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Establishing A Master Planned Community Marketed Under the Name "Arrowood"

THE MORRO HILLS VILLAGE AND GOLF COURSE

FOR

AND RESERVATION OF EASEMENTS

MASTER DECLARATION OF COVENANTS, CONDITIONS, RESTRICTIONS .(

(Space Above for Recorder's Use)

JACKSON, DeMARCO & PECKENPAUGH (HZF)

4 Park Plaza, 16th Floor Post Office Box 19704 Irvine, CA 92623-9704

WHEN RECORDED, MAIL TO:

OFFICIAL RECOF"1lS SAN DIEGO COOOY RECORDER'S OFFICE GREGORY J. SMITH, COUNTY r;ICORDER

FEES: 365.00

PM MAY 10~ 2002 1:59 9015 RECORDING RZQUESTED BY:

Recorded at the request of ChiCa:~fo Titl€

DOC J. 2002-0398737 1mrn~1J11 Ulil u 2002-0398737

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1.1 ANNEXABLE TERRITORY 2 1.2 ARTICLES : 2 1.3 ASSESSMENT 2 1.4 ASSESSMENT, ANNUAL 2 1.5 ASSESSMENT, CAPITAL IMPROVEMENT 2 1.6 ASSESSMENT, RECONSTRUCTION - 2 · 1. 7 ASSESSMENT, SPECIAL 3 1.8 BENEFICIARY 3 1.9 BOARD OR BOARD OF DIRECTORS . · 3 1.10 BUDGET 3 1.11 BYLAWS ." -3 1.12 CITY : 3 1.13 CLOSE OF ESCROW - 3 1.14 COMMON EXPENSES : 3 1.15 COMMUNITY GUIDELINES 3 1.16 COUNTY , 4· 1.17 DECLARANT 4 1.18 DEDICATED MASTER COMMON AREA 4 1.19 DESIGN GUIDELINES 4 1.20 DESIGN REVIEW COMMITTEE OR COMMITTEE 4 1.21 DRE 4 1.22 FAMILY 4 1.23 FHLMC 4 1.24 FIRST TRACT · - 4 1.25 FISCAL YEAR : 5 1.26 FNMA , 5 1.27 GNMA · 5 1.28 IMPROVEMENT · · 5 1.29 INCLUDE _ _ 5 1.30 LOCAL GOVERNMENTAL AGENCY.' 5 1.31 . LOT 5

ARTICLE I-DEFINITIONS · 2

PAGE DESCRIPTION

TABLE OF CONTENTS FOR

MASTER DECLARATION OF COVENANTS, CONDITIONS, RESTRICTIONS AND RESERVATION OF EASEMENTS

FOR THE MORRO HILLS VILLAGE AND GOLF COURSE

Establishing A Master Planned Community Marketed Under the Name "Arrowood"

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2.1 OWNER'S EASEMENTS OF ENJOYMENT 9 2.2 EASEMENTS FOR VEHICULAR/PEDESTRIAN TRAFFIC 10 2.3 EASEMENTS FOR PUBLIC SERVICE US 11 2.4 EASEMENTS FOR WATER AND UTILITY PURPOSES 11 2.5 MASTER TELECOMMUNICATIONS EASEMENT 11 2.6 MASTER CABLE TELEVISION SERVICE EASEMENT 11 2. 7 GOLF BALL EASEMENTS : 11 2.8 RIGHT OF ENTRY 12 2.9 · RESERVATION OF MISCELLANEOUS EASEMENTS 12 2.10 RJGHTTO GRANT EASEMENTS : 13

ARTICLE II - PROPERTY RJGHTS AND EASEMENTS 9

MAINTAIN 5 MAINTENANCE FUNDS : 5 MANAGER 5 MARKETING PERJOD 5 MASTER ASSOCIATION : 6 MASTER COMMON AREA 6 MASTER DECLARATION : 6 MEMBER, MEMBERSHIP 6 MORTGAGE 6 MQRTGAGEE, MORTGAGOR _ 7 NEIGHBORHOOD BUILDER 7 NOTICE AND HEARJNG. . . : 7 NOTICE OF ADDITION · 7 OWNER , 7 PERSON · 7 PHASE OF DEVELOPMENT : 7 PROPERTIES 7 PUBLIC REPORT : 7 RECORD, FILE, RECORDATION 8 RESERVES 8 RESIDENCE 8 RESTRICTIONS 8 SPECIAL BENEFIT AREA 8 SPECIAL BENEFIT EXPENSES 8 SUPPLEMENTAL MASTER DECLARATION 8 TELECOMMUNICATION FACILITIES 9 TELECOMMUNICATIONS SERVICES 9 VA · 9

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1.32 1.33 1.34 1.35 1.36 1.37 1.38 1.39 1.40 1.41 1.42 1.43 1.44 1.45 1.46 1.47 1.48 1.49

( 1.50 1.51 1.52 1.53 1.54 1.55 1.56 1.57 1.58 1.59

DESCRIPTION

TABLE OF CONTENTS (Cont.)

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7.1- NONPAYMENT OF ASSESSMENTS; REMEDIES 30 . 7.2 NOTICE OF DELINQUENT ASSESSMENT 31 7.3 FORECLOSURE SALE : : 31 - -

( 7.4 CURING OF DEFAULT 31

ARTICLE VII - NONPAYMENT OF ASSESSMENTS; REMEDIES _. 30

6.1 CREATION OF ASSESSMENT OBLIGATION 24 6.2 MAINTENANCE :fUNDS 24 6.3 DISBURSEMENTS 25 6.4 ANNUAL ASSESSMENTS 26 6.5 COMMENCEMENT OF ANNUAL ASSESSMENTS 26 6.6' LIMITS ON ANNUAL ASSESSMENT INCREASES 27 6. 7 CAPITAL IMPROVEMENTS 29 6.8 UNIFORM RA TE OF ASSESSMENT 30 6.9 EXEMPT PROPER TY 30

ARTICLE VI - COVENANT FOR MAINTENANCE ASSESSMENTS 24

ARTICLE V -FUNCTIONS AND JURISDICTION OF MASTER ASSOCIATION 19

( 5.1 PERMITTED FUNCTIONS .. .' 19 5.2 POWERS AND DUTIES · 19 5.3 PROHIBITED ACTIVITIES · 23

4.1 CLASSES OF VOTING MEMBERSHIP 16 . 4 .. 2 VOTING RIGHTS 17

ARTICLE IV - VOTING RIGHTS 16

3.1 ORGANIZATION OF MASTER ASSOCIATION · 15 3.2 DUTIES AND POWERS 15 3.3 MEMBERSHIP , : 15

-3.4 TRANSFER 15

ARTICLE III-MASTER ASSOCIATION 15

2.11 WAIVER OF USE. . : 13 2.12 TAXES : · · : · 14 2.13 DELEGATION OF USE · 14 2.14 TITLE TO THE MASTER COMMON AREA - l4

PAGE DESCRIPTION


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10.1 SINGLE FAMILY RESIDENCE 40 10.2 BUSINESS OR COMMERCIAL ACTIVITY 40 10.3 NUISANCES · · .. 40 10.4 SIGNS : 41 10.5 PARKING AND VEHICULAR RESTRICTIONS : 42 10.6 ANIMAL RESTRICTIONS , 43 I 0. 7 TRASH AND UNSIGHTLY ITEMS 43 10.8 TEMPORARY BUILDINGS _ 43 I 0.9 MASTER COMMON AREA FACILITIES 43 10.10 OUTSIDE INSTALLATIONS · 44 · 10.11 ANTENNAE 44 10.12 DRILLING 45 . . .

ARTICLE X - USE RESTRICTIONS' : .. 40

8.1 MEMBERS OF COMMITTEE : : 33 8.2 REVIEW OF PLANS AND SPECIFICATIONS : 34 8.3 MEETINGS OF THE COMMITTEE , , 35 8.4 NO WAIVER OF FUTURE APPROVALS 35 8.5 COMPENSATION OF MEMBERS · · 35 8.6 INSPECTION OF WORK · 36 8.7 SCOPE OF REVIEW : 36 8.8 VARIANCE 36 8.9 PRE-APPROVALS .. ; 37 8.10 APPEALS : 37

( ARTICLE IX - MAINTENANCE AND REPAIR OBLIGATIONS 37

9.1 MAINTENANCE OBLIGATIONS OF OWNERS 37 9.2 MAINTENANCE OBLIGATIONS OF MASTER ASSOCIATION 37 9.3 FENCES AND WALLS 38 9.4 DAMAGE TO RESIDENCES-RECONSTRUCTION 39 9.5 INSPECTION 39

ARTICLE VIII-ARCHITECTURAL CONTROL 33

7.5 CUMULATIVE REMEDIES · 32 7.6 MORTGAGE PROTECTION . : · 32 7.7 PRIORITY OF ASSESSMENT LIEN 32 7.8 RECEIVERS 32 7.9 ALTERNATIVE DISPUTE RESOLUTION 33

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14. l INTERESTS OF DECLARANT. . : 51 14.2 RIGHTS ' · 52 14.3 EXEMPTION 54

ARTICLE XIV - DECLAB-A,NT AND NEIGHBORHOOD BUILDER RIGHTS AND EXEMPTIONS' 51

13.1 NOTICE 50 1 J.2 RIGHT OF FIRST REFUSAL 50 13.3 LIMITED ASSESSMENT EXEMPTION 50 13.4 FINANCIAL RECORDS 50 13.5 FINANCIAL RECORDS 51 13.6 TAXES · 51 13.7 AGREEMENTS WITH AGENCIES 51

12.1 CASUALTY INSURANCE 48 12.2 INSURANCE OBLIGATIONS OF OWNERS 48 12.3 · W AIYER OF SUBROGATION 48 12.4 LIABILITY AND OTHER INSURANCE 49 12.5 NOTICE OF EXPIRATION REQUIREMENTS 49

ARTICLE XIII - RIGHTS OF MORTGAGEES 50.

