shall have been elected solely by the votes of members other than Declarant. Section 5.6 Vote of Two Classes as Prerequisite. Not- withstanding anything to the contrary as may be contained else- where in this Declaration, any action by the Association which must have the approval of the membership of the Association before being undertaken, except provisions with respect to the action referred to at Section 4.4(i) preceding, shall require the vote or written assent of the required percentage of each class of membership during the period of time that there are two (2) outstanding classes of membership, and any requirement that the vote of the Declarant is to be excluded in any such determination shall not be applicable. Section 5.7 Joint Owner Votes. The voting rights for each condominium may not be cast on a fractional basis. If the joint owners of a condominium are unable to agree among themselves as to how their voting rights shall be cast, they shall forfeit the vote on the matter in question. If any owner exercises the voting rights of a particular condominium, it will be conclusively -20- presumed for all purposes that he was acting with the authority and consent of all other owners of the same condominium. If more than one (1) person or entity exercises the voting rights for a particular condominium, their votes shall not be counted and shall be deemed void. Section 5.8 Cumulative Voting. Election to and re- moval from the board shall be by secret written ballot. Cumu- lative voting in the election of directors shall be prescribed for all elections in which more than two positions on the board are to be filled, subject only to the procedural pre- requisites to cumulative voting prescribed in Section 7615(b) of the Corporations Code. Pursuant to such cumulative voting, no member shall be entitled to cumulate votes for a candidate or candidates unless such candidate's name or candidates' names have been placed in nomination prior to the voting and the member has given notice at the meeting prior to the voting of the member's intention to cumulate votes. If any one member has given notice, all members may cumulate their votes for candidates in nomination. Section 5.9 Suspension and Penalties. The Association shall be authorized to impose monetary penalties, temporary suspensions of an owner's rights as a member of the Association or other appropriate discipline for failure to comply with this Declaration, the bylaws, the Association rules or any other governing instruments provided that the procedures for notice and hearing, satisfying the minimum requirements of Section 7341 of the Corporations Code are followed with respect to the accused member before a decision to impose said discipline is reached. However, a monetary penalty imposed by the Association as a disciplinary measure for failure of a member to comply with this Declaration, the bylaws, the Association rules or any other governing instruments or as a means of reimbursing the Association for costs incurred by the Association in the repair of damage to common areas and facilities for which the member was allegedly responsible or in bringing the member and his interest into compliance with the governing instruments shall not be an assessment which may become a lien against the member's subdivision interest enforceable by a sale of interest in accordance with the provisions of Sections 2924, 2924(b) and 2924(c) of the California Civil Code. The aforesaid sentence shall not apply to charges imposed against an owner consisting of reasonable late payment penalties for delinquent assessments and/or charges to reimburse the Association for the loss of interest and for costs reasonably incurred (including attorneys' fees) in its efforts to collect delinquent assessments. -21- ARTICLE VI ASSESSMENTS Section 6.1 Agreement to Pay. The Declarant, for each condominium owned by it in the development which is expressly made subject to assessment as set forth in this Declaration, covenants and agrees, and each purchaser of a condominium by his acceptance of a deed, covenants and agrees, for each condominium owned, to pay to the Association regular assessments and special assessments, such assessments to be established, made and collected as provided in this Declaration. Section 6.2 Personal Obligations. Each assessment or installment, together with any late charge, interest, collection costs and reasonable attorneys' fees, shall be the personal obligation, of the person or entity who was an owner at the time such assessment, or installment became due and payable. If more than one person or entity was the owner of a condominium, the personal obligation to pay such assessment, or installment respecting such condominium shall be both joint and several. The personal obligation for delinquent assessments, or delinquent installments and other such sums, shall not pass to an owner's successors in interest unless expressly assumed by them. No owner may exempt himself from payment of assessments, or install- ments, by waiver of the use of enjoyment of all or any portion of the common area or by waiver of the use or enjoyment of, or by abandonment of, his condominium. Section 6.3 Purpose of Assessments. The assessments levied by the Association shall be used exclusively to promote the recreation, health, safety, and welfare of the members of the Association, the improvement, replacement, repair, operation and maintenance of the common area and the performance of the duties of the Association as set forth in this Declaration. Section 6.4 Regular Assessments. The board shall prepare or cause to be prepared a budget for the forthcoming fiscal year not less than forty-five (45) days before the beginning of each fiscal year of the Association. The budget shall be prepared each year regardless of the number of members or the amount of assets of the Association. A copy of the budget shall be distributed to each owner and to each mortgageee which has requested in writing that copies be sent to it. The budget shall at least include the following information: (A) Estimated revenue and expenses on an accrued basis; (B) The amount of the total cash reserves of the Association currently available for replacement or major repair of common facilities and for contingencies; -22- (C) An itemized estimate of the remaining life of, and the methods of funding to defray repair, replacement or additions to major components of the common facilities and any other facilities for which the Association is responsible; and (D) A general statement setting forth the procedures used by the governing body in the calculation and' establishment of reserves to defray the costs of repair, replacement or additions to major components of the common facilities and any other facilities for which the Association is responsible. A balance sheet (as of an accounting date which is the last day of the month closest in tIme to six months from the date of closing of the first sale of a condominium in the Development) - and an operating statement (for the period from the date of the first closing to the said accounting date) shall be distributed within sixty (60) days after the accounting date. This operating statement shall include a schedule of assessments received and receivable identified by address of the condominium and the name of the individual or entity assessed. A report consisting of the following shall be distributed within one hundred and twenty (120) days after the close of the fiscal year: (A) A balance sheet as of theend of thefiscal year; (B) An operating (income) statement for the fiscal year; (C) A statement of changes in -financial position for the fiscal year. For any fiscal year in which the gross income to the Association exceeds $75,000, a copj of the review of the annual report prepared in accordance with generally accepted accounting principles by a licensee of the California State Board of Accountancy shall also be distributed. If said report is not prepared by an independent accountant, it shall be accompanied by the certificate of an authorized officer of the Association that the statement was prepared from the books and records of the Association without independent audit or review. - - In addition to financial statements, the Association shall annually distribute a statement of the Association's policies and practices in enforcing its remedies against members for defaults in the payment of regular and special assessments including the recording and foreclosing of liens against members' condominium interests. This statement shall be distributed within sixty (60) days prior to the beginning of each fiscal year. -23- Not more than sixty (60) days nor less than thirty (30) days before the beginning of each fiscal year of the Association, the board shall meet for the purpose of establishing the regular annual assessment for the forthcoming fiscal year. At such meeting the board shall review the budget, any written comments received and any other information available to it and, after making any adjustments that the board deems appropriate, without a vote of the members of the Association, shall establish the regular assessment for the forthcoming fiscal year; provided, however, that the board may not establish a regular assessment for any fiscal year of the Association which is more than twenty percent (20%) greater than the regular assessment for the immediately preceding fiscal year, without the vote or written consent of a majority of the voting power of the Association residing in members other than Declarant. Unless the Association or its assessment income shall be exempt from federal or state income taxes, to the extent possible, all reserves shall be accounted for and handled as contribution to the capital of the Association and as trust funds segregated from the regular income of the Association or in such other manner authorized by law or regulations of the Internal Revenue Service and the California Franchise Tax Board as will prevent such funds from being taxed as income of the Association. Section 6.5 Special Assessments. If the board deter- mines that the estimated total amount of funds necessary to defray the common expenses of the association for a given fiscal year is or will become inadequate to meet expenses for any reason, including, but not limited to, unanticipated delinquencies, costs of construction, unexpected repairs or replacements of capital improvements on the common area, the board shall determine the approximate amount necessary to defray such expenses, and if the amount is approved by a majority vote of the board it shall become a special assess- ment. The board may, in its discretion, pro rate such special assessment over the remaining months of the fiscal year or levy the assessment immediately against each condominium. Unless exempt from federal or state income taxation, all proceeds from any special assessment shall be segregated and deposited into a special account and shall be used solely for the purpose or purposes for which it was levied or it shall be otherwise handled and used in a manner authorized by law or regulations of the Internal Revenue Service or the California Franchise Tax Board in order to avoid, if possible, its taxation as income of the Association. Section 6.6 Limitation Respecting Special Assessments. In any fiscal year, the board may not, without the vote or written assent of a majority of the voting power of the Association residing in members other than the Declarant, levy special assessments to defray the costs of any action or undertaking on behalf of the Association which in the aggregate exceed five percent (5%) of the budgeted gross expenses of the Association for that fiscal year. -24- Except as provided in (a) and (b) hereof, every special assessment shall be levied upon the same basis as that prescribed for the levy of regular assessments. (a) A special assessment against owners to raise funds for the rebuilding or major repair of the structural common area housing units of the development shall be levied upon the basis of the ratio of the square footage of the floor area of the unit to be assessed to the total square footage of floor area of all units. (b) The provisions hereof with respect to special assess- ments do not apply in the case where the special assessment against a member is a remedy utilized by the board to reimburse the Associa- tion for costs incurred in bringing the member and his condominium interest into compliance with provisions of the governing instruments for the subdivision. Section 6.7 Uniform Rate of Regular Assessments. Regular assessments must be fixed at a uniform rate for all condominiums and shall be determined by dividing the amount by the total number of condominiums then within the development and subject to assessment. Section 6.8 Commencement of Regular Assessments; Assess- ment Period. The regular assessment period shall commence on January 1 of each year and shall terminate on December 31 of such year, and regular assessments shall be payable in equal monthly installments unless the board adopts some other basis for collection. However, the initial regular assessment period shall commence on the first day of the calendar month following the date on which the sale of the first condominium to a purchaser is closed and recorded (the "initia- tion date") and shall terminate on December 31 of the year in which the initial sale is closed and recorded. The first regular assess- ment shall be adjusted according to the number of months remaining in the fiscal year and shall be payable in equal monthly install- ments unless the board adopts some other basis for collection. The Association shall not change the pro rata interest or obligation of any condominium for purposes of levying assessments unless all owners have given their prior written consent. Section 6.9 Notice and Assessment; Installment Due Dates. A single ten (10) day prior written notice of each annual regular assessment and each special assessment shall be given to each owner of every condominium subject to assessment in which the due dates for the payments of installments shall be specified. The due dates for the payment of installments normally shall be the first day of each month unless some other due date is established by the board. Each installment of regular assessments and special assessments shall become delinquent if not paid within fifteen (15) days after its due date. There shall accrue with each delinquent installment a late charge determined by the board but in no event to exceed the maximum permitted by California State law, together with interest at the rate of ten percent (10%) per annum calculated from the due date to and including the date full payment is received by the Association. -25- Section 6.10 Certificate of Payment. The Association shall, upon demand, and for a reasonable charge, furnish a certifi- cate signed by an officer or authorized agent of the Association setting forth whether the assessment on a specified condominium has been paid; such certificate shall be conclusive evidence of such payment upon any third party relying thereupon in good faith. Section 6.11 Subordination of the Lien to Mortgages. The lien of the regular or special assessments provided for herein shall be subordinate to the lien of any mortgage given for value, including but not limited to purchase-money mortgages. Sale or transfer of any condominium shall not affect the assessment lien. However, the sale or transfer of any condominium pursuant to fore- closure of any mortgage given for value or as the result of the exercise of a power of sale shall extinguish the lien of such assessments as to payments which became due prior to such sale or transfer. No sale or transfer shall relieve such new condominium owner from liability for any assessments thereafter becoming due or from the lien thereof. -26- ARTICLE VII COLLECTION OF ASSESSMENTS: LIENS Section 7.1 Rights to Enforce. The right to collect and enforce assessments is vested in the board acting for and on behalf of the Association. The board or its authorized representative, including any manager, can enforce the obligations of the owners to pay assessments provided for in this Declaration by commencement and maintenance of a suit at law or in equity, or the board may foreclose by judicial proceedings or through the exercise of the power of sale pursuant to Section 7.2 to enforce the lien rights created (any foreclosure right for nonpayment of assessments under this or any other Article contained within this Declaration shall be for non- payment of Regular Assessments only, there shall be no foreclosure right for nonpayment of any type of special assessment, and all reference to foreclosure rights is for nonoayment of Regular Assess- ments only). Suit to recover a money judgment for unpaid assessments together with all other amounts described in Section 6.2 shall be maintainable without foreclosing or waiving the lien rights. Section 7.2 Creation of Lien. If there is a delinquency in the payment of any assessment, or installment on a condominium, as described in Section 6.9, any amounts that are delinquent, together with the late charge described in that section, interest at the rate of ten percent (10%) per annum, and all costs that are incurred by the board or its authorized representative in the collection of the amounts, including reasonable attorneys' fees, shall be a lien against such condominium upon the recordation in the office of the San Diego County Recorder of a notice of assess- ment as provided in California Civil Code, Section 1356. The notice of assessment shall not he recorded until fifteen (15) days after the board or its authorized representative has mailed by first class mail to the delinquent owner or owners a written notice of delinquency and a demand for payment. The lien shall expire and be void unless, within one (1) year after the recordation of the notice of assessment, the board or its authorized representative records (a) a one year extension of said lien, (h) a notice of default as provided herein- after, or (c) institutes judicial foreclosure proceedings with respect to such lien. Section 7.3 Notice of Default; Foreclosure. Not more than one (1) year or two (2) years if the lien has been extended, nor less than fifteen (15) years after the recording of the notice of assessment, the board or its authorized representative can record a notice of default and can cause the condominium with respect to which a notice of default has been recorded to be sold in the same manner as a sale is conducted under California Civil Code, Section 2924, 2924b and 2924c, or through judicial fore- closure. However, as a condition precedent to the holding of any such sale under Section 2924c appropriate publication shall be made. In connection with any sale under Section 2924c the board -27- is authorized to appoint its attorney, any officer or director, or any title insurance or foreclosure company authorized to do business in California as trustee for purposes of conducting the sale. If a delinquency is cured before sale, or before completing a judicial foreclosure, the board or its authorized representative shall cause to be recorded in the office of the San Diego County Recorder a certificate setting forth the satisfaction of such claim and release of such lien upon payment of actual expenses incurred, including reasonable attorneys fees by any delinquent owner. On becoming delinquent in the payment of any assessments, or install- ments each delinquent owner shall be deemed to have absolutely assigned all rents, issues and profits of his condominium to the Association and shall further be deemed to have consented to the appointment of a receiver (which appointment may, at the election of the Association, be enforced by the -Association through specific performance). The Association, acting on behalf of the owners, shall have the power to bid upon the condominium at foreclosure sale and to acquire, hold, lease, mortgage and convey the condominium. Section 7.4 Waiver of Exemption. Each owner, to the extent permitted by law, waives to the extent of any liens created pursuant to this Article XII, the benefit of any homestead or exemption laws of California in effect at the time any assessment, or installment, becomes delinquent or any lien is imposed. SECTION VIII INSURANCE Section 8.1 Liability Insurance. The Association shall obtain and maintain at all times comprehensive public liability insurance insuring the Association, any manager, and the owners and occupants of condominiums, and their respective family members, guests, invitees, and the agents and employees of each, against any liability incident to the ownership or use of the common area and including, if obtainable, a cross-liability or severability of interest endorsement insuring each insured against liability to each other insured. The limits of such insurance shall not be less than One Million Dollars ($1,000,000) covering all claims for death, personal injury and property damage arising out of a single occurrence. Such insurance shall include coverage against water damage liability, liability for non-owned and hired automobiles, liability for property of others and any other liability or risk customarily covered with respect to projects similar in construction, location and use. Section 8.2 Fire and Extended Coverage Insurance. The Association also shall obtain and maintain a master or blanket policy of fire insurance for the full insurable value of all of the improvements within the development. The form, content, and term of the policy and its endorsements and the issuing company must be satisfactory to all institutional mortgagees. If more than one institutional mortgagee has a loan of record against a condominium in the development, the policy and endorse- ments shall meet the maximum standards of the various institutional mortgagees represented in the development. The policy shall contain an agreed amount endorsement or its equivalent, an increased cost of construction endorsement or a contingent liability from operation of building laws endorsement or its equivalent, an ex- tended coverage endorsement, vandalism, malicious mischief cover- age, a special form endorsement and a determinable cash adjust- ment clause or a similar clause to permit cash settlement covering full value of the improvements in case of partial destruction and a decision not to rebuild. The policy shall provide amounts of coverage as shall be determined by the board. The policy shall name as insured the Association, the owners, and all mortgagees as their respective interests may appear, and may contain a loss payable endorsement in favor of the trustee described hereinafter. Section 8.3 Individual Fire Insurance Limited. Except as provided in this Article, no owner shall separately insure his unit against loss by fire or other casualty covered by any insurance carrier under Section 3.2. If any owner violates this provision, any diminution in insurance proceeds otherwise payable under poli- cies described in Section 3.2 that results from the existence of such other insurance will be chargeable to the owner who acquired other insurance, and such owner will be liable to the Association -29- to the extent of any such diminution. An owner can insure his personal property against loss. In addition, any improvements made by an owner within his unit may be separately insured by the owner, but the insurance is to be limited to the type and nature of coverage commonly known as "tenant's improvements." All such insurance that is individually carried must contain a waiver of subrogration rights by the carrier as to other owners, the Association, and any institutional mortgagee of such condominium. Section 8.4 Trustee. All insurance proceeds payable under Section 8.2 and 8.3, subject to the rights of mort- gagees under Section 8.8, may be paid to a trustee, to be held and expended for the benefit of the owners, mortgagees and others, as their respective interests shall appear. Said trustee shall be a commercial bank in San Diego County that agrees in writing to accept such trust. If repair or reconstruction is authorized, the Board shall have the duty to contract for such work as pro- vided for in this Declaration. Section 8.5 Other Insurance. The board may purchase and maintain demolition insurance in adequate amounts to cover demolition in case of total or partial destruction and a deci- sion not to rebuild, and a blanket policy of flood insurance. The board also shall purchase and maintain worker's compensation insurance, to the extent that it is required by law, for all employees or uninsured contractors of the Association. The board also shall purchase and maintain fidelity bonds or insur- ance (which shall be in an amount not less than 150% of each year's estimated annual operating expenses and reserves and shall contain an endorsement of coverage of any person who may serve without compensation) sufficient to meet the requirements of any institutional mortgagee. The board shall purchase and maintain such insurance on personal property owned by the Association, and any other insurance, that it deems necessary. Section 8.6 Owner's Insurance. An owner may carry whatever personal liability and property damage liability insur- ance with respect to his condominium that he desires. However, any such policy shall include a waiver of subrogation clause acceptable to the board and to any institutional mortgagee. Section 8.7 Adjustment of Losses. The board is ap- pointed attorney-in-fact by each owner to negotiate and agree on the value and extent of any loss under any policy carried pursuant to Section 8.1, 8.2 and 8.5. The board is granted full right and authority to compromise and settle any claim or enforce any claim by legal action or