( ARTICLE XII- INSlJRANCE 48

11.1 REPAIR OF DAMAGE 47 11.2 DAMAGE BY OWNERS 47 11.3 CONDEMNATION : 47

ARTICLE XI - DAMAGE AND CONDEMNATION OF MASTER COMMON AREA ..... 47

10.13 FURTHER SUBDIVISION : 45 10.14 DRAINAGE ; : : 45 10.15 WATER SUPPLY SYSTEMS 45 10.16 INSIDE INSTALLATIONS 45 10.17 VIEWS · 46 10.18 SOLAR ENERGY SYSTEMS 46 10.19 INSTALLATION OF LANDSCAPING 46 10.20 RIGHTS OF DISABLED 46 10.21 POLLUTANT CONTROL 46 10.22 FUEL MODIFICATION ZONES 46

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16.1 TIMING OF ANNEXATIONS · : 72 16.2 NOTICE OF ADDITION CONTENT 73 16.3 APPROVAL OF ANNEXATIONS .' 73 16.4 DEANNEXATION AND AJ\1ENDMENT · 73

ARTICLE XVI - ANNEXATION OF ADDITIONAL PROPERTY TO THE PROPERTIES_ . 72

15.1 ENFORCEMENT OF RESTRICTIONS 54 15.2 TERM 56 15.3 INTERPRETATION 56 15.4 TERMINATION AND AMENDMENT : 57 15.5 NO PUBLIC RIGHT OR-DEDICATION .. : · : 59 15.6 CONSTRUCTIVE NOTICE AND ACCEPTANCE 59 15.7 NOTICES 59 15.8. ENFORCEMENT OF BONDED OBLIGATIONS 59 15.9 STANDARD OF CARE, NONLIABILITY 60 15.10 MERGERS OR CONSOLIDATIONS 62 15.11 DISPUTE WITH DECLARANT PARTIES 62 15.12 ADDITIONAL PROVISIONS. 67 15.13 NO REPRESENTATIONS OR WARRANTIES 67 15.14 SLOPE IMPROVEMENTS 67 15.15 GRADING , 67 15.16 ELECTRIC POWER LINES · · - 68 15.17 INDEMNITY 68 15.18 PROPERTY LINES 68 15.19 RECLAIMED WATER 68 15.20 GOLF COURSE DISCLOSURES '. 69 15.21 PRELIMINARY TITLE REPORT 70 15.22 PROXIMiTY TO RURAL AREA AND WETLANDS 71 15.23 PROXIMITY TO AGRICULTURAL PROPERTY 72 15.24 PROXIMITY TO CAMP PENDLETON 72 15.25 PROXIMITY TO ACTIVE PARK, ELEMENTARY SCHOOL AND SCHOOL FIELDS2

ARTICLE XV - GJ;:NERAL PltOVISIONS 54

14.4 ASSIGNMENT OF RlGHTS 54 14.5 EASEMENT RELOCATION · · 54 14.6 DECLARANT'S REPRESENTATIVE : 54

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EXHIBIT A - LEGAL DESCRIPTION OF THE FIRST TRACT EXHIBIT B - ARTICLES OF INCORPORATION OF THE MASTER ASSOCIATION EXHIBIT C - BYLAWS OF THE MASTER ASSOCIATION EXHIBIT D - LEGAL DESCRIPTION OF ANNEXABLE TERRITORY EXHIBIT E - DRAWINGS SHOWING LOCATION OF MASTER ASSOCIATION

MAINT AINED WALLS AND FENCES IN THE FIRST TRACT EXHIBIT F - DRAWINGS SHOWING LOCATION OF MASTER ASSOCIATION

MAINT AINED AREAS IN THE FIRST TRACT

902.?. TABLE OF CONTENTS (Cont.)

C.

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D. Declarant declares that the Properties shall be held, sold, conveyed, encumbered, hypothecated, leased, used, occupied and improved subject to the easements, restrictions, reservations, rights, covenants, conditions and equitable servitudes contained in this Master Declaration, all of which are for the purpose of enhancing and protecting the value, attractiveness and desirability of the Properties, in furtherance of a comprehensive, general plan for the protection, maintenance, subdivision, improvement and sale of the Properties or any portion thereof. The covenants, conditions, restrictions, rights, reservations, easements and equitable servitudes set forth herein (1) shall run with and burden the Properties and shall be binding upon all Persons having or acquiring any interest in the Properties or any part thereof, their heirs,

C. Declarant intends to develop and convey all of the Properties pursuant to a general plan and subject to the protective covenants, conditions, restrictions, rights, reservations, easements, equitable servitudes, liens and charges set forth herein, pursuant to the Davis-Stirling Common Interest Development Act.

B. Declarant has deemed it desirable, for the efficient preservation of the values and amenities in the Properties (as hereinafter defined), to create a "planned development," within the meaning of Section 1351 (k) of the California Civil Code, pursuant to the Davis-Stirling Common Interest Development Act. The Properties are planned to constitute a "subdivision," as defined in Section 11000 of the California Business and Professions Code. The general plan for development of the Properties will include a corporation formed pursuant to the California Nonprofit Mutual Benefit Corporation Law to which will be assigned the powers of (1) owning, maintaining and administering the Master Common Area, (2) administering and enforcing the Restrictions, and (3) collecting and disbursing the assessments and charges hereinafter created. Declarant will or has caused such corporation, the Members of which will be the Owners of Lots in the Properties, to be formed to exercise such powers, as required by Section 1363 of the California Civil Code. The Properties are also intended to constitute a "Master Planned Development," as defined in Section 2792.32 of the California Code of Regulations, approved by the City for approximately one thousand (1,000) Residences.

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A. Declarant is.the Owner of the First Tract, which is real property in the City of Oceanside, San Diego County, California, described on Exhibit A.

This Master Declaration of Covenants, Conditions, Restrictions and Reservation of Easements is made by Richland Calabasas, L.P., a Florida limited partnership ("Declarant").

MASTER DECLARATION OF COVENANTS, CONDITIONS, RESTRICTIONS AND RESERVATION OF EASEMENTS

FOR THE MORRO HILLS VILLAGE AND GOLF COURSE

Establishing A Master Planned Community Marketed Urider the Name "Arrowood"

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1.6 ASSESSMENT, RECONSTRUCTION. Reconstruction Assessment means a charge which the Board may levy against the Owners and their Lots, representing a portion of the Master Association's cost to reconstruct any Improvements on the Master Common Area. Such charge shall be levied in the same proportion as Annual Assessments. Reconstruction Assessments are "special assessments" as defined in California Civil Code Section 1366.

1.5 ASSESSMENT, CAPITAL IMPROVEMENT. Capital Improvement Assessment means a charge which the Board may levy against the Owners and their Lots, representing a portion of the cost to the Master Association for installation or construction of any - capital Improvements on any of the Master Common Area. -Such charge shall be levied in the same .proportion as Annual Assessments. However, Capital Improvement Assessments for a particular Special Benefit Area shall be levied in the same proportion as Annual Assessments · only against Owners. responsible for such Special Benefit Area. Capital Improvement Assessments are "special assessments" as defined in California Civil Code Section 1366.

1.4 ASSESSMENT, ANNUAL. Annual Assessment means a charge against the Owners and their Lots, representing a portion of the Common Expenses, which is to be levied as provided in this Master Declaration. The Annual Assessment is a regular assessment as described in California Civil Code Section 1366. Annual Assessments consist of a "General Assessment Component" and possibly a "Special Benefit Area Component", as provided in Section 6.4.2.

1.3 ASSESSMENT. Assessment means any Annual Assessment, Capital Improvement Assessment, R~construction Assessment and Special Assessment.

1.2- ARTICLES. Articles means the Articles of Incorporation of the Master Association as amended or restated. A copy of the initial Articles is attached as Exhibit B.

1.1 ANNEXABLE TERRITORY. Annexable Territory means the real property described in Exhibit D, all or any portion of which may be made subject to this Master Declaration pursuant to the provisions of Article XVI.

Unless otherwise expressly provided, the following words and 'phrases when used herein have the following specified meanings.

ARTICLE I DEFINITIONS

successors and assigns; (2) shall inure to the benefit of every portionof the Properties and any interest therein; (3) shall inure to the benefit of and be binding upon Declarant and its successors in-interest, each Owner and each Owner's successors in interest; and (4) may be enforced by Declarant, any Owner and the Master Association.

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1 :15 COMMUNITY GUIDELINES. Community Guidelines means the Community Guidelines adopted by the Board pursuant to this Master Declaration or the Bylaws, as amended or restated. ·

1.14 COMMON EXPENSES. Common Expenses means those expenses for which. the Master Association is responsible under this Master Declaration, excluding Special Benefit Expenses, including the actual and estimated costs of: maintaining, managing and operating, the Master Common Area; unpaid Special Assessments, Reconstruction Assessments and Capital Improvement Assessments; managing and administering the Master Association, compensation paid to managers, accountants, attorneys and other consultants and employees; maintaining any recreational facilities; expenses for all utilities, landscaping, trash pickup, recycling and other services benefitting the Master Common Area; paying premiums of fire, casualty and liability insurance, worker's compensation insurance, and other insurance covering the Properties and the directors, officers and agents of the Master Association; bonding the members of the management body; taxes paid by the Master Association; amounts paid by the Master Association for discharge of any lien or encumbrance levied against the Master Common Area; all Reserves; and all other items incurred by the Master Association for any reason whatsoever in connection with the Properties, for the common benefit of the Owners.

1.13 CLOSE OF ESCROW. Close of Escrow means the date on which a deed is Recorded conveying a Lot pursuant to a transaction requiring the issuance of a Final Subdivision Public Report by the DRE. "Close of Escrow" does not include the Recordation of a deed (i) between Declarant and ( a) any successor to any rights of the Declarant or (b) any Neighborhood Builder, or (ii) between Neighborhood Builders.

1.12 CITY. City means the City of Oceanside, California, and its various departments, divisions, employees and representatives.

1.11 BYLAWS. Bylaws means the Bylaws of the Master Association, as amended, and as adopted by the Board initially in the form of Exhibit C.

1.10 BUDGET. Budget means a written, itemized estimate of the Master Association's income and Common Expenses prepared pursuant to the Bylaws.

1.9 BOARD OR BOARD OF DIRECTORS. Board or Board of Directors means the Board of Directors of the Master Association.

1.8 BENEFICIARY. Beneficiary means a Mortgagee under a Mortgage or a Beneficiary under a Deed of Trust and the assignees of such Mortgagee or Beneficiary.

1. 7 ASSESSMENT, SPECIAL. Special Assessment means a charge levied against the Owners and their Lots, representing a reasonable fine or penalty, including reimbursement costs, as provided for in this Master Declaration.

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A: 1.24 FIRST TRACT. First Tract means all of the real property des.cribed in Exhibit

1.23 FHLMC. FHLMC means the Federal Home Loan Mortgage Corporation created by Title II of the Emergency Home Finance Act of 1970, and its successors.

1.22 FAMILY. Family means natural individuals, related or not, who live as a· single household in a Residence.

1.21 DRE. DRE means the California Department of Real Estate or such successor governmental agency of the State of California which administers the sale of subdivided lands· pursuant to Sections 11000 et seq., of the California Business and Professions Code, or any similar California statute hereafter enacted.

1.20 DESIGN REVIEW COMMITTEE OR COMMITTEE. Design Review , Committee or Committee means the Design Review Committee created pursuant to Article VIII.

1.19 DESIGN GUIDELINES. Design Guidelines are the design standards, procedures, rules and guidelines adopted pursuant to Article VIII.

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1.18 DEDICATED MASTER COMMON AREA. Dedicated Master Common Area means any portion of the Master Common Area which is subject to an unaccepted offer of dedication to a Local Government Agency for public access, use or maintenance. Dedicated Master Common Area may include parks, trails, other recreational or open space amenities, landscaping areas or other Improvements. Dedicated Master Common Area shall be maintained and used by the Master Association and the Owners in the same manner as all other Master Common Area until the offer of dedication is accepted, whereupon (i) the Dedicated Master Common Area shall be maintained by the accepting Local Governmental Agency and shall be available for use by the general public, and (ii) the Dedicated Master Common Area shall no longer constitute a part of the Master Common Area.

1.17 DECLARANT. Declarant means Richland Calabasas, L.P., a Florida limited partnership, its successors and any Person to which it shall have assigned any rights hereunder, in whole or in part, by express written assignment. Any such assignment may include some or all of the rights of the Declarant and may be subject to such conditions or limitations as Declarant may impose in its sole and absolute discretion. As used in this Section, "successor" means a Person who acquires Declarant or substantially all of its assets, or who merges with Declarant, by sale, merger, reverse merger, consolidation, sale of stock or assets, operation of law or otherwise. There may exist two or more "Declarants" simultaneously, if one or more of the rights of Declarant have been assigned to one or more Persons other than the initial Declarant.

1.16 COUNTY. County means the County of San Diego in the State of California, and its various departmentsdivisions, employees and representatives.

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1.35 MARKETING PERIOD. Marketing Period means that period-of time commencing on the date of Recordation of this Master Declaration and extending until the earlier to occur of (i) Close of Escrow for the sale of all Residences in the Properties following annexation of all of the Annexable Territory, or (ii) ten (10) years following the first Close of

1.34 MANAGER. Manager means the Person, firm or agent employed as an independent contractor by the Master Association to perform functions of the Master · Association, as limited by the Restrictions and the terms of the agreement between the Master Association and said Person.

1.33 MAINTENANCE FUNDS. Maintenance Funds means the accounts created for Master Association receipts and disbursements pursuant to Article VI.

-1.32 MAINTAIN~ Whether capitalized or not, maintain means maintain, repair and replace and maintenance means maintenance, repair 'and replacement.

1.31 LOT. Lot means any residential Lot or parcel of land shown upon any Recorded subdivision map or Recorded parcel map of any portion of the Properties (as such lot or parcel may be modified by any Recorded lot line adjustment or parcel map), together with Improvements, if any, thereon, but excepting any Master Common Area.

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1.30 LOCAL GOVERNMENTAL AGENCY. Local Governmental Agency means the City, County, a public school district, a public water district, and any other local or municipal governmental entity or agency including any special assessment district, maintenance district or community facilities district.

1.29 INCLUDE. Include mean include without limitation.

1.28 IMPROVEMENT. Improvement means any structure or appurtenance thereto, including, buildings, walkways, sprinkler pipes, slopes, trails, recreational facilities, driveways, parking areas, monuments, fences, all types of walls, stairs, decks, landscaping, plantings, antennae, the paint on all exterior surfaces, hedges, windbreaks, patio covers, railings, poles, signs, storage areas, exterior air conditioning and water-softening fixtures or equipment:

1.27 GNMA. GNMA means the Government National Mortgage Master Association administered by the United States Department of Housing and Urban Development, and its successors.

1.26 FNMA. FNMA means the Federal National Mortgage Master Association, a government-sponsored private corporation established pursuant to Title VIII of the Housing and Urban Development Act of 1-968, and its successors.

1.25 FISCAL YEAR. Fiscal Year means the fiscal accounting and reporting period of the Master Association selected by the Board.

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1.40 MORTGAGE. Mortgage means any Recorded conveyance of a Lot, Lots, or Common Area to secure performance of an obligation and includes a deed of trust.

1.39 MEMBER, MEMBERSHIP. Member means any Person holdinga Membership. Membership means· the property, voting and other rights and privileges of Members as provided in the Restrictions, together with the correlative duties and obligations contained therein.

1.38 MASTER DECLARATION. Master Declaration means this instrument as amended or restated.

1.37 MASTER COMMON AREA. Master Common Area means all the real or personal property designated by Declarant or a Neighborhood Builder as Master Common Area and which may be owned by the Master Association in fee simple, or controlled or maintained in accordance with a maintenance easement, or by lease or by encroachment permit or license, Master Common Area is "common area" as defined in Section 1351(b) of the California Civil Code. Master Common Area may include landscaping, slopes, private streets, certain fencing and walls, medians, parkways and fossil filters in public streets, recreational facilities, drainage Improvements. entry facilities and monumentation. The Master Common Area Improvements in the First Tract are intended to include (a) the fossil filters in the public streets in the locations generally depicted on depicted on Exhibit F, (b) the landscaping in the parkway areas of the public streets in the locations generally depicted on Exhibit F, ( c) the slope landscaping and irrigation Improvements serving the slope landscaping within and adjacent to the First Tract in the locations generally depicted on Exhibit F, (d) the landscaping and irrigation Improvements in the areas adjacent to the First Tract designated as Fuel Modification Zones on depicted on Exhibit F, (e) the above and below ground drainage Improvements in the areas adjacent to and within the First Tract identified as "drainage maintenance" and "drainage/slope maintenance" areas on Exhibit F, and (f) the structural integrity and exterior surfaces (facing away from residential Lots) of the fences and walls that will be located generally as depicted on Exhibit E. The Master Common Area in the First Tract depicted in Exhibits E and F may be modified in or added to by any subsequently Recorded Supplemental Master Declaration covering all or a portion of the First Tract. Maintenance responsibilities for the Master Common Area in the First Tract may be established or modified in any Supplemental Master Declaration covering all or a portion of the First Tract. Additional Master Common Area may be annexed to the Properties pursuant to Article XVI.

"MasterAssociation" as defined in Section 135l(a) of the California Civil Code.

1.36 MASTER ASSOCIATION. Master Association means Arrowood Master Association, a California nonprofit corporation (formed pursuant to the California Nonprofit Mutual Benefit Corporation Law), its successors and assigns. The Master Association is an

Escrow for the sale of a Lot pursuant to a transaction requiring the issuance by the DRE of a Public Report.

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1.49 PUBLIC REPORT. Public Report means a Final Subdivision Public Report issued by DRE in compliance with Sections 11000 et seq. of the California Business and Professions Code, ~r any similar California statute hereafter enacted.

1.48 PROPERTIES. Properties means the First Tract, together with such portions of the Annexable Territory which are described in a Notice of Addition. The Properties are a "common interest development" and a "planned development" as defined in Sections 13 51 ( c) and 135l(k), respectively, of the California Civil Code.

1.47 PHASE OF DEVELOPMENT. Phase of Development or Phase means any portion of the Properties covered by a Notice of Addition or Supplemental Master Declaration for which a Final Subdivision Public Report has been or will be issued by the DRE, unless otherwise defined in such Notice of Addition or Supplemental Master Declaration.

1.46 PERSON. Person means a natural individual or any other entity with the legal right to hold title to real property.

1.45 OWNER. Owner means the Person or Persons, including Declarant and the Neighborhood Builders, holding fee simple interest of Record to any Lot in the Properties. The term "Owner" includes a seller under an executory contract of sale but excludes Mortgagees. A Supplemental Master Declaration may expand the definition of the term 'Owner' as it applies to a Neighborhood to include lessees or sublessees under a Recorded lease with an initial term of at least ten (10) years.

1.44 NOTICE OF ADDlTION. Notice of Addition means an instrument Recorded pursuant to Article XVI to annex additional real property to the Properties.

1.43 NOTICE AND HEARING. Notice and Hearing means written notice and a hearing before the Board as provided in the Bylaws.

1.42 NEIGHBORHOOD BUILDER. Neighborhood Builder means a Person designated by Declarant as a Neighborhood Builder in a Recorded document. Declarant intends to designate Persons who acquire a portion of the Properties for the purpose of developing such portion for resale to the general public as Neighborhood Builders. The term "Neighborhood Builder" does not include Declarant. Each Neighborhood Builder is a builder as described in

-California Civil Code Section 1375.

1.41 MORTGAGEE, MORTGAGOR. Mortgagee means a Person to whom a Mortgage is made and includes the beneficiary of a deed of trust. Mortgagor means a Person who mortgages his or her Lot to another (i.e., the maker of a Mortgage ), and includes the truster of a deed of trust. The term "Trustor" is synonymous with the term "Mortgagor" and the term "Beneficiary" is synonymous with the term "Mortgagee."