otherwise and to execute releases in favor of any insurer. Section 8.8 Distribution to Mortgagees. Any mortgagee has the option to apply insurance proceeds payable on account of a condominium in reduction of the obligation secured by the mortgage of such mortgagee. -30- ARTICLE IX DESTRUCTION OF IMPROVEMENTS Section 9.1 Restoration of Development. Except as hereinafter otherwise provided in this Section, in the event of a total or partial destruction of the development, it shall be the duty of the Association to restore and repair the same to its former condition in accordance with all building codes in effect at the time of such reconstruction, as promptly as practical. The proceeds of any insurance maintained pursuant to Article VIII hereof for reconstruction or repair of the development shall be used for such purpose, and the deficiency, if any, shall be raised by a special assessment imposed pursuant to Article VI hereof. The board shall be authorized to have prepared the necessary docu- ments to effect such reconstruction as promptly as practical. The development shall be reconstructed and rebuilt substantially in accordance with the condominium plan and the original construction plans if they are available, unless changes recommended by the board shall have been approved in writing by a majority of the voting power of the Association. Section 9.2 Automatic Reconstruction. In the event that the amount available from the proceeds of such insurance policies for such restoration and repair shall be at least eighty-five percent (85%) of the estimated cost of restoration and repair or the cost not covered by insurance is less than the sum of One Hundred Fifty Dollars ($150.00) per year, per unit, a Reconstruction Assessment, with each owner contributing a like sum, may be levied by the Association to provide the necessary funds for such reconstruction, over and above the amount of any insurance proceeds available for such purpose, and the Board shall cause the damaged or destroyed development to be restored as closely as practical to its condition prior to the destruction or damage. Section 9.3 Vote of Members. In the event that the amount available from the proceeds of such insurance policies for such restoration and repair shall be less than eighty-five percent (85%) of the estimated cost of restoration and repairs or greater than the sum of One Hundred Fifty Dollars ($150.00) per unit per year, the development shall not be replaced or restored unless a majority of the voting power of the Association agree in writing to such replacement or restoration, or gives its affirmative vote at a meeting duly called therefor. If the members approve such replacement or restoration, the Board shall cause the damaged or destroyed development to be restored as closely as practical to its former condition prior to the destruction or damage. Section 9.4 Sale of Project. In the event of a deter- mination not to rebuild, the Association shall cause the develop- ment to be offered for sale at the highest and best price obtainable, either in its damaged condition, or after damaged structures have been razed. The net proceeds of such sale and the proceeds of any -31- insurance carried by the Association shall be distributed by the Association among the owners of the units and their respective mortgagees proportionately based upon the respective selling prices of the units in the original sales of the units by the Declarant, with all prices adjusted on account of subsequent price increases in the development. Section 9.5 Right to Partition. No owner shall have the right to judicial partition of his interest in the development, or any part thereof, except in the event that restoration has not actually commenced within six (6) months from the date of any partial or total destruction in which event the conditions for partition as set forth in Subdivision (4) of Section 1354 of the Civil Code shall be deemed to have been satisfied. Nothing herein shall be deemed to prevent partition of a co-tenancy in any condo- minium. Except as provided above, each owner and the successors of each owner, whether by deed, gift, devise, or by operation of law, for their own benefit and for the units and for the benefit of all other owners, specifically waive and abandon all rights, interests and causes of action for a judicial partition of the tenancy in common ownership of the development and do further covenant that no action for such judicial partition shall be instituted, prosecuted or reduced to judgment. Section 9.6 Interior Damage. With the exception of any casualty or damage insured against by the Association pursuant to Article VIII, restoration and repair of any damage to the interior of any individual unit, including without limitation all fixtures, appliances, cabinets and improvements therein, together with restoration and repair of all interior paint, wall coverings and floor coverings, shall be made by and at the individual expense of the owner of the unit so damaged. In the event of an obligation or determination to rebuild the development after partial or total destruction as provided in this Article IX, such interior repair and restoration shall be completed by each such unit owner as promptly as practical and in a lawful and workmanlike manner, in accordance with the original plans and specifications or as otherwise approved by the board pursuant to Section 3.14, hereof. Section 9.7 Notice to Unit Owners and Listed Mortgagees. The board, immediately upon having knowledge of any damage or destruction (a) to the common area or any portion thereof, with damage exceeding Ten Thousand Dollars ($10,000.00), or (b) to any individual unit which damage or destruction may only be restored at a cost exceeding One Thousand Dollars ($1,000.00), shall promptly notify all owners, and all mortgagees who have filed a written request for such notice with the board. -32- ARTICLE X CONDEMNATION A condemnation award affecting all or a part of the structural common area of the development which is not appor - tioned among the owners by court judgment or by agreement bet- ween the condemning authority and each of the affected owners of the development, shall be distributed among the affected owners and their respective mortgagees according to the rela- tive values of the condominium units affected by the condemna- tion as determined by independent appraisal to be obtained by the board. -33- ARTICLE XI PPTTTT(Th1 Except as is provided in California Civil Code Section 1364, as the same may be amended from time to time, the common - area of the development shall remain undivided, and there shall be no judicial partition thereof. -34- ARTICLE XII NON-SEVERABILITY OF COMPONENT INTERESTS IN A CONDOMINIUM Section 12.1 Prohibition Against Severance. An owner shall not be entitled to sever his unit from his membership in the Association, and shall not be entitled to sever his unit and his membership from his undivided interest in the common area for any purpose. None of the component interests in a condominium can be severally sold, conveyed, encumbered, hypothecated or otherwise dealt with, and any violation or attempted violation of this provision shall be void. Similarly, no owner can sever any exclusive easement appurtenant to his unit over the common area from his condominium, and any attempt to do so shall be void. The suspension of such right of severability shall not extend beyond the period in which the right to partition a condominium project is suspended under California Civil Code, Section 1354. It is intended hereby to restrict severability pursuant to California Civil Code, Section 1355(g). Section 12.2 Conveyances. After the initial sales of the condominiums, any conveyance of a condominium by an owner shall be presumed to convey the entire condominium. However, nothing contained in this section shall preclude the owner of any condominium from creating a co-tenancy or joint tenancy in the ownership of the condominium with any other person or persons. -35- ARTICLE XIII TERM OF DECLARATION This declaration shall run with the land, and shall continue in full force and effect for a period of sixty (60) years from the date on which this Declaration is recorded. After that time, this Declaration and all covenants, conditions, restrictions and other provisions shall he automatically extended for successive ten (10) year periods unless this Declaration is revoked by an instrument executed by a majority of the owners and mortgagees, and such instrument is recorded in the office of the San Diego County Recorder. -36- ARTICLE XIV PROTECTION OF MORTGAGEES Section 14.1 Mortgage Permitted. Any owner may en- cumber his condominium with a mortgage. Section 14.2 Subordination. Any lien created or claimed under the provisions of this Declaration is expressly made subject and subordinate to the rights of any mortgage given for value, including, but not limited to, purchase money mortgages, that encumbers all or a portion of the development, or any condominium, made in good faith and for value, and no such lien shall in any way defeat, invalidate, or impair the obligation or priority of such mortgage unless the mortgagee expressly subordinates his interest, in writing, to such lien. Section 14.3 Amendment. The prior written consent of seventy-five percent (75%) of the holders of all first mort- gages (based upon one vote for each mortgage held) shall be re- quired for any material amendment to this Declaration, to the articles or to the bylaws. As used in this Section 14.3, the term "any material amendment" is defined to mean amendments to provisions of this Declaration, to the articles or to the bylaws governing the following subjects: (a) The purpose for which the development may be used; (b) Voting; (c) Assessments, collection of assessments, creation and subordination of Assessment liens; (d) Reserves for repair and replacement of common area improvements; (e) Maintenance of common area, and improvements thereon; (f) Casualty and liability insurance; (g) Rebuilding or reconstruction of common area and improvements thereon, in the event of damage or destruction; (h) Rights of use to and in the common area; (i) Annexation of additional property; and (j) Any provisions, which by their terms, are spe- cifically for the benefit of first mortgagees, or specifically confers rights on first mortgagees. -37- Section 14.4 Right to Examine Books and Records. Institutional first mortgagees can examine the books and records of the Association of the condominium development and can require the submission of financial data concerning the Association or the condominium development, including annual audit reports and operating statements as furnished to the owners. Section 14.5 Distribution of Insurance and Condemnation Proceeds. No owner, or any other party, shall have priority over any rights of institutional mortgagees of condominiums pursuant to their mortgages in case of a distribution to owners of insurance proceeds or condemnation awards for losses to or a taking of units or common area. Any provision to the contrary in this Declaration or in the bylaws or other documents relating to the development is to such extent void. All applicable fire and all physical loss or extended coverage insurance policies shall contain loss payable clauses acceptable to the affected institutional mortgagees naming the mortgagees, as their interests may appear. Section 14.6 Amenities. All amenities (such as parking, recreation and service areas) and common area shall be available for use by owners and all such amenities with respect to which regular or special assessments for maintenance or other uses may be levied shall constitute common area. All such amenities shall be owned in fee by the owners in undivided interests or by the Association free of encumbrances except for any easements granted for public utilities or for other public purposes consistent with the intended use of such property by the owners or by the Association. Section 14.7 Notices to Mortgagees of Record. Upon any loss to any unit covered by a mortgage, if such loss exceeds One Thousand Dollars ($1,000.00), or on any loss to the common area, if such loss exceeds Ten Thousand Dollars ($10,000.00), or on any taking of the common area, notice in writing of such loss or taking shall be given to each mortgagee of record. If any owner of a unit is in default under any provision of these cove- nants, conditions and restrictions, or under any provision of the bylaws or the Association rules, which default is not cured within thirty (30) days after written notice to such owner, the Associa- tion shall give to the mortgagee of record of such owner written notice of such default and of the fact that said thirty (30) day period has expired. Section 14.8 Payments by Mortgagees. Mortgagees of condominiums may, jointly or singularly, pay taxes or other charges which are in default and