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1.56 SUPPLEMENTAL MASTER DECLARATION. Supplemental Master Declaration means any declaration of covenants, conditions and restrictions and reservation of easements or similar document supplementing this Master Declaration for all or a portion of the Properties, which is Recorded in Official Records of the County. A Supplemental Master Declaration may include a Notice of Addition. Supplemental Master Declarations may be used to identify Phases of the First Tract, impose additional restrictions on the First Tract or modify any of the restrictions imposed by this Master Declaration on the First Tract. Supplemental Master Declarations may be Recorded against all or part of a Phase of Development, so long as they are executed by the owner of the real property to be affected by such Supplemental Master Declaration and approved by the Declarant. Supplemental Master Declarations may impose further conditions, covenants and restrictions for the operation, protection and maintenance of that Phase of Development and may vary the restrictions established in the Master Declaration as

( they apply to that Phase of Development.

1.55 SPECIAL BENEFI'J;' EXPENSES. Special Benefit Expenses means those Common Expenses attributable solely to a Special Benefit Area.

1.54 SPECIAL BENEFIT AREA. Special Benefit Area means a group of Lots that share the costs of either (i) maintaining, specified Improvements on portions of the Master Common Area, or (ii) receiving certain· services or programs provided by or contracted for by the Master Association. Special Benefit Areas may be designated by Declarant or a Neighborhood Builder in this Master Declaration or any Supplemental Master Declaration when Declarant, in its sole discretion, determines that a group of Lots benefits more from the Improvements or services than the Properties as a whole.

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1.53 RESTRICTIONS. Restrictions means this Master Declaration, Supplemental Master Declarations, Notices of Addition, the Articles, Bylaws and the Community Guidelines of the Master Association.

1.52 RESIDENCE. Residence means a building located on a Lot designed and intended for use and occupancy asa residence by a single Family.

1365.5 of the California Civil Code for funding the periodic painting and maintaining of the .major components of the Master Common Area which would not reasonably be expected to recur on an annual or more frequent basis, such amounts to be determined annually by the Board pursuant to maintenance cost guidelines established in accordance with prudent property management practices generally applied for a "common interest development" (as defined in Section 135l(c) of the California Civil Code) throughout the geographic region in which the Properties are located.

1.51 RESERVES. Reserves means those Common Expenses for which Master Association funds are set aside pursuant to Article VI of this Master Declaration and Section

1.50 RECORD, FILE, RECORDATION. Record, File, or Recordation means, with respect to any document, the recordation or filing of such document in the office of the County Recorder.

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' 2.1.4 Sales Activities. The rights and easements of Declarant, the

Neighborhood Builders, and their sales agents, representatives and prospective purchasers to

2.1.3 Transfer of Property. Subject to the provisions of Articles V and· XIII, the Master Association's right to transfer the Master Common Area for such purposes and subject to such conditions as may be agreed to by the Members. The Master Association, acting through the Board, may convey licenses or easements over portions of the Master Common Area to Members and others for landscaping and other purposes consistent with use of the Properties as a residential development.

2.1.2 Suspension of Privileges. The Master Association's right to enforce provisions of the Restrictions by suspending the Membership rights and other rights and easements of any Owner (and of the Persons deriving rights and easements from an Owner) to use the Master Common Area in accordance with the Notice and Hearing procedure established in the Bylaws.

2.1.1 Exercise of Powers. The Master Association's exercise of its powers.

2.1 OWNER'S EASEMENTS OF ENJOYMENT. Every Owner has a right and easement of ingress and egress and of enjoyment in, to and over the Master Common Area. Each such easement is appurtenant to and shall pass with title to every Lot, subject to the following. Unless otherwise indicated, the rights of the Master Association described below may be exercised by the Board.

ARTICLE II PROPERTY RIGHTS AND EASEMENTS

1.59 VA. VA means the Department of Veterans Affairs of the United States of America and any department or agency of the United States government which succeeds to VA' s · .. function of issuing guarantees of riotes secured by mortgages on residential real estate.

1.58 TELECOMMUNICATIONS SERVICES. Telecommunications Services means Telecommunication Facilities, Improvements, and services forcable television, communications, telecommunications, antenna, high-speed -data, telephony and all related vertical services, intranet, internet, information transfer, transmission, video and other similar services. Declarant or a Neighborhood Builder may expand this definition in any Supplemental Master Declaration.

1.5.7 TELECOMMUNICATION FACILITIES. Telecommunication Facilities means equipment, cables, conduits, inner ducts, vaults, connecting hardware, wires, poles, transmitters, towers, antennae and other facilities and structures necessary for, or used in, the provision of Telecommunication Services.

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2.2 EASEMENTS FOR VEHICULAR/PEDESTRIAN TRAFFIC. Declarant reserves for the benefit of all Owners, nonexclusive easements appurtenant to all the Lots in the Properties for vehicular and pedestrian traffic over any and all private streets and walkways within the Master Common Area.

Article. 2.1.11 Other Easements. The easements, rights and interests reserved in this

2.1.10 Additional Master Common Area. The right of Declarant and the Neighborhood Builders to designate additional Master Common ~ea.

2.1.9 Access to Public. The Master Association's right to make portions of the Master Common Area available for use.by Persons who are not residents or Owners in the Properties on such terms and at such times as may be negotiated by the Master Association.

2.1.8 Restricting Access. The Master Association's right to reasonably restrict access to slopes and other landscaped areas, maintenance facilities, open space areas and any other areas of the Master Common Area designated by the Board. A Supplemental Master Declaration or Notice of Addition may designate exclusive use areas in portions of the Master Common Area for the exclusive use or maintenance by one or more Owners (such as common driveway areas).

2.1. 7 Maintenance. The Master Association's right to maintain the Master Common Area, including the right to (a) replace and plant landscaping Improvements on any portion of the Master Common Area, and (b) reconstruct, replace or refinish any Improvement on the Master Common Area.

2.1.6 Other Declarant Rights. The rights and reservations ofDeclarant and the Neighborhood Builders established in Article XIV.

2.1.5 Construction Activities. The rights and easements of Declarant, the Neighborhood Builders and their contractors, agents, subcontractors and assignees to nonexclusive use of the Master Common Area, without cost, for access, use and enjoyment, in order to construct and maintain Improvements on the Properties and the Annexable Territory as provided in this Master Declaration, until the last Close of Escrow in the Properties and the Annexable Territory has occurred.

nonexclusive use of the Master Common Area, without cost, for access, use and enjoyment, in order to show and dispose of the Properties and the Annexable Territory as provided in this Master Declaration, until the last Close of Escrow in the Properties and the Annexable Territory has occurred; provided, however, that such use shall not unreasonably interfere with the rights of enjoyment of the other Owners as provided in this Master Declaration.

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2.7 GOLF BALL EASEMENTS. A portion of the Properties is adjacent to a golf course ("Golf Course"). Declarant reserves a non-exclusive easement appurtenant to the Golf Course for the benefit of the Golf Course owner and all Persons using the Golf Course and their employees, agents and licensees (collectively "Golf Course Parties"), over and across all portions of the Properties, and the air space above the Properties for purposes of accommodating the flight

( of golf balls through the air over. the Properties and the entry of golf balls onto the Properties and

2.6 MASTER CABLE TELEVISION SERVICE EASEMENT. All of the Properties are subject to nonexclusive easements for access and for purposes of constructing, installing, locating, altering, operating, maintaining, inspecting, upgrading and enhancing cable television system lines, facilities, and equipment, for the benefit of Declarant and its subsidiaries, transferees, successors and assigns. Such easements are freely transferable. All such community cable television lines, facilities and equipment shall be owned, leased or licensed by Declarant, as determined by Declarant, in its sole discretion and business judgment. Transfer of all or any portion of the Properties does not imply the transfer of any such cable television lines, facilities or equipment located thereon. The holders of the easements reserved in this Section may not exercise their rights hereunder in any manner which will unreasonably interfere with the reasonable use and enjoyment of the Properties by any Owner.

2.5 MASTER TELECOMMUNICATIONS EASEMENT. Declarant reserves blanket easements ( collectively, "Telecommunications Easements") over the Properties for access and for purposes of constructing, installing, locating, altering, operating, maintaining, inspecting, upgrading and enhancing Telecommunications Facilities (collectively, "Telecommunications Purposes") for the benefit of Declarant and its subsidiaries, transferees, successors and assigns. Such easements are freely transferable. No one, except for Declarant, and Declarant's transferees may use the Properties for Telecommunications Purposes. All Telecommunications Facilities shall be owned, leased or licensed by Declarant, as determined by Declarant, in its sole discretion and business judgment. Transfer of the Properties does not imply transfer of any Telecommunications Easements or Telecommunications Facilities. The holders of the Telecommunications Easements .may not exercise the rights reserved in this Section in any manner which will unreasonably interfere with the reasonable use and enjoyment of the Properties by any Owner. If the exercise of any Telecommunications Easement results in damage to the Properties, then the easement holder who caused the damage shall, within a reasonable period of time, repair such damage.

2.4 EASEMENTS FOR WATER AND UTILITY PURPOSES. Declarant reserves easements over the Properties for public and private utility purposes, including the right of any public or private utility or mutual water district of access over the Master Common Area for purposes of reading and maintaining meters, and using and maintaining fire hydrants located in the Properties.

2.3 EASEMENTS FOR PUBLIC SERVICE USE. Declarant reserves (a) easements over the Properties for public services of the Local Governmental Agencies, including the right of law enforcement and fire protection personnel to enter upon any part of the Properties . for the purpose of carrying out its official duties.

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2.9.1 Utilities. Reciprocal, nonexclusive· ·easements over all Lots and the Master Common Area. for maintenance of utility services.

2.9 RESERVATION OF MISCELLANEOUS EASEMENTS. Declarant and each Neighborhood Builder reserves the following easements for the benefit of all of the real property in the Properties, the Master Association and the Owners. Such easements may be used by Declarant, the Neighborhood Builders and their successors, invitees and purchasers, the Master Association, and all Owners, their guests, tenants and invitees, residing on or temporarily visiting the Properties, for such purposes specified in this Master Declaration or reasonably necessary for the use, maintenance and enjoyment of a Lot or Master Common Area.

2.8.3 Owners. Each Owner shall permit other Owners, and their representatives, to enter his Lot to perform installations, alterations or repairs to the mechanical or electrical services to a Lot if (a) requests for entry are made in advance; (b) entry is made at a time reasonably convenient to the Owner whose Lot is to be entered; and ( c) the entered Lot is left in substantially the same condition as existed immediately preceding such entry. Any damage to the Lot caused by entry under this Subsection shall be repaired by the entering Owner.

2.8.2 · Declarant and Neighborhood Builders. The Declarant and the Neighborhood Builders have the right to enter the Lots (i) to complete and repair any Improvements as determined necessary or proper by the Declarant, in its sole discretion, (ii) to comply with requirements for the recordation of the Map or the grading or construction of the Properties, and (iii) to comply with requirements of applicable governmental agencies. Declarant or the Neighborhood Builder entering the Lot shall provide reasonable notice to Owner prior to entry into the Owner's Lot under this subsection except for emergency situations, which shall not require notice. Any damage to the Lot caused by entry under this Subsection shall be repaired by the Person causing the damage. Unless otherwise specified in the initial grant deed of the Lot, this right of entry shall automatically expire ten (10) years from the Recordation of this Master Declaration.

2. 8.1 Master Association. The Master Association has the right to enter the Lots to inspect the Properties, enforcing by peaceful means the provisions of this Master Declaration, and take whatever corrective action the Master Association determines to be necessary or proper, including maintaining any Improvement. Entry onto any Lot under this Section may be made after at least three (3) days' advance written notice to the Owner of the Lot except for emergency situations, which shall require not require notice. Any damage to the Lot caused by entry under this Section shall be repaired by the Master Association.

2.8 RIGHT OF ENTRY.

any Improvements. on the Properties ("Golf Ball Easement"). This Golf Ball Easement shall not be construed to (a) permit the entry onto any portion·of the Properties by any Person for the retrieval of golf balls or for any other purpose, or (b) limit the construction of Improvements on any portion of the Properties.

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2.11 WAIVER OF USE. No Owner may exempt himself from personal liability for assessments duly levied by the Master Association, nor release his Lot from the liens and charges hereof, by waiving the use and enjoyment of the Master Common Area or any facilities thereon or by abandonment of such Owner's Lot.

2.10 RIGHT TO GRANT EASEMENTS. Declarant reserves, together with the right to grant and transfer the same, easements over the Master Common Area, or any portion thereof, for the exclusive use by an Owner or Owners of contiguous .property as a yard, recreational, gardening, or landscaped area. Any such easement may be conveyed by the Declarant prior to the last Close of Escrow for the initial sale of a Lot. Such conveyance must be approved in advance by the Board of Directors of the Master Association. The purpose of the easement, the portion of the Master Common Area affected, the Lot to which the easement is appurtenant, and any restrictions on use of.the easement area shall be identified in the Recorded grant of easement.

2.9.7 Master Association Access. (a) Easements for access, maintenance and replacement. of Improvements over the portion of the Lots designated as Master Common Area for the purpose of allowing the Master Association to perform its obligations in regard to the Master Common Area, and (b) easements for access over the portion of the Lots not improved with a Residence for the purpose of allowing the Master Association to perform its obligations in regard to the Master Common Area.

2.9.6 Other Accommodations. Easements for the benefit of the Lots over adjacent Lots or Master Common Area for the purposes of accommodating any natural movement or settling of any Improvement, any encroachment of any Improvement due to minor engineering or construction variances, and any encroachment of eaves, roof overhangs and architectural features comprising parts of the original construction of any Residence.

2.9.5 Encroachments. Easements for minor encroachment and maintenance if . any Improvement on a Lot encroaches upon the Master Common Area or if Master Common

Area Improvements encroach upon any Lot as a result of construction by Declarant or a Neighborhood Builder or as a result of construction, repair or reconstruction approved by the Design Review Committee.

2.9.4 Easements on Maps. Easements as shown on any Recorded subdivision map or Recorded parcel map of any portion of the Properties.

2.9.3 Maintenance. Nonexclusive easements for access to perform necessary maintenance of any Improvement constructed by Declarant or a Neighborhood Builder.

2.9.2 Drainage. (a) Reciprocal, nonexclusive easements for drainage of water over, across and upon adjacent Lots and Master Common Area resulting from the normal use of adjoining Lots or Master Common Area, and (b) nonexclusive easements for above and below ground drainage and maintenance and replacement of drainage Improvements in the locations designated as "drainage maintenance" and "drainage/slope maintenance" on Exhibit F.

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2.14.2 Commencement of Maintenance. Notwithstanding any conveyance of Master Common Area to the Master Association, the Master Association's responsibility to maintain the Master Common Area located in any Phase of Development shall not begin until (i) the Master Common Area is completed in accordance with the plans prepared by the landscape architect and approved by the City and (ii) Annual Assessments in such Phase of Development have commenced; except that, if such Phase of Development consists of only Master Common Area, the Master Association's maintenance responsibility therefor shall commence on the later to occur of (i) completion of the Master Common Area in accordance with the plans therefor approved by the City, and (ii) the first day of the month immediately following the month in which the deed is Recorded conveying such property to the Master Association. Notwithstanding the foregoing, .if the contractors or subcontractors of Declarant or a Neighborhood Builder are contractually obligated to maintain the landscaping or other Improvements on the Master Common Area, the Master Association shall not interfere with the performance of such warranty or other contractual maintenance obligations. Such maintenance performed by the contractors or subcontractors of Declarant or a Neighborhood Builder shall not postpone the commencement of Annual Assessments pursuant to this.Master Declaration nor entitle an Owner to claim any offset

( or reduction in the amount of such assessments. If the Dedicated Master Common Area or any

2.14.1 Transfer. As each Phase of Development is developed, Declarant or a Neighborhood Builder will convey or cause to be conveyed to the Master Association, in fee simple or by easement, the Master Common Area in such Phase of Development, unless another arrangement is proposed by Declarant or a Neighborhood Builder and approved by the DRE, free and clear of any and all monetary encumbrances and liens ( other than nondelinquent taxes and assessments), subject to reservations, easements, covenants, and conditions then of Record, including those set forth in this Master Declaration, or as contained in the deed conveying such Master Common Area. The Ma;ter Association must accept title to each and every conveyance by Declarant qr a Neighborhood Builder of Master Common Area, and the Master Association shall execute each such deed and any accompanying escrow instructions if requested to do so by Declarant. No Owner shall interfere with the exercise by the Master Association, Declarant or a Neighborhood Builder of the rights hereunder.

2.14 TITLE TO THE MASTER COMMON AREA.

2.13 _DELEGATION OF USE. Any Owner entitled to the right and easement of use and enjoyment of the Master Common Area may delegate those rights and easements to such Owner's tenants, contract purchasers or subtenants who reside in such Owner's Residence, subject to reasonable regulationby the Board. An Owner who has delegated such right may not use any recreational facilities or equipment on the Master Common Area for so long as such delegation remains in effect.

2.12 TAXES. Each Owner shall talce such action as the Master Association may reasonably specify to obtain separate real estate tax assessment of each Lot. If any taxes or assessments may, in the Master Association's opinion, become a lien on the Master Common Area or any part thereof, the Master Association may pay the~ as a Common Expense.

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3.4 TRANSFER. The Membership of any Owner may not be transferred, pledged or . (_ alienated in any way, except upon the transfer or encumbrance of such Owner's Lot, and then

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3 .3 MEMBERSHIP. Every Owner shall automatically be a Member and shall remain a Member until such Owner's Lot' ownership ceases, at which time such Owner's Membership shall automatically cease. Ownership of a Lot is the sole qualification for Membership. Memberships are not assignable except to the Person to whom title to the Lot has been transferred, and every Membership is appurtenant to and may not be separated from the fee ownership of such Lot.

3.2 DUTIES AND POWERS. The Master Association has the duties and powers set forth in the Restrictions and also has the general and implied powers of a nonprofit mutual

·benefit corporation, generally to do all things that a corporation organized under the laws of the State of California may lawfully do which are necessary or proper in operating for the peace, health, comfort, safety and general welfare of its Members, subject only to the limitations upon the exercise of such powers set forth in the Restrictions.

3.1 ORGANIZATION OF MASTER ASSOCIATION. The Master Association is ~r shall be incorporated under the name of Arrowood Master Association, as a corporation not for profit organized under the California Nonprofit Mutual Benefit Corporation Law, as required by Section 1363 of the California Civil Code,

ARTICLE III MASTER ASSOCIATION

2.14.3 Character of Master Common Area Improvements. The nature, design, quantity, quality and all other attributes of the Master Common Area, and the facilities and amenities thereon, shall be determined in Declarant's sole and absolute discretion. The Master Association.shall be unconditionally obligated to accept title to and maintenance responsibility for the Master Common Area when such title and maintenance responsibility is tendered by Declarant or a Neighborhood Builder pursuant to Sections 2.14.1 and 2.14.2. If a dispute arises between the Master Association and Declarant or a Neighborhood Builder in connection with the nature, design, condition, quantity, quality or other attributes of the Master CommonArea, the completion thereof, the state of title thereto or the acceptance of title or maintenance responsibility therefor, then the Master Association shall be obligated to accept title to and assume maintenance resporisibility for such Master Common Area and the Improvements and facilities thereon pending resolution of such Master Common Area dispute. Such· Master . Common Area and Improvements in any Phase of Development shall be deemed to be. completed

· when completed in accordance with the plans therefor approved by the City.

other portion of the Master Common Area is dedicated to and accepted for maintenance by a Local Governmental Agency, then the Master Association may, but need not, maintain the area if the Local Governmental Agency either fails to maintain the area or elects to cease maintaining the area.

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(b) The fifth (5th) anniversary of the first Close of Escrow in the Phase of Development for which an originally issued Public Report was most recently issued by the DRE; or.