which may or have become a charge against the common area and may pay overdue premiums on hazard insurance policies, or secure new hazard insurance coverage on the lapse of a policy, for common area improvements MWE or other insured property of the Association and, upon making any such payments, such mortgagees shall be owed immediate reimbursement therefor from the Association. This provision shall constitute an agreement by the Association for the express benefit of all mortgagees and upon request of any mortgagees the Association shall execute and deliver to such mortgagee a separate written agreement embodying the provisions of this Section 14.8. Section 14.9 Effect of Breach. No breach of any provision of these covenants, conditions and restrictions shall invalidate the lien of any mortgage in good faith and for value, but all of covenants, conditions and restrictions shall be binding on any owner whose title is derived through foreclosure sale, trustee's sale, or otherwise. Section 14.10 Foreclosure. If any condominium is encum- bered by a mortgage made in good faith and for value, the fore- closure of any lien created by any provision set forth in this Declaration for assessments, or installments of assessments, shall not operate to affect or impair the lien of the mortgage. On foreclosure of a mortgage, the lien for assessments on installments that have accrued up to the time of foreclosure shall be subordinate to the lien of the mortgage, with the foreclosure- purchaser taking the title to the condominium free of the lien for assessments on installments that have accrued up to the time of the foreclosure sale. On taking title to the condominium the foreclosure-purchaser of a mortgage shall only be obligated to pay assessments or other charges levied or assessed by the Association after the foreclosure-purchaser acquired title to the condominium. The subsequently levied assessments or other charges may include previously unpaid assessments provided all owners, including the foreclosure-purchaser, and his successors and assigns are required to pay their proportionate share as provided in this Section. Section 14.11 Non-Curable Breach. Any mortgagee who acquires title to a condominium by foreclosure or by deed-in-lieu of foreclosure shall not be obligated to cure any breach of this Declaration that is non-curable or of a type that is not practi- cal or feasible to cure. Section 14.12 Loan to Facilitate. Any mortage given to secure a loan to facilitate the resale of a condominium after acquisition by foreclosure or by a deed-in-lieu of foreclosure shall be deemed to be a loan made in good faith and for value and entitled to all of the rights and protections of this Article XIV. -39- ARTICLE XV AMNDMF.NT Section 15.1 Amendment Before The Close of First Sale. Prior to the close of the first sale of a condominium in the development to a purchaser other than Declarant, this Declaration and any amendments to it may be amended in any respect or revoked by the execution by Declarant of an instrument amending or revoking this Declaration, after such instrument has been approved by the Department of Real Estate of the State of California. The amending or revoking instrument shall make appropriate reference to this Declaration and its amendments and shall be acknowledged and recorded in the office of the San Diego County Recorder. Section 15.2 Amendment After Close of First Sale. After the close of the first sale of a condominium in the development to a purchaser, other than Declarant, and during such time that the two-class voting structure is still in effect, this Declaration may not be amended or revoked in any respect, except by the vote or written consent of the holders of not less than fifty-one percent (51%) of the voting rights of each class of members. Upon the termination of the two-class voting structure, this Declaration may not be amended or revoked in any respect except by the vote or written consent of a majority of the total voting power of the Association which is at least a bare majority; and at least a bare majority of the votes of members other than Declarant if Declarant still retains voting rights. However, if any provision of this Declaration requires a greater percentage of the voting rights of any class of members in order to take affirmative or negative action under such provision, the same percentage of such class or classes of members shall be required to amend or revoke such provision. Also, if the consent or approval of any governmental authority, any Mortgagee or other person, firm, agency or entity is required under this Declaration with respect to any amendment or revocation of any provision of this Declaration, no such amendment or revocation shall become effective unless such consent or approval is obtained. Any amendment or revocation subsequent to the close of such first sale shall be evidenced by an instrument certified by the Secretary or other duly authorized officer of the Association and shall make appropriate reference to this Declaration and its amendments and shall be acknowledged and recorded in the office of the San Diego County Recorder. Section 15.3 Conflict with Article XIV or Other Provision of this Declaration. To the extent any provisions of this Article XV conflict with the provisions of Article XIV or any other provision of this Declaration, except those contained in Section 15.4, the provisions of Article XIV or the other provisions shall control. I' -40- Section 15.4 Business and Professions Code Section 11018. All amendments or revocations of this Declaration shall comply with the provisions of California Business and Professions Code, Section 11018.7 to the extent said Section is applicable. Section 15.5 Reliance on Amendments. Any amendment made in accordance with the terms of this Declaration shall be presumed valid by anyone relying on them in good faith. Section 15.6 Amendments to Conform with Mortgagee Requirements. It is the intent of Declarant that this Declaration and the articles and bylaws of the Association, and the development in general, shall now and in the future meet all requirements necessary to purchase, guarantee, insure or subsidize any mortgage of a condominium in the development by the Federal Home Loan Mort- gage Corporation, the Federal National Mortgage Association, the Federal Housing Administration and the Veterans' Administration. In furtherance of that intent, Declarant expressly reserves the right and shall be entitled by unilateral amendment of the Declara- tion so long as Declarant owns more than twenty-five percent (25%) of the condominiums in the development to amend this Declaration in order to incorporate any provisions or to enter into any agree- ment on behalf and in the name of the Association that are, in the opinion of any of the cited entitites or governmental agencies, required to conform the Declaration, the articles, the bylaws or the development to the requirements of any of the entities or governmental agencies, including without limitation, the execution on behalf of and in the name of the Association of a regulatory agreement between the Association and the Federal Housing Commi- sioner and any other agreement sufficient to satisfy the require- ments for mortgage purchase, guarantee or insurance by any of said entities or agencies. Declarant is hereby granted an irrevocable power of attorney to execute any such amendment or agreement by and in the name of the Association. Any such provision shall first be approved by the California Department of Real Estate in connection with its issuance of a final subdivision public report or amendment to it with respect to the development. Each owner of a condominium and each mortagee of a condominium by acceptance of a deed or encumbrance of a condominium consents to the incorporation in this Declaration of any such provision and to the execution of any amendment or regulatory agreement and agrees to be bound by any such provisions as if they were incorporated in this Declaration. The board and each owner shall take any action or shall adopt any resolutions required by Declarant or any mortgagee to conform this Declaration or the development to the requirements of any of said entities or agencies. -41- ARTICLE XVI REPAIR AND MAINTENANCE Section 16.1 Repair and Maintenance of the Units by Owners. Except to the extent that the Association is obligated hereunder to maintain a portion of a unit, each owner shall main- tam, repair, replace and restore all portions of his unit including, without limitation, the interior walls, ceilings, floors and doors in a clean, sanitary and attractive condition. All such repairs and maintenance pursuant to this Section shall be subject to such rules therefor as the Association may from time to time establish. Section 16.2 Repair and Maintenance of Certain Common Areas and Restricted Common Areas by or at the Expense of Owners. (a) Common Area. In the event the board shall determine that the walls, ceilings, floors, doors or any other portion of the common area forming the boundaries of a unit have been damaged from within the unit, notwithstanding that such damage may be to the common area, the owner of the unit shall be responsible for repairing such damage in a timely manner and in accordance with such rules as the board shall from time to time adopt. In the event such repair is not so accomplished by the owner, the Association or its delegates shall have the right at reasonable time to enter the unit to effect such repair, and the cost thereof shall be charged to the owner of the unit and, if not paid in a timely manner, shall be a special asssment. (b) Window Glass. Each owner shall be responsible at his sole expense for the interior and exterior cleaning, repair and replacement of all window glass and skylights, if any, of his condominium. (c) Air Conditioning Units. Each owner shall be responsible at his sole expense for the repair, maintenance and replacement of the air conditioning unit servicing his condominium. (d) Garage Doors, Openes and Interiors. Each owner shall be responsible at his sole expense for the repair, maintenance or replacement of the garage doors of his condominium, including without limitation, hinges, springs and other parts of the door mechanism, including automatic door openers, and excepting only the exterior painting thereof. Each owner shall also be responsible at his sole expense for the repair and maintenance of the interior surfaces of the garage area appurtenant to his condominium. (e) Rights of Association. In the event that an owner fails to accomplish any maintenance or repair required by this section, the Association or its delegates shall have the right at reasonable times to enter the unit to effect such maintenance or repair, and the costs thereof shall be charged to the owner of the unit and, if not paid in a timely manner, shall be a special assessment. -42- Section 16.3 Repair and Maintenance by the Association. (a) Common Area. The Association shall maintain and repair the exterior surfaces of all condominium buildings, including the painting thereof, and shall maintain and repair all landscaping and recreational facilities on the common area, the private streets and alleys located within the development, and the roofs of all condominium buildings and recreational facilities. (b) Restricted Common Area. The Association shall be obligated to maintain, repair, restore, replace and make all necessary improvements to those restricted common areas identified as -43- ARTICLE XVII ANNEXATION The real property described on Exhbiti "D" (hereinafter in this Article referred to as the "Annexation Property") and/or any other real property may be annexed to and become subject to this Declaration by any of the methods set forth hereinafter in this Article, as follows: Section 17.1 Development of the Covered Property. Declarant intends to sequentially develop the Annexation Property on a phased basis; however, Declarant may elect not to develop all or any part of such real property, to annex such real property to this Declaration in increments of any size whatsoever, or to develop more than one such increment at any given time and in any given order. Although Declarant shall have the ability to annex the Annexation Property as provided in this Article, Declarant shall not be obligated to annex all or any portion of such prop- erty, and such property shall not become subject to this Declara- tion unless and until a Supplementary Declaration shall have been so executed and recorded. Section 17.2 Supplementary Declarations. A Supple- mentary Declaration shall be a writing in recordable form which annexes real property to the plan of this Declaration and which incorporates by reference all of the covenants, conditions, res- trictions, easements and other provisions of this Declaration and shall contain such other provisions as set forth in this Declaration relating to Supplementary Declarations. Such Supple- mentary Declarations contemplated above may contain such comple- mentary additions and modifications of the covenants, conditions and restrictions contained in this Declaration as may be necessary to reflect the different character, if any, of this Declaration. In no event, however, shall any such Supplementary Declaration, or any merger or consolidation, revoke, modify or add to the covenants established by this Declaration with respect to the existing property. Section 17.3 Annexation Without Approval and Pursuant to General Plan. All or any part of the Annexation Property may be annexed to and become subject to this Declaration and subject to the jurisdiction of the Association without the approval, assent or vote of the Association or its Members, provided that a Supplementary Declaration covering the portion of the Annexa- tion Property to be annexed shall be executed and recorded by Declarant; provided, however, no Supplementary Declaration shall be so executed and recorded pursuant to this Section more than -44- three (3) years (i) subsequent to the recordation of this Dec- laration, or (ii) subsequent to the last recordation of a Supplementary Declaration, whichever of (i) or (ii) shall have later occurred. The recordation of said Supplementary Declara- tion shall constitute and effectuate the annexation of the said real property described therein making said real property subject to this Declaration and subject to the functions, powers and jurisdiction of the Association, and thereafter said annexed real property shall be part of the Property and all of the Owners of condominiums in said annexed real property shall automa- tically be Members. Section 17.4 Annexation Pursuant to Approval. Upon approval in writing of the Association, pursuant to two-thirds (2/3) majority of the voting power of each class of its Members, or the written assent of such Members, excluding the voting power of written assent of the owner of any of the real property sought to be annexed, any person who desires to add real property, other than the Annexation Property, to the plan of this Declara- tion and to subject such property to the jurisdiction of the Association, may file of record a Supplementary Declaration. The provisions of this Section shall also apply to the Annexation Property subsequent to the expiration of the power of Declarant to annex such property without the approval of the Members as provided in this Article. The certificate of the President and the Secretary of the Association attached to any Supplementary Declaration recorded pursuant to this Section certifying that the required two-thirds (2/3) majority of the voting power of each class of Members has approved the recordation of such Sup- plementary Declaration shall be deemed conclusive proof thereof. Section 17.5 Mergers or Consolidations. Upon a merger or consolidation of the Association with another association, which merger or consolidation must be approved by two-third (2/3) of each class of Members, the Association's properties, rights and obligations may, by operation of law, be transferred to the surviving or consolidated association, or, alternatively, the properties, rights and obligations of another association may, by operation of law, be added to the properties, rights and obligations of the Association as a surviving corporation pur- suant to a merger. The surviving or consolidated association may administer the covenants, conditions and restrictions established by this Declaration within the Property, together with the covenants and restrictions established upon any other property as one plan. Section 17.6 Limitation upon Annexation. Notwith- standing the foregoing Section of this Article, no annexation of additional real Droperty to this Declaration, unless there has been approval thereof by a majorty of the voting power of the Association, shall have the effect of either overburdening -45- the common interests of the then existing Owners, except as set forth in this Declaration or substantially increasing the Assessments of such Owners if such increase has not been dis- closed in the California Department of Real Estate's Final Subdivision Public Report applicable to such Owner's unit. Section 17.7 No Obligation to Annex. Not- withstanding any provisions of this Declaration expressly or impliedly to the contrary, Declarant shall have no obligation whatsoever to annex any real property hereto including, with- out limitation, the real property described in Exhibit "D". Section 17.8 Improvements on Future Phases of Development. Declarant expressly makes no representations or warranties in connection with improvements constructed on lots within future phases of the development. Declarant makes no guarantee that it will build similar or comparable improve- ments on lots within future phases of the development. De- clarant expressly reserves the right to change the style, quality, size and cost of said improvements from those con- structed in the first phase of the development, or any other phase. -46- ARTICLE XVIII GENERAL PROVISIONS Section 18.1. Headings. The headings used in this Declaration are for convenience only and are not to be used to interpret the meaning of any of the provisions of this Declara- tion. Section 18.2 Severability. The provisions of this Declaration shall be deemed independent and severable, and the - invalidity or partial invalidity or unenforceability of any provision shall not invalidate any other provisions. Section 18.3 Cumulative Remedies. Each remedy pro- vided for in this Declaration shall be cumulative and not exclusive. Failure to exercise any remedy provided for in this Declaration shall not, under any circumstances, be construed as a waiver thereof. Section 18.4 18.4 Violations as Nuisance. Every act or omission in violation of the provisions of this Declaration shall constitute a nuisance and, in addition to all other remedies herein set forth, may be abated or enjoined by any owner, any member of the board, and the manager, or the Associa- tion. - Section 18.5 No Racial Restriction. No owner shall execute or cause to be recorded any instrument which imposes a restriction upon the sale, leasing or occupancy of this condo- minium on the basis of race, sex, color or creed. Section 18..6 Access to Books. Any owner may, at any , reasonable time and upon reasonable notice to the board of manager at his own expense, cause an audit or inspection to be made of the books and financial records of the Association. S Section 18.7 Liberal Construction. The provisions of this Declaration shall be liberally construed to.effectuate its purpose. Failure to enforce any provision hereof shall not constitute a waiver of the right to enforce said provision thereafter. Section 18.8 Notification of Sale of Condominium. Concurrently with the consummation of the sale of any condomin- ium under circumstances whereby the transferee becomes an owner thereof, or within five (5) business days thereafter, the trans- feree shall notify the board in writing of such sale. Such notification shall set forth the name of the transferee and his mortgagee and transferor, the street address of the condominium -I purchased by the transfereee, the transferree's and the mortgagee's mailing address, and the date of sale. Prior to the receipt of such notification, any and all communications required or per- mitted to be given by the Association, the board or the manager shall be deemed to be duly made and given to the transferee if duly and timely made and given to said transferee's transferor. Nailing addresses may be changed at any time upon written noti- fication to the board. Notices shall be deemed received forty eight (48) hours after mailing if by certified mail, return receipt requested and addressed to the a'ddress above specified. Notices shall also be deemed received twenty four (24) hours after being sent by telegram, or upon personal delivery to any occupant of a condominium over the age of twelve (12) years. Section 18.9 Number; Gender. The singular shall include the plural and the plural the singular unless the context requires the contrary, and the masculine, feminine and neuter shall each include the masculine, feminine or neuter, as the context requires. Section 18.10 Exhibits. All exhibits referred to are attached to this Declaration and incorporated by reference. Section 18.11 Easements Reserved and Granted. Any easements referred to in this Declaration shall be deemed reserved or granted, or both reserved and granted, by reference to this Declaration in a deed to any condominium. Section 18.12 Binding Effect. This Declaration shall inure to the benefit of and be binding on the successors and assigns of the Declarant and the heirs, personal representatives, grantees, tenants, successors and assigns of the owners. Section 18.13 Unsegregated Real Estate Taxes. Until such time as real property taxes have been segregated by the San Diego County Assessor, they shall be paid by the respective owners of condominiums. The proportionate share of the taxes for a particular, condominium shall be determined by dividing the initial sales price or offered initial sales price of the condominium by the total initial sles.price and offered initial sales prices of all condominiums within the development (the term "offered initial sales price" means the price at which an unsold condominium is then being offered for sale by the Decla- rant). If, and to the extent that, taxes are not paid by any owner of a condominium and are allowed to become delinquent, they shall be collected from the delinquent owner by the Associ- ation as a special assessment. ME M-O ARTICLE XIX ARCHITECTURAL CONTROL The Board of Directors shall have the full authority over the architectural and landscape control of the Property and must approve in writing any and all changes thereto. The Board of Directors is authorized to delegate said duties and responsibilities to an architectural committee in its sole discretion. No exterior changes, additions or alterations of any type shall be erected, installed or maintained on the Property, including, but not limited to, awnings, patio covers, fences or landscape, unless said changes have been submitted to and approved in writing by the Board of Directors. The provisions of this Article shall not apply to lots owned by Declarant for purposes of development, and all improve- ments constructed by Declarant thereon shall be deemed in full compliance with this Declaration. The reconstruction after destruction by casualty or otherwise of any Condominium which is accomplished in substantial compliance with a condominium plan filed covering the portion of the Covered Property in which such Condominium is situated shall not require compliance with the provisions of this Article. Such reconstruction shall be conclusively deemed to be in substantial compliance with such condominium plan if it has received the approval of a majority of the Condominium Owners whose units were destroyed within the portion of the Covered Property in which the Condominium being reconstructed is located. This Section may not be modified or eliminated without the prior vote or written assent of a majority of the Condominium Owners. -49- IN WITNESS WHEREOF, the undersigned has executed this Declaration as of the date first set forth. TAMARACK POINTE VENTURE, A California joint venture BY: GLENFED DEVELOPMENT CORPORATION, A California corporation By: Mel Wynn, President BY: THE WOODWARD COMPANIES, INC. A California corporation By: Don E. Woodward, President STATE OF CALIFORNIA ) ss. COUNTY OF On , 1985, before me, the under- signed, a Notary Public in and for said State, personally appeared Mel Wynn, personally known to me or proved to me on the basis of satisfactory evidence to be the person who executed the within - instrument as president or on behalf of GLENFED DEVELOPMENT CORPORATION, the corporation therein named, and acknowledged to me that the corporation executed it. WITNESS my hand and official seal. Notary Public in and for said State -50- STATE OF CALIFORNIA ) ss. COUNTY OF On , 1985, before me, the under- signed, a Notary Public in and for said State, personally appeared Don E. Woodward, personally known to me or proved to me on the basis of satisfactory evidence to be the person who executed the within instrument as president or on behalf of THE WOODWARD COMPANIES, INC., the corporation therein named, and acknowledged to me that the corporation executed it. WITNESS my hand and official seal. Notary Public in and for said State S 51- EXHIBIT "A't THE PROPERTY -5- EXHIBIT 'tB" RECREATIONAL FACILITIES -53- EXHIBIT "C" LOCATION OF STORM DRAIN SYSTEM -54- EXHIBIT "D" ANNEXATION PROPERTY -55- FiLE: CT9-, 1/ INDEX BYLAWS OF TAMARACK POINTE TOWNHOMES HOMEOWNERS ASSOCIATION PAGE ARTICLE I - NAME AND LOCATION 1 ARTICLE II - DEFINITIONS 1 Section 2.1 - Declaration 