Properties; or (a) The Close of Escrow for the sale of nine hundred (900) Lots in the

4.1.2 Class B. The Class B Members are Declarant and the Neighborhood Builders. The Class B Member is entitled to three (3) votes for each Lotowned which is subject to Assessment. The Class B Membership shall be converted to Class A Membership upon the first to occur of the following events:

4.1.1 Class A. Class A members are all Owners except Declarant and the Neighborhood Builders for so long as a Class B Membership exists. Class A members are entitled to one (1) vote for each Lot owned and subject to Assessment. Declarant and the Neighborhood Builders shall become Class A members on conversion of the Class B Membership. The vote for each Lot shall be exercised in accordance with Section 4.2.2, but no more than one (1) Class A vote may be cast for any Lot. When more than one (1) Person owns any Lot, all such Persons are Members.

4.1 CLASSES OF VOTING MEMBERSHIP. The Master Association has three (3) classes of Membership as follows:

ARTICLE IV VOTING RIGHTS

only to the transferee or Mortgagee of such Lot. A prohibited transfer is void and will not be { , -- reflected upon the books and records of the Master Association. A Member who has sold his Lot

to a contract purchaser under an agreement to purchase may delegate his Membership rights to the contract purchaser. The delegation must be in writing and must be delivered to the Board before the contract purchaser may vote. The contract seller shall remain liable for all charges and assessments attributable to the contract seller's Lot which accrue before fee title to the Lot is transferred. If an Owner fails or refuses to transfer his Membership to the purchaser of such Owner's Lot upon transfer of fee title (or long-term leasehold) thereto, the Board may record the transfer upon the Master Association' s books. Until satisfactory evidence of such transfer has been presented to the Board, the purchaser will not be entitled to vote at Master Association meetings. The Master Association may levy a reasonable transfer fee against a new Owner and such Owner's Lot (which fee shall be added to the Annual Assessment chargeable to such new Owner) to reimburse the Master Association for the administrative cost of transferring the Membership to the new Owner on the Master Association's records. Such fee may not exceed the Master Association's actual cost involved in changing its records, as provided in Section 1368(c) of the California Civil Code.

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4.2.1 Specified Actions .. All voting rights are subject to the Restrictions. Except as provided in Section 15.8 (in connection with bonded obligations) and Section 4.8 of the Bylaws, as long as Declarant holds a veto right, any provision of the Restrictions which expressly requires a vote or written consent of a specified percentage (i.e., other than actions requiring merely the vote or written consent of a majority of a quorum) of the Master Association's voting power before action may be undertaken shall require the approval of such

4.2 VOTING RIGHTS.

(c) The twenty-fifth (25th) anniversary of the first Close of Escrow for the sale of a Lot in the Properties.

(b) The fifth (5th) anniversary of the first Close of Escrow in the Phase for which a Public Report was most recently issued.

the Properties. (a) The Close of Escrow for the sale of one thousand (1,000) Lots in

4.1.4 Election of Twenty Percent of the Board. Declarant (whether or not Declarant is an Owner) is entitled to select twenty percent (20%) of the members of the Board of Directors until the Selection Termination Date. The "Selection Termination Date" shall be the earlier to occur of the following events:

(c) The twenty-fifth (25th) anniversary of the first Close of Escrow for the sale of a Lots in the Properties.

(b) The fifth (5th) anniversary of the first Close of Escrow in the Phase· of Development for which a Public Report was most recently issued by the DRE.

in the Properties. (a) The Close of Escrow for the sale of seven hundred fifty (750) Lots

4.1.3 Class C. The Class C Member shall be Declarant irrespective of whether Declarant is or is not an Owner. The Class C Membership shall not be considered a part of the voting power of the Master Association, 'and Declarant is not entitled to exercise any Class C vote except for the purpose of electing those members of the Board which the Class C Membership is entitled to elect hereunder. The Class C Member is entitled to solely elect a majority of the members of the Board of Directors until the Class C Termination Date. However, commencing with the first annual meeting of the Master Association, Declarant shall not be entitled (using the Class C vote or Class B vote, or otherwise) to elect more than eighty percent (80%) of the members of the Board of Directors. The "Class C Termination Date" shall be the first to occur of the following events:

(c) The twenty-fifth (25th) anniversary of the first Close of Escrow for the sale of a Lot in the Properties. (

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(d) any increase in Annual Assessments as provided in Sections 6.6.l and 6.6.2 of this Master Declaration;

( c) the activities listed in Section 5 .3 of this Mas,ter Declaration;

(b) · actions for which Mortgagee consent is required under Section 15.4.2 of this Master Declaration;

(a) Actions enumerated under Section 4.2.1;

4.2.4 Actions Subject to Veto. The following actions authorized by this Master Declaration, without limitation, are subject to the veto right of Declar~t:

4.2.3 Declarant's Veto Right. Declarant shall have a veto right with respect to specified actions of the Master Association as provided in the Restrictions. Such veto right shall terminate on termination of the Marketing Period.

4.2.2 Co-Owners. Members are entitled to one (1) vote for each Lot in which they hold the interest required for Membership. When more than one (1) Person holds such interest in any Lot ("co-owner"), all such co-owners are Members and may attend any Master Association meetings, but only one (1) such co-owner shall be entitled to exercise the vote to which the Lot is entitled. Co-owners owning the majority interests in a Lot may designate in writing one (1) of their number to vote. Fractional v.otes shall not be allowed, and the vote for each.Lot shall be exercised, if at all, as a unit. Where no voting co-owner is designated or if the designation has been revoked, the vote for the Lot shall be exercised as the co-owners owning the majority interests in the Lot agree. Unless the Board receives a written objection in advance from a co-owner, it shall be conclusively presumed that the corresponding voting co-owner is acting with his co-owners' consent. No vote may be cast for any Lot if the co-owners present in person or by proxy owning the majority interests-in such Lot cannot agree to said vote or other action. The nonvoting co-owner or co-owners are jointly and severally responsible for all of the obligations imposed upon the jointly owned Lot and are entitled to all other benefits of ownership. All agreements and determinations lawfully made by the Master Association in accordance with the voting percentages established in the Restrictions are binding on. all Owners and their successors in interest.

specified percentage of the voting power of the Membership as well as the written consent of Declarant. Except as provided in Section 15. 8 and Section 4. 8 of the Bylaws, upon termination of Declarant's veto right, any provision of the Restrictions which expressly requires a vote or written consent of Owners representing a specified percentage (i.e., other than actions requiring merely the vote or written consent of a majority of a quorum) of the Master Association's voting power before action may be undertaken shall then require the vote or written consent of Members representing such specified percentage of both (1) the Master Association's total voting power and (2) the Master Association's voting power residing in Members other than Declarant.

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5.2.2 Maintenance. The power and duty to accept fee simple and easement title to and to p·aint, plant and maintain in a neat and attractive condition, all Master Common Area and all Improvements thereon, in a safe, sanitary and attractive condition and in good order and repair, and to pay for utilities, gardening and other necessary services for the Master Common

5.2.1 Assessments. The power and duty to levy assessments on the Owners of Lots in Phases of Development in which assessments have commenced and to collect and enforce payment of such assessments in accordance with the provisions of Article VI.

5.2 POWERS AND DUTIES. The Master Association has all of the powers of a California nonprofit mutual benefit corporation, subject only to such limitations upon the exercise of such powers as are expressly set forth in the Restrictions. Subject to the Restrictions, including the exemptions of Declarant and the Neighborhood Builders in this Master Declaration, the Master Association has the power to perform any and all lawful acts which may be necessary or proper for or incidental to the exercise of any of the express powers of the Master Association. Subject to the foregoing provisions, the Master Association, acting through the Board, has the following powers and duties.

5.1 PERMITTED FUNCTIONS. The Master Association is formed exclusively for those purposes and activities which are specificallyand directly related to (i) equipping, maintaining, operating and using the Master Common Area, including any social, recreational and other Improvements thereon, (ii) collecting assessments to finance the maintenance and use of the Master Common Area, and (iii) administering and enforcing the Restrictions (collectively, the "Permitted Functions"). Permitted Functions do not include those activities prohibited by Section 5 .3. The funds and resources of the Master Association shall be used solely and exclusively for the direct costs of Permitted Functions. Nothing in this Section shall be deemed to preclude the use of the Master Common Area facilities by Declarant or the Neighborhood Builders for promotional special events and other purposes as authorized by this Master Declaration.

ARTICLEV FUNCTIONS AND JURISDICTION OF MASTER ASSOCIATION

(h) any proposed termination or amendment 'to this Master Declaration which would affect any right or exemption of Declarant or a Neighborhood Builder.

of maintenance; and (g) modifications to landscaping Improvements or level or frequency

Properties; (f) any change in the architectural and landscaping design of the

(e) any Capital Improvement Assessment, as provided in Section 6.7 of this Master Declaration; (

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(b) Telecommunications Contract. Notwithstanding anything in the Restrictions to the contrary, the Board shall have the power to enter into, accept an assignment of, or otherwise cause the Master Association to comply with the terms and provisions of an exclusive telecommunications services contract ("Telecommunications Contract") with a telecommunications service provider ("Service Provider"), pursuant to which the Service Provider shall serve as the exclusive provider of Telecommunications Services to each Lot in the

(a) DRE. Contracts approved by the DRE.

follows: 5.2.6 Contracts. The power but not the duty to enter into contracts described as

5.2.5 Legal and Accounting Services. Subject to Section 5.2.9, the power but not the duty, if deemed appropriate by the Board, to retain and pay for legal and accounting services necessary or proper in operating the Master Common Area, enforcing the Restrictions, and performing any of the other Master Association duties or rights.

5.2.4 Easements and Rights-of-Way. The power but not the duty to grant and convey to any Persons exclusive or nonexclusive easements, licenses or rights-of-way in, on, over or under the Master Common Area and fee title to parcels or strips of land which comprise a portion of the Master Common Area, for purposes consistent with the terms ofthis Master Declaration, including constructing, installing, erecting, operating, maintaining or conducting: (i) roads, walks, trails, driveways, parkways, landscaping, park areas, open space areas and slope areas; (ii) underground lines, cables, wires, conduits, or other devices for utilities (excluding Telecommunications Services and cable television); (iii) sewers, storm water drains, retention basins and pipes, water systems, sprinkling systems, water, heating and gas lines or pipes; (iv) for purposes of conformity with the as-built location of Improvements installed or authorized by Declarant or the Master Association, (v) in connection with any lawful lot line adjustment, or (vi) for any Improvements, facilities or-uses consistent with the use of the Properties pursuant to this Master Declaration. Declarant or the Master Association may deannex any property from the encumbrance of this Master Declaration in connection with any lawful lot line adjustment.