1 Section 2.2 - Other Definitions 1 ARTICLE III - MEMBERSHIP; VOTING RIGHTS ARTICLE IV - MEETINGS OF MEMBERS Section 4.1 - Annual Meetings 2 Section 4.2 - Special Meetings 2 Section 4.3 - Organizational Meeting of Members 2 Section 4.4 - Place of Meetings 2 Section 4.5 - Notice of Meetings 2 Section 4.6 - Quorum 2 Section 4.7 - Proxies 3 Section 4.8 - Order of Business 3 Section 4.9 - Parliamentary Procedure 3 Section 4.10 - Action Without Meeting 3 ARTICLE V - SELECTION AND TERM OF OFFICE OF BOARD Section 5.1 - Number 4 Section 5.2 - Term of Office 4 Section 5.3 - Compensation 4 Section 5.4 - Idemnification of Directors, Officers and Employees 4 ARTICLE VI - NOMINATION, ELECTION AND REMOVAL OF DIRECTORS Section 6.1 - Nomination 5 Section 6.2 - Initial Homeowner Representation 5 Section 6.3 - Election 5 Section 6.4 - Cumulative Voting 5 Section 6.5 - Removal 5 Section 6.6 - Vacancies 6 A INDEX - BYLAWS (Continued) Page Two ARTICLE VII - MEETING OF DIRECTORS Section 7.1 - Regular Meetings 6 Section 7.2 - Special Meetings 6 Section 7.3 - Organization Meeting of Board 6 Section 7.4 - Quorum 7 Section 7.5 - Board Action Without a Meeting 7 Section 7.6 - Adjournment - Notice 7 Section 7.7 - Conduct of Meetings 7 Section 7.8 - Right of Members to Attend 7 Section 7.9 - Executive Sessions 7 ARTICLE VIII - POWERS AND DUTIES OF THE BOARD OF DIRECTORS Section 8.1 - Powers 8 Section 8.2 - Duties 8 Section 8.3 - Budgets and Financial Statements 8 ARTICLE IX - OFFICERS AND THEIR DUTIES Section 9.1 - Enumeration of Officers 9 Section 9.2 - Election of Officers 9 Section 9.3 - Term 9 Section 9.4 - Special Appointments 10 Section 9.5 - Resignation and Removal 10 Section 9.6 - Vacancies 10 Section 9.7 - Multiple Offices 10 Section 9.8 - Duties 10 ARTICLE X - COMMITTEES 11 ARTICLE XI - BOOKS AND RECORDS Section 11.1 - Inspection and Copying 11 Section 11.2 - Rules and Regulations 11 Section 11.3 - Rights of Directors 11 ARTICLE XII -ASSESSMENTS 12 INDEX - BYLAWS (Continued) Page 3 ARTICLE XIII - AMENDMENTS 12 ARTICLE XIV - MISCELLANEOUS Section 14.1 - Fiscal Year 13 Section 14.2 - Corporate Seal 13 Section 14.3 - Conflicts 13 Section 14.4 - Proof of Membership 13 Section 14.5 - Absentee Ballots 13 BYLAWS OF TAMARACK POINTE TOWNHOMES HOMEOWNERS ASSOCIATION ARTICLE I NAME AND LOCATION The name of the corporation is TAMARACK POINTE TOWNHOMES HOMEOWNERS ASSOCIATION (hereinafter referred to as the "Association"). The principal office of thecorporation shall be located within the development (as hereinafter defined) or as close thereto as practicable, in the City of Carlsbad, County of San Diego, State of California. ARTICLE II DEFINITIONS Section 2.1 Declaration. The "Declaration" shall mean the Declaration of Covenants, Conditions, and Restrictions Establishing a Plan of Condominium Ownership for TAMARACK POINTE TOWNHOMES HOMEOWNERS ASSOCIATION, and any amendments thereto. Section 2.2 Other Definitions. Each and every defini- tion set forth in Article I of the Declaration shall have the same meaning herein. ARTICLE III MEMBERSHIP; VOTING RIGHTS The qualification for membership, the classes of membership and the voting rights of members shall be as set forth at Article V of the Declaration. ARTICLE IV MEETINGS OF MEMBERS Sectibn 4.1 Annual Meetings. Annual meetings of the members shall be held on such date and at such time as the board of directors shall determine from time to time; provided, how- ever, that the first of said annual meetings shall not commence until subsequent to the organizational meeting as set forth in Section 4.3 of this Article IV. Section 4.2 Special Meetings. A special meeting of the members shall be promptly called by the board upon: (a) The vote for such meeting by a majority of a quorum of the board, or (b) Receipt of a written request for a special meeting signed by members representing at least five percent (5%) of the total voting power of the Association. Section 4.3 Organizational Meeting of Members. The organizational meeting of the members shall be deemed to be a special meeting, and shall be held within forty-five (45) days after the closing of the sale of the condominium which represents the fifty-first percentile (51%) interest authorized for sale under the first public report for any portion of the development, but in no event shall the meeting be held later than six (6) months after the close of escrow in the first condominium in the development. Section 4.4 Place of Meetings. Meetings of the mem- bers shall be held within the development or a meeting place as close thereto as possible. Unless unusual conditions exist, meetings shall not be held outside San Diego County. Section 4.5 Notice of Meetings. Written notice of regular and special meetings shall be given to members of the board by mailing a copy of such notice, postage prepaid, not less than 10 nor more than 90 days before the date of any meeting to each member entitled to vote thereat, addressed to the member's address last appearing on the books of the Association, or supplied by such member to the Association for the purpose of such notice. Such notice shall specify the place, day and hour of the meeting, and, in the case of a special meeting, the nature of the business to be undertaken. Section 4.6 Quorum. The presence at any meeting in person or by proxy of members entitled to cast at least fifty- one percent (51%) of the total votes of all members of the Association shall constitute a quorum. In the absence of a quorum, a majority of those present in person or by proxy may adjourn the meeting to another time, but may not trans- act any other business. An adjournment for lack of a quorum of those in attendance shall be to a date not less than five (5) days and not more than thirty (30) days from -2- the original meeting date. The quorum for an adjourned meeting shall be twenty-five percent (257o) of the total voting power of the Association. If a time and place for the adjourned meeting is not fixed by those in attendance at the original meeting or if for any reason a new date is fixed for the adjourned meeting after adjournment, notice of the time and place of the adjourned meeting shall be given to members in the manner prescribed for regular meetings. Section 4.7 Proxies. Every member entitled to vote shall have the right to do so either in person, or by a written proxy executed by such member, and filed with the secretary of the Association; provided, that no such proxy shall be valid after the expiration of eleven (11) months from the date of its execution. Every proxy shall be revocable and shall automatically cease when the ownership interest or interests of such member entitling him to membership in 'the Association ceases. Section 4.8 Order of Business. The order of business of all meetings of the members shall be as follows: (a) Roll call; (b) Proof of notice of meeting or waiver of notice; (c) Reading of minutes of preceding meeting; (d) Reports of board and officers; (e) Election of directors, if any are to be elected; (f) Unfinished business; and (g) New business Section 4.9 Parliamentary Procedure. Al]. questions of parliamentary procedure shall be decided in accordance with Roberts Rules of Order. Section 4.10 Action Without Meeting. Any action which, may be taken by the vote of members at a regular or special meeting, except the election of directors where cumulative voting is allow- able, may be taken without a meeting if done in compliance with the provisions of Section 7513 of the Corporations Code. -3- ARTICLE V SELECTION AND TERM OF OFFICE OF BOARD Section 5.1 Number. The affairs of this Association shall be managed by a board of three (3) directors, who are required to be members of the Association. Section 5.2 Term of Office. Until the holding of the organizational meeting of the members, the board shall consist of the incorporator of this Association. At the organizational meeting of members, the members shall elect two (2) directors to serve for a term commencing at the close of the organizational meeting and continuing until the following first annual meeting, and one (1) director to serve a term commencing at the close of the organizational meeting and continuing until the following second annual meeting. At the expiration of the initial term of office of each respective director, his successor shall be elected to serve for a term of two (2) years, commencing immediately following the annual meeting of members, and expiring two (2) annual meetings there- after. Section 5.3 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 incurred in the performance of his duties. Section 5.4 Indemnification of Directors, Officers and Employees. Except to the extent prohibited by then applicable law, this Association shall reimburse, indemnify and hold harmless each present and future director, officer and employee of this Association from and against all loss, cost, liability and expense which may be imposed upon or reasonably incurred by him, including reasonable settlement payments, in connection with any claim, action, suit or proceeding, or threat thereof, made or instituted, in which he may be involved or be made a party by reason of his being or having been a director, officer or employee of this Association or such other Association, or by reason of any action alleged to have been taken or omitted by him in such capacity. If a disinterested majority of the board of this Association (or, if a majority of the board is not disinterested, then independent legal counsel) determines in good faith that such person was acting in good faith (a) within what he reasonably believed to be the scope of his authority or employment, and (b) for a purpose which he reasonably believed to be in the best interests of the Association. The right of indemnification provided in this Section shall inure to each person referred to in this Section, and in the event of his death shall extend to his legal representatives. The right of indemnification provided in this Section shall not be -4- exclusive of any other rights to which any such person, or any other individual, may be entitled as a matter of law (including, without limitation, his rights under Section 7237 of the California Corporations Code), or under any agreement, vote of directors or stockholders or otherwise. ARTICLE VI NOMINATION, ELECTION AND REMOVAL OF DIRECTORS Section 6.1 Nomination. Nomination for election to the board shall be made by a nominating committee. Nominations may also be made from the floor at the annual meeting of members. The nominating committee shall consist of a chairman, who shall be a member of the board, and two (2) or more members of the Association. The nominating committee shall be appointed by the board subsequent to each annual meeting of the members, to serve from the close of such annual meeting until the close of the next annual meeting. The nominating committee shall piake as many nominations for election to the board as it shall, in its discretion, determine, but not less than the number of vacancies that are to be filled. All such nominations must be made from among members. Section 6.2 Initial Homeowner Representation. Not less than 20% of the representatives on the board shall be elected solely by the votes of owners other than the Declarant at any election in which the Declarant retains a majority of the voting power of the Association. Section 6.3 Election. Election to the board and removal therefrom shall be by secret written ballot. At any 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. The persons receiving the largest number of votes shall be elected, except as is otherwise provided in Section 6.2. Section 6.4 Cumulative Voting. The election and removal of directors shall be by cumulative voting in accordance with California Corporations Code, Section 7615, and pursuant to subsection (b) of California Corporations Code, Section 7615, no member shall be entitled to cumulate votes for a candidate or candidates unless such candidate's name or candidates' names have been placed in nomination prior to the voting and the member has given notice at the meeting prior to the voting of the member's intention to cumulate votes. If any one member has given such notice, all members may cumulate their votes for candidates in nomination. Section 6.5 Removal. Any director may be removed from the board with or without cause by a majority vote of the members of the Association; provided, however, that unless the entire board is removed, an individual director shall not be removed prior to the expiration of his term of office if the votes cast against removal would be sufficient to elect the board member if voted cumulatively at an election at which the same total number of votes were cast and the entire number of directors authorized at the time of the most recent election of the board members were then being elected. -c- Notwithstanding the foregoing provisions, any director appointed pursuant to Section 6.2 may be removed from office prior to the expiration of his term of office only by the vote of at least a s imple majority of the voting power residing in members other than Declarant. Section 6.6 Vacancies. In the event of death, or resignation, of a director, his successor shall be elected by the remaining members of the board and shall serve for the unexpired term of his predecessor. The remaining members of the board shall not, however, have the power to reappoint the removed director or directors. ARTICLE VII MEETING OF DIRECTORS Section 7.1 Regular Meetings. Regular meetings of the board shall be held monthly, at such time as may be fixed from time to time by resolution of the board. Should said meeting fall upon a legal holiday, then that meeting shall be held at the same time on the next day which is not a legal holiday. Notice of the time and place of a regular meeting shall be posted at a prominent place or places within the common area and shall be communicated to board members not less than four (4) days prior to the meeting, provided however, that notice of a meeting need not be given to any board member who has signed a waiver of notice or a written consent to holding of the meeting. Section 7.2 Special Meetings. Special meetings of the board may be called by written notice signed by the president of the Association or by any two members of the board other than the president. The notice shall specify the time and place of the meeting and the nature of any special business to be considered. Notice shall be posted in a manner prescribed for notice of regular meetings and shall be sent to all board members not less than seventy-two (72) hours prior to the scheduled time of the meeting; provided, however, that notice of the meeting need not be given to any board member who signed a waiver of notice or a written consent to holding of the meeting. Section 7.3 Organization Meeting of Board. The first meeting of a newly elected board shall be an organizational meeting and shall be held within ten (10) days of election of the board, at such place as shall be fixed and announced by the directors at the meeting at which such directors were elected for the purpose of organization, election of officers and the transaction of other business. No notice shall be necessary to the newly elected directors in order legally to constitute such meeting, provided I a majority of the whole board shall be present when the time and place are announced. Section 7.4 Quorum. A majority of the number of directors shall constitute a quorum for the transaction of business. Every act or decision done or made by a majority of the directors present at a duly held meeting at which a quorum is present shall be regarded as the act of the board, unless a greater number be required by law or by the articles of incorporation or by the declaration. Section 7.5 Board Action Without A Meeting. The directors shall have the right to take any action in the absence of a meeting which they could take at a meeting by obtaining the unanimous written consent of all the directors to the action to be taken. Any action so approved shall have the same effect as though taken at a meeting of the directors. If the board resolves by unanimous written consent to take action, an explanation of the action taken shall be posted at a prominent place or places within the Common Area or the development within three (3) days after the written consent of all directors have been obtained. Section 7.6 Adjournment - Notice. A quorum of the directors may adjourn any director's meeting to meet again at a stated day and hour. Notice of the time and place of holding an adjourned meeting shall be given to all directors. In the absence of a quorum, a majority of the directors present at any directors' meeting, either regular or special, may adjourn from time to time until the time fixed for the next regular meeting of the board. Section 7.7 Conduct of Meetings. The president, or in his absence, any director selected by the directors present, shall preside at meetings of the board. The secretary of the corporation, or in his absence, any person appointed by the presiding officer, shall act as secretary of the board. Section 7.8 Right of Members to Attend. Regular and special meetings of the board shall be open to all members of the Association; provided, however, that Association members who are not on the board may not participate in any deliverance or discussion unless expressly so authorized by the vote of a majority of a quorum of the board. Section 7.9 Executive Sessions. The board may, with the approval of a majority of a quorum of its members, adjourn a meeting and reconvene in executive session to discuss and vote upon personnel matters, litigation in which the Association is or may become involved and orders of business of a similar nature. The nature of any and all business to be considered in executive session shall first be announced in open session. -7- ARTICLE VIII POWERS AND DUTIES OF THE BOARD OF DIRECTORS Section 8.1 Powers. The board shall have all powers conferred upon the Association as set forth herein and in the Declaration, excepting only those powers expressly reserved to members. Section 8.2 Duties. It shall be the duty of the board to: (a) Cause to be kept a complete record of all acts and corporate affairs and to present a statement thereof to the members at each annual meeting of the members, or at any special meeting when such statement is requested in writing by one-fourth (1/4) of the Class A members who are entitled to vote. (b) Supervise all officers, agents and employees of this Association, and to see that their duties are properly performed. (c) Delegate its powers as provided in this Declaration. Section 8.3 Budgets and Financial Statements. The board shall cause to be regularly prepared and distributed to all members regardless of the number of members or the amount of assets of the Association as follows: (a) A budget consisting of at least the following information for each fiscal year shall be distributed not less than forty-five (45) days prior to the beginning of the fiscal year: (i) Estimated revenue and expenses on an accrual basis. (ii) The amount of the total cash reserves of the Association currently available for replacement or major repair of common facilities and for contingencies. (iii) An itemized estimate of the remaining life of, and the methods of funding to defray repair, replacement or additions to major components of the common areas and facilities for which the Association is responsible. (iv) A general statement setting forth the procedures used by the governing body in the calculation and establishment of reserves to defray the costs of repair, replacement or additions to major components of the common areas and facilities for which the Association is responsible. (b) A balance sheet---as of an accounting date which is the last day of the month closest in time to six (6) months from the date of closing of the first sale of a condominium in the development--- and an operating statement for the period from the date of the first closing to the said accounting date, shall be distributed within sixty (60) days after the accounting date. This operating statement shall include a schedule of assessments received and receivable identified by the number of the condo- minium interest and the name of the entity assessed. (c) An annual report consisting of the following shall be distributed within one hundred-twenty (120) days after the close of the fiscal year: (i) A balance sheet as of the end of the fiscal year. (ii) An operating (income) statement for the fiscal year. (iii) A statement of changes in fiiancia1 position for the fiscal year. For any fiscal year in which the gross income to the Association exceeds $75,000, a copy of the review of the annual report prepared in accordance with generally accepted accounting principles by a licensee of the California State Board of Accountancy shall also be distributed. If the report referred to in (c) above is not prepared by an independent accountant, it shall be accompanied by the certificate of an authorized officer of the Association that the statements were prepared without independent audit or review from the books and records of the Association. In addition to financial statements, the governing body shall annually distribute within sixty (60) days prior to the beginning of the fiscal year a statement of the Association's policies and practices in enforcing its remedies against members for defaults in the payment of regular and special assessments including the recording and foreclosing of liens against members' condominium interests. ARTICLE IX OFFICERS AND THEIR DUTIES Section 9.1 Enumeration of Officers. The officers of the Association shall be a president and vice president, who shall at all times be members of the board, a secretary, and a treasurer, and such other officers as the board may from time to time by resolution create.. Section 9.2 Election of Officers. The election of officers shall take place at the organizational meeting of the board following each annual meeting of the members. Section 9.3 Term. The officers of this Association shall be elected annually by the board and each shall hold office for one (1) year unless he shall sooner resign, or shall be removed, or shall otherwise be or become disqualified to serve. Section 9.4 Special Appointments. The board may elect such other officers as the affairs of the Association may require, each of whom shall hold office for such period, have such authority, and perform such duties as the board may, from time to time, determine. Section 9.5 Resignation and Removal. Any officer may be removed from office with or without cause by the board. Any officer may resign at any time after given written notice to the board, the president or the secretary. Such resignation shall take effect on the date of receipt of such notice or at any later time specified therein, and, unless otherwise specified therein, the acceptance of such resignation shall not be neces- sary to make it effective. Section 9.6 Vacancies. A vacancy in any office may be filled by appointment by the board. The officer appointed to such vacancy shall serve for the remainder of the term of the officer he replaces. Section 9.7 Multiple Offices. The offices of the secretary and treasurer may be held by the same person. No person shall simultaneously hold more than one of any of the other offices except in the case of special offices created pursuant to Section 9.4. Section 9.8 Duties. The duties of the officers are as follows: (a) President. The president shall preside at all meetings of the board, shall see that orders and resolutions of the board are carried out, shall sign all leases, mortgages, deeds and shall co-sign all promissory notes. (b) Vice President. The vice president shall act in the place and stead of the president in the event of his absence, inability or refusal to act, and shall perform such other duties as may be required of him by the board. (c) Secretary. The secretary shall record the votes and keep the minutes of all meetings and proceedings of the board and of the members, shall keep the corporate seal of the Associa- tion and affix it on all papers requiring said seal, shall serve notice of meetings of the board and of the members, shall keep appropriate current records showing the members of the Association together with their addresses, and shall perform such other duties as required by the board. (d) Treasurer. The treasurer shall be responsible for receiving and depositing in appropriate bank accounts all monies of the Association and shall be responsible for disbursing such funds as directed by resolution of the board, shall co-sign all promissory notes of the Association, shall keep proper books of account, shall prepare budgets and financial statements on behalf of the Association, and shall perform such other duties as required by the board. -10- ARTICLE X COMMITTEES The Association shall appoint a nominating committee as provided in these bylaws. In addition, the board shall appoint such other committees as it deems appropriate in order to carry out its purpose. ARTICLE XI BOOKS AND RECORDS Section 11.1 Inspection and Copying. The membership register, books of account and minutes of meetings of the members, of the board and of committees of the board of the Association shall be made available for inspection and copying by any member of the Association-.