5.2.3 Utility Services. The powerand duty to obtain commonly metered water, gas, electric or other utility services necessary for the maintenance of the Master Common Area.

Area. Maintenance shall include normal care and irrigation of landscaping, repair and replacement of plant material and irrigation systems as necessary and general clean up of the landscaped and open areas, parking lots and walkways on the Master Common Area. The MasterAssociation is responsible for complying with applicable provisions of the City's anti graffiti ordinance. The requirements of the ordinance include the obligation to remove or cover with matching paint all graffiti within 24 hours. Subject to the Restrictions, all of the foregoing obligations of the Master Association shall be discharged when and in such manner as the Board determines in its judgment to be appropriate. The Master Association is prohibited from relinquishing it's maintenance obligations without the advance written consent of the City Planning Commission or City Council.

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(e) Maintenance or Subsidy Agreements. Notwithstanding any ( other provisions of this Master Declaration or the Bylaws regarding the term and termination of

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(d) Cost Sharing. Contracts to share costs with any Persons for, among other things, shared or mutually beneficial property or services or a higher level of Master Common Area maintenance.

(c) Community Services. Contracts with Persons to provide various community services including cultural programs, habitat mitigation, social services, community outreach programs, recreational leagues, educational programs or activities, festivals, holiday celebrations and activities to the residents of the Properties.

(v) Removal of Telecommunications Facilities. Whether the Service Provider has the right to remove the Telecommunications Facilities upon expiration or termination of the Telecommunications Contract. ·

(iv) Installation of Telecommunications Facilities. Whether the Service Provider is solely responsible for the installation, and the cost thereof, of all of the Telecommunications Facilities necessary to provide Telecommunications Services to each Lot.

(iii) Fees. Whether the monthly fee charged to the Master Association by the Service Provider for the provision of the Telecommunications Services to all of the Lots represents a discount from the comparable retail fees charged by the Service Provider in the general geographic area in which the Properties are located, and, if so, the amount of such discount.

(ii) Termination. The Telecommunications Contract should provide that: (i) at least six (6) months prior to the expiration of either the initial or any extended term of the Telecommunications Contract, the entire Membership of the Master Association may, without cause, by a sixty percent (60%) vote, prevent any automatic extension that the Telecommunications Contract may provide for, and thereby allow the Telecommunications Contract to expire, and (ii) at any time, the Board may terminate the Telecommunications Contract if, in the sole discretion of the Board, the Service Provider fails to provide quality, state of-the-art Telecommunications Services.

(i) Initial Term and Extensions. The initial term of the Telecommunications Contract should not exceed five (5) years, and, if the Telecommunications Contract provides for automatic extensions, the length of each such extension should also not exceed five (5) years.

Properties. The Board shall only enter into, accept an assignment of, or otherwise cause the Master Association to comply with the terms and provisions of the Telecommunications Contract if the Board determines, in its sole discretion, that such action is in the best interests of the Master Association. Although not exhaustive, the Board shall consider the following factors in making such a determination:

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5.2.12 Community Guidelines. The Board may adopt such Community Guidelines as it deems proper for the use and occupancy of the Properties. To be effective, a copy of the Community Guidelines, as adopted, amended or repealed, must be posted in a conspicuous place in the Master Common Area or must be mailed or otherwise delivered to each

( Owner. When mailed, delivered or posted, the Community Guidelines shall have the same force

5.2.11 Public Property. The power to contract with a Local Governmental Agency to arrang~ for joint use of the Master Common Area by such Agency or the use of public property by the Master Association.

5 .2.10 Insurance. The power and duty to maintain insurance as directed by this Master Declaration.

5.2.9 Litigation. The power but not the duty to initiate, defend, settle or intervene in mediation, arbitration, judicial or administrative proceedings on behalf of the Master Association.in matters pertaining to (a) the application or enforcement of the Restrictions and (b) damage to the Master Common Area. Any recovery by the Master Association with respect to any damage to or defect in the Master Common Area shall be utilized solely for the purpose of paying for the costs of obtaining the recovery and for correcting such Master Common Area damage or defect.

5.2.8 Guests and Tenants. The power but not the duty to reasonably regulate access to and from the Master Common Area and the Properties, and to reasonably limit the number of guests and tenants using the Master Common Area.

5.2.7 Bonds. Subject to the provisions of Section 15.8 of this Master Declaration, the power and duty to execute any and-all documents necessary to exonerate any bond, letter of credit or other consideration posted by Declarant upon satisfaction of the obligation for which such security was posted.

(f) Adjacent Owners. Contracts with adjacent property owners to provide for preservation and maintenance of natural areas, wildlife preserves or similar conservation areas and sponsorship of education programs and activities which contribute to the overall understanding, appreciation and preservation of the natural environment in the Properties and the surrounding area.

contracts with Declarant for providing services to the Master Association, the Master Association has the power to enter into one or more written maintenance or subsidy agreements under which Declarant or a Neighborhood Builder shall pay all or any portion of the operating Common Expenses or Special Benefit Expenses and/or perform all or any portion ofthe Master Association's maintenance responsibilities in exchange for a temporary suspension of Annual Assessments. Each such agreement shall extend for a term and shall be on such conditions as are approved by the DRE, and may require Owners to reimburse Declarant or a Neighborhood Builder, through the Master Association, for a portion of the costs expended in satisfaction of Common Expenses or Special Benefit Expenses, as the case may be.

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5.3.3 Subassociation or Special Benefit Area. For so long as Declarant has a veto right under Section 4.2.3 of this Master Declaration, neither the Master Association nor any Owner, nor any Neighborhood Builder, without the prior written consent of Declarant, shall (a) form an association (as defined in Section 135l(a) of the California Civil Code) to manage any portion of the Properties or (b) create a Special Benefit Area or other such device to apportion any Common Expenses of the Master Association against fewer than all of the Owners and their Lots.

5.3.2 Political Activities or Contributions. The Master Association shall not engage in any Federal, State or local political activities .or activities intended to influence a governmental action affecting areas outside the boundaries of the Properties (e.g., endorsement or support of (a) legislative or administrative actions by a Local Governmental Agency which affect persons or property outside the Properties, (b) candidates for elected or appointed office, and (c) initiatives, recall elections or other ballot proposals). The Master Association is prohibited from conducting, sponsoring, participating in or expending funds or resources on any activity, campaign or event, including without limitation any social or political campaign, event or activity, which does not directly and exclusively pertain to a Permitted Function.

5.3.1 Offsite Nuisances. The Master Association shall not use any assessments or expend Master Association funds or resources to abate any annoyance or nuisance emanating from outside the physical boundaries of Phases of Development in which Annual Assessments have commenced.

5.3 PROHIBITED ACTIVITIES. Notwithstanding any other provisions of this Master Declaration cir the other Restrictions, the Master Association is expressly prohibited from undertaking or performing any of the following activities, or expending or otherwise utilizing Maintenance Master Association funds or resources therefor, and the following activities shall not constitute Permitted Functions of the Master Association:

5.2.13 Special Events or Activities. From time to time groups of Persons, including clubs, educational, cultural, religious or other volunteer organizations may desire to sponsor special events or activities in the Properties. The Master Association has the authority to issue permits granting to these groups, their guests, invitees, employees, agents, contractors and · designees a nonexclusive license of access and use over some or all of the Master Common Area as reasonably necessary to the operation of the special event or activity. Master Association may also issue permits which authorize the sponsor and its guests and invitees to park vehicles in the Properties at reasonable times before, during and after the special event or activity. Master Association may charge fees it determines are appropriate in connection with allowing groups to use the Master Common Area and facilities.

and effect as if they were set forth in this Master Declaration; provided, however, that the Community Guidelines shall be enforceable only to the extent that they are consistent with this Master Declaration, any applicable Supplemental Master Declaration, the Articles and the Bylaws, and may not be used to amend any of such documents.

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6.2.2 General Reserve Fund. An adequate General Reserve Fund for the deposit of Reserves attributable to Improvements within the Master Common Area, exclusive of Reserves attributable to .Improvements included in each Special Benefit Area.

6.2.1 General Operating Fund. A General Operating Fund for current expenses of the Master Association, exclusive of current expenses attributable to the Improvements and maintenance responsibilities included within each Special Benefit Area.

6.2 MAINTENANCE FUNDS. The Board shall Budget, establish and maintain at least the following separate accounts (the "Maintenance Funds'.') into which shall be deposited all monies paid to the Master Association, and from which disbursements shall be made, as provided in this Master Declaration, in the Master Association's performance of its functions under the Restrictions:

6.1 CREATION OF ASSESSMENT OBLIGATION. Declarant and each Neighborhood Builder, for each Lot owned, hereby covenants _to pay, and each Owner, by acceptance of a deed to a Lot, whether or not it shall be so expressed in such deed, is deemed to covenant to pay to the Master Association (a) Annual Assessments, (b) Capital Improvement Assessments, (c) Special Assessments, and (d) Reconstruction Assessments; such assessments to be established and collected as provided in this Master Declaration. The Master Association may not levy or collect any Annual Assessment, Capital Improvement Assessment, Special Assessment or Reconstruction Assessment that exceeds the amount necessary for the purpose or purposes for which it is levied. All such Assessments, together with late payment penalties, interest, costs and reasonable attorneys_' fees for the collection thereof, are a charge and a continuing lien upon the Lot against which such assessment is made. Each such Assessment, together with-late payment penalties, interest, costs and reasonable attorneys' fees, is also the personal obligation of the Person who was the Owner of the Lot at the time. when the Assessment fell due. The personal obligation for delinquent Assessments may not pass to any new Owner ("Purchaser") unless expressly assumed by the Purchaser.

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ARTICLE VI COVENANT FOR MAINTENANCE ASSESSMENTS

5.3.5 Reserved Rights of Declarant. For so long as Declarant is entitled to exercise any right, or avail itself of any exemption, in Article XIV or elsewhere in this Master Declaration, neither the Master Association, nor the Board, nor any Owner shall take any action which is inconsistent with, or which would abrogate, any such right or exemption.

5.3.4 Mortgagee Consents. For so long as Declarant has a veto right under Section 4.2.3 of this Master Declaration, the Master Association may not, without the prior written consent of Declarant, take any action listed in Article XIII of the Master, Declaration for which the consent of Owners or first Mortgagees is required.

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If the Master Association decides to use or transfer Reserve funds to pay for litigation, the Master Association must notify its Members of the decision in the next available mailing. Such

Nothing contained in this Master Declaration shall preclude the establishment of additional. Maintenance Funds by the Master Association earmarked for specified purposes authorized by the Restrictions. The Master Association shall not impose or collect an assessment, penalty or fee which exceeds the amount necessary for the purpose or purposes for which it is levied.

6.3.4 General Operations. Disbursements from the General Operating Fund shall be made for such purposes as are necessary for the discharge of the Master Association's responsibilities under the Restrictions, for the common benefit of all Owners, other than those purposes specified in Sections 6.3.1 through 6.3.3 above.

6.3 .3 General Reserves. Disbursements from the General Reserve Fund shall be made solely for the purpose of funding those Reserve expenditures which are not Budgeted to a Special Benefit Area.

6.3.2 Special Benefit Area Operations. Disbursements from each Special Benefit Area Operating Fund shall be made solely for the purpose of funding the current operating Special Benefit Expenses of the Special Benefit Area for which the fund was created.

6.3.1 Special Benefit Area Reserves. Disbursements·from each Special Benefit Area Reserve Fund shall be made solely for the purpose of funding Reserve expenditures attributable to the Special Benefit Area for which the fund was created.

6.3 DISBURSEMENTS. All amounts deposited into the Maintenance Funds must be used solely for the purposes authorized by the Restrictions. The Board is authorized to transfer interest and other earnings on the General Reserve Fund and Special Benefit Area Reserve Fund into the respective Operating Fund in order to satisfy income taxes payable by the Master Association attributable to such interest and earnings. The signatures of either two (2) Directors of the Master Association or one (1) Director and one (1) officer of the Master Association who is not also a Director of the Master Association shall be required for the withdrawal of money from the Master Association's Reserve funds. Disbursements from the particular Maintenance Funds shall be limited to specific purposes as follows:

6.2.5 Miscellaneous Maintenance Funds. Any other Maintenance Funds which the Board of Directors may deem necessary.

6.2.3 Special Benefit Area Operating Fund. A Special Benefit Area ( Operating Fund for Special Benefits Expenses of each Special Benefit Area.

6.2.4 Special Benefit Area Reserve Fund. An adequate Special Benefit Area Reserve Fund for the deposit of Reserves attributable to each Special Benefit Area.

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6.5.2 Payment Procedure. The Board shall fix the amount of the Common Assessment against each Lot at least thirty (30) days in advance of each Common Assessment period. Written notice of any change in the amount of any Common Assessment, Capital Improvement Assessment or Reconstruction Assessment shall be sent via first-class mail to every Owner subject thereto not less than thirty (30) nor more than sixty (60) days prior to the increased assessment becoming due. The due dates shall be established by the Board. The Master Association shall, upon demand and for a reasonable charge, furnish a certificate setting forth whether the assessments on a specified Lot have been paid. A properly completed

6.5.1 Commencement Date. Annual Assessments shall commence as to each Lot in a Phase on the first Close of Escrow in that Phase. Each and every Lot in such Phase only shall thereafter be subject to its share of the then established Annual Assessment as set forth in this Master Declaration. The first Annual Assessment shall be adjusted according to the number of months remaining in the fiscal year established pursuant to the Bylaws.

6.5 COMMENCEMENT OF ANNUAL ASSESSMENTS.

6.4.2 Special Benefit Area Assessment Component. The Special Benefit Expenses of the Master Association comprising Special Benefit Area Operating and Reserve Funds Budgeted to any particular Special Benefit Area ("Special Benefit Area Assessment

· Component") shall be assessed to the Owners of Lots designated in a Supplemental Master Declaration as Lots to which the exclusive or disproportionate maintenance of such Special Benefit Area has been allocated.

6.4.1 · General Assessment Component. The Common Expenses of the Master Association, exclusive of Common Expenses Budgeted to the Special Benefit Area ("General Assessment Component"), shall be allocated equally among all of the Lots and the Owners thereof in the Properties.

6.4 ANNUAL ASSESSMENTS. Each Annual Assessment is an aggregate of separate assessments for each of the Maintenance Funds, reflecting an itemization of the amounts assessed and attributable to prospective deposits into the General Operating and Reserve Funds, the Special Benefit Area Operating and Reserve Funds, and any other Maintenance Fund established by the Master Association. Annual Assessments shall be levied against the Owners of Lots in the amounts as set forth in the Master Association Budget on file with the DRE. All Annual Assessments shall be assessed uniformly and equally against the Owners and their Lots based on the number of Lots owned by each Owner, except as may be otherwise provided in a Notice of Addition, and with the exception of any "Special Benefit Area Assessments that shall be assessed equally only against Owners responsible for such Special Benefit Area.

notice shall provide an explanation of why the litigation is being initiated or defended, why operating funds cannot be used, how and when the Reserve funds will be replaced, and a proposed budget for the litigation. The notice must state that the Members have a right to review an accounting for the litigation as provided in Section 1365.5 of the California Civil Code which will be available at the Master Association's office. The accounting shall be updated monthly.

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6.6.2 Maximum Authorized Assessment for Subsequent Fiscal Years. Beginning with the fiscal year immediately following the fiscal year in which Annual Assessments commence, the Maximum Authorized Annual Assessment in any fiscal year is one

6.6.1 Maximum Authorized Annual Assessment for Initial Year of Operations. Until the first day of the fiscal year immediately following the fiscal year in which Annual Assessments commence, the Maximum Authorized Annual Assessment per Lot is one hundred twenty percent (120%} of the amount of Annual Assessments disclosed in the current Budget of the Master Association filed with the DRE at the time Annual Assessments commence. The provisions of this Section 6.6.1 shall be applied separately to the General Assessment Component and the Special Benefit Area Assessment Component, if any, of the Annual Assessment. Notwithstanding the foregoing, this Section does not limit Annual Assessment increases necessary to address an Emergency Situation as defined in Section 6.6.5 below.

6.6 LIMITS ON ANNUAL ASSESSMENT INCREASES. The Board shall not levy, for any fiscal year, an Annual Assessment which exceeds the "Maximum Authorized Annual Assessment" as determined pursuant to Sections 6.6.1 and 6.6.2 below, unless first approved by the vote of Members representing at leastIi) in the case of an increase in the General Assessment Component, a majority of votes at a meeting or written ballot of Members in which more than fifty percent (50%) of the total voting power of the Master Association is represented, and (ii) in the case of an increase in a Special Benefit Area Assessment Component, a majority of votes at a meeting or written ballot of the Owners of Lots participating in the Special Benefit Area generating such Special Benefit Area Assessment Component at which more than fifty percent (50%) of the total voting power attributable to such Special Benefit Area is represented. ·

6.5.3 Excess Funds. The Board of Directors may determine that excess· funds remaining in the Operating Funds, over and above the amounts used for the operation of the Properties, may be used to reduce the following year's Annual Assessment attributable to such Maintenance Funds. ·

Each installment of Common Assessments may be paid by the Member to the Master Association in one check or payment or in separate checks as payments attributable to specified Maintenance Funds. If any payment of a Common Assessment installment is less than the amount assessed and the payment does not specify the Maintenance Fund or Funds into which it should be deposited, the payment received by the Master Association from that Owner shall be credited an order of priority set in the Community Guidelines. ·

certificate as to the status of assessments against a Lot is binding upon the Master Association as of the date of its issuance. The Master Association may use any method of collecting assessments allowed by law including charging credit cards or electronic transfers. At the Master Association's discretion, the additional cost of any method of collection can be collected from the Owner electing the method of collection and does not have to be divided equally among all Owners.

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(c) Reasonably Unforeseen Items. An extraordinary expense necessary to repair or maintain the Master Common Area or any portion thereof for which the Master Association is responsible that could not have been reasonably foreseen by the Board when preparing the Budget. Prior to the imposition or collection of an assessment pursuant to this Subparagraph (c), the Board shall adopt a resolution containing written findings as to the necessity of the extraordinary expense involved and why the expense was not or could not have

(b) Safety Items. An extraordinary expense necessary to repair or maintain the Properties or any portion thereof for which the Master Association is responsible where a threat to personal safety on the Properties is discovered.

order of a court. (a) Court Ordered Items. An extraordinary expense required by an

6.6.5 Emergency Situations. For purposes of Sections 6.6.1, 6.6.2 and 6.7, an "Emergency Situation" is any one of the following:

6.6.4 Automatic Assessment Increases. Notwithstanding any other provisions of this Section 6.6, upon the annexation of any portion of the Annexable Territory pursuant to Article XVI, the Annual Assessment shall be automatically increased by the additional amount, if any, necessary to maintain the Master Common Area in or abutting such Annexable Territory, so long as (i) the annexation of such Annexable Territory is permitted by DRE, and (ii) the amount of such increase does not result in the levy of an Annual Assessment which is greater than the maximum potential Annual Assessment disclosed in all Public Reports for the Properties previously issued by the DRE.

6.fr.3 Supplemental Annual Assessments. If the Board determines that the important and essential functions of the Master Association may be properly funded by an Annual Assessment less than the Maximum Authorized Annual Assessment, it may levy such lesser Annual Assessment. If the Board levies an Annual Assessment in an amount less than the Maximum Authorized Annual .Assessment for any fiscal year and thereafter, during such fiscal year, determines that the important and essential functions of the Master Association cannot be funded by such lesser Annual Assessment, the Board may levy one (1) or more supplemental Annual Assessments up to the Maximum Authorized Annual Assessment.

hundred twenty percent (120%) of the level of Annual Assessments levied in the immediately preceding