--or by his duly appointed representative --- at any reasonable time and for a purpose reasonably related to his interest as a member, at the office of the Association or at such other place within the development as the board shall prescribe. Section 11.2 Rules and Regulations. The board shall establish reasonable rules with respect to: (a) Notice to be given to the custodian of records by the member desiring to make the inspection. (b) Hours and days of the week when such an inspection may be made. (c) Payment of the cost of reproducing copies of documents requested by a member. Section 11.3 Rights of Directors. Every director shall have the absolute right at any reasonable time to inspect all books, records and documents of the Association and the physical properties owned or controlled by the Association. The right of inspection by a director includes the right to make extracts and copies of documents. -11-- ARTICLE XII ASSESSMENTS As more fully provided in the Declaration, each member is obliged to pay to the Association regular assessments which are secured by a continuing lien upon the property against which the assessment is made. Any assessments which are not paid when due shall be delinquent. If the assessmentis not paid when due, it shall bear interest from the date of delinquency at ten percent (lO%)per annum, and the Association may bring an action at law against the owner personally obligated to pay the same or foreclose the lien against the property, and interest, costs and actual attorneys' fees of any such action shall be added to the amount of such assessment. No owner may waive, or otherwise be relieved of liability for the assessments provided for herein by non-use of the common area or abandonment of his condominium. The Association shall have the right to impose mbnetary penalties, temporary suspensions of an owner's rights as a member of the Association or other appropriate discipline for failure to comply with the governing instruments provided that the procedures for notice and hearing, satisfying the minimum requirements of Section 7341 of the Corporations Code, are followed with respect to the accused member before a decision to impose discipline is reached. The Association may bring an action at law against the owner personally obligated to pay the same or foreclose the lien against the property, and interest, costs and actual attorneys' fees of any such action shall be added to the amount of such assessment. ARTICLE XIII AMENDMENTS These bylaws may be amended, at a regular or special meeting of the members, by the vote or written assent. of: (a) At least a bare majority of a quorum of the voting power of the Association; and (b) At least a bare majority of the votes of members other than the Declarant. Notwithstanding the above, the percentage of a quorum or of the voting power of the Association or of members other than the Declarant necessary to amend a specific clause or provision in these bylaws shall not be less than the prescribed percentage of affirmative votes required for action to be taken under that clause. -12- ARTICLE XIV MISCELLANEOUS Section 14.1 Fiscal Year. The fiscal year of the Association shall be determined by the Board of Directors from time to time, except that the first fiscal year shall begin on the date of incorporation of the Association. Section 14.2 Corporate Seal. The Association shall have a seal in the circular form, containing the. name of the Association, and "Incorporated ," and "California." Section 14.3 Conflict. In the case of any conflict between the articles and these bylaws, the arti.1cles shall con- trol; and in the case of any conflict between the Declaration and these bylaws, the Declaration shall control. Section 14.4 Proof of Membership. No person shall exercise the rights of membership in the Association until satis- factory proof thereof has been furnished to the secretary. Such proof may consist of either a copy of recorded deed or title insurance policy showing said person to be the owner of a con- dominium in the development entitling him to membership. Such deed or policy shall be deemed conclusive in the absence of a conflicting claim based on a later deed or policy. Section 14.5 Absentee Ballots. The board may take such provisions as it may consider necessary or desirable for absentee ballots. -13- CERTIFICATE OF ADOPTION BYLAWS The undersigned person appointed in the articles to act as the incorporator of the above named corporation hereby adopts the same as the bylaws of said corporation. Executed this day of , 1985. SCOTT WOOD WARD PiA1C. FIL CT gq.,t( WHEN RECORDED NAIL TO: TAMARACK POINTE VENTURE 5100 Campus Drive Newport Beach, California 92660 Attention: Mr. Scott Woodward (Space Above for Recorder's Use Only) SUPPLEMENTARY DECLARATION OF ANNEXATION TOWNHOME S THIS SUPPLEMENTARY DECLARATION OF ANNEXATION FOR TAMARACK POINTE TOWNHONES HOMEOWNERS ASSOCIATION is executed this day of , 1985, by TAMARACK POINTE VENTURE, a California joint venture (hereinafter referred to as "Declarant"). W I T N E S S E T H: WHEREAS, Declarant is the owner of certain property (hereinafter referred to as the "Annexed Property") in the County of San Diego, State of California, described on Exhibit "A" attached hereto and incorporated herein by this reference. WHEREAS, Declarant will convey the Annexed Property subject to certain protective covenants, conditions, restric- 020885 tions, reservations, liens and charges as set forth in that certain Declaration of Covenants, Conditions and Restrictions which was recorded on in Book , Pages of the Official Records of San Diego County, California, and any amendments thereto (hereinafter referred to as the "Declaration") specifically pursuant to the provisions of Article XIV entitled "Annexations" of the Declaration. NOW, THEREFORE, it is declared as follows: 1. All of the Annexed Property is hereby made subject to all the terms, covenants, conditions and provisions as set forth in the Declaration and specifically pursuant to the provisions of the Section entitled "Annexations" of the Declara- tion to all intents and purposes as though said land were a part of the Initial Property as defined in the Declaration. 2. The recordation of this Supplementary Declaration of Annexation shall constitute and effectuate the annexation of the Annexed Property, making said real property subject to the Declaration and subject to the functions, powers and jurisdic- tion of Tamarack Pointe Townhomes Homeowners Association, a California nonprofit mutual benefit corporation (hereinafter referred to as the "Association"), as provided in the Declaration, and thereafter said real property shall be part of the Property as that term is defined in the Declaration and all of the Owners of condominiums as those terms are defined in the Declaration, in the Annexed Property shall automatically be Members of the Association and Owners under the Declaration. Irm 3. All easements reserved by Declarant in Article II of the Declaration are hereby reserved by Declarant over the - Annexed Property, specifically an easement to maintain that certain private storm drain system as depicted on Exhibit "B" attached hereto, together with the right to grant and transfer the same as provided in the Declaration. 4. Regular Assessments shall commence as to all condominiums in the Annexed Property on the first day of the month following the first conveyance of a condominium within the Annexed Property. IN WITNESS WHEREOF, this instrument is executed as of the day and hear first above written. TAMARACK POINT VENTURE, A California joint venture BY: GLENFED DEVELOPMENT CORPORATION, A California corporation By: Mel Wynn, President BY: THE WOODWARD COMPANIES, INC. A California corporation By: Don E. Woodward, President -3- STATE OF CALIFORNIA ) COUNTY OF On , 1985, before me, the undersigned, a Notary Public in and for said State, personally appeared Mel Wynn, personally known to me or proved to me on the basis of satisfactory evidence to be the person who executed the within instrument as President or on behalf of GLENFED DEVELOPMENT CORPORATION, the corporation therein named, and acknowledged to me that the corporation executed it. WITNESS my hand and official seal. Notary Public in and for said State STATE OF CALIFORNIA COUNTY OF On , 1985, before me, the undersigned, a Notary Public in and for said State, personally appeared Don E. Woodward, personally known to me or proved to me on the basis of satisfactory evidence to be the person who executed the within instrument as President or on behalf of THE WOODWARD COMPANIES, INC., the corporation therein named, and acknowledged to me that the corporation executed it. WITNESS my hand and official seal. Notary Public in and for said State -4- EXHIBIT "A" LEGAL DESRIPTION OF PROPERTY EXHIBIT "B" LOCATION OF STORM DRAIN SYSTEM PLNG F,LE cr aq-1V WHEN RECORDED MAIL TO: TAMARACK POINTE VENTURE 5100 Campus Drive Newport Beach, California 92660 Attention: Mr. Scott Woodward (Space Above for Recorder's Use Only) SUPPLEMENTARY DECLARATION OF ANNEXATION (GARDEN HONES) THIS SUPPLEMENTARY DECLARATION OF ANNEXATION FOR TAMARACK POINTE MASTER ASSOCIATION is executed this day of , 1985, by TAMARACK POINTE VENTURE, a California joint venture (hereinafter referred to as "Declarant"). WITNESSETH: WHEREAS, Declarant is the owner of certain property (hereinafter referred to as the "Annexed Property") in the County of San Diego, State of California, described on Exhibit "A" attached hereto and incorporated herein by this reference. WHEREAS, Declarant will convey the Annexed Property subject to certain protective covenants, conditions, restric- tions, reservations, liens and charges as set forth in that certain Declaration of Covenants, Conditions and Restrictions for Tamarack Pointe Master Association which was recorded on in Book......., Pages...... of the Official Records of San Diego County, California, and any amendments thereto (hereinafter referred to as the "Declaration") specifically pursuant to the provisions of Article XIV entitles "Annexations" of the Declaration. NOW, THEREFORE, it is declared as follows: 1. All of the Annexed Property is hereby made subject to all the terms, covenants, conditions and provisions as set forth in the Declaration and specifically pursuant to the provisions of the Section entitled "Annexations" of the Declaration to all intents and purposes as though said land were a part of the initial Covered Property as defined in the Declaration. 2. The recordation of this Supplementary Declaration of Annexation shall constitute and effectuate the annexation of the Annexed Property, making said real property subject to the Declaration and subject to the functions, powers and jurisdic- tion of Tamarack Pointe Master Association, a California -2- non-profit mutual benefit corporation (hereinafter referred to as the "Association"), as provided in the Declaration, and thereafter said real property shall be part of the Covered Property as that term is defined in the Declaration and all of the Owners of Lots as those terms are defined in the Declaration, in the Annexed Property shall automatically be Members of the Association and Owners under the Declaration. 3. All easements reserved by Declarant in Article XIII of the Declaration are hereby reserved by Declarant over the Annexed Property, specifically those easemen.ts.. for. certain residences described in Section 13-9 of the Declaration which are described in Exhibit "B" attached hereto, together with the right to grant and transfer the same as provided in the Declaration. 4. Regular Assessments shall commence as to all Lots in the Annexed Property on the first day of the month following the first conveyance of a Lot within the Annexed Property. IN WITNESS WHEREOF, this instrument is executed as of the day and year first above written. TAMARACK POINTE VENTURE, A California joint venture BY: GLENFED DEVELOPMENT CORPORATION, A California corporation By: .......................... Mel Wynn, President BY: THE WOODWARD COMPANIES, INC. A California corporation By: Don E. Woodward, President STATE OF CALIFORNIA ) ss. COUNTY OF . ) On , 1985, befbre me, the undersigned, a Notary Public in and for said State, personally appeared Mel Wynn, personally known to me or proved to me on the basis of satisfactory evidence to be the person who executed the within instrument as President or on behalf of GLENFED DEVELOPMENT CORPORATION, the corporation therein named, and acknowledged to me that the corporation executed it. WITNESS my hand and official seal. Notary Public in and for said State STATE OF CALIFORNIA ) ss. COUNTY OF . ) On , 1985, before me, the undersigned, a Notary Public in and for said State, personally appeared Don E. Woodward, personally known to me or proved to me on the basis of satisfactory evidence to be the person who executed the within instrument as President or on behalf of THE WOODWARD COMPANIES, INC., the corporation therein named, and acknowledged to me that the corporation executed it. WITNESS my hand and official seal. Notary Public in and for said State -4- EXHIBIT "A" ANNEXED PROPERTY EXHIBIT "B" EASEMENTS FOR CERTAIN RESIDENCES ZERO LOT LINE IC.X ENGINEERING CO. iATE 8:47 All 3 JAR.. 1935 - DF!P1E/5 400 0 4000 0 200.0 200.0 17.0 25.0 0.0 2 5 5120 /AIRJN1TS ' -i C-) I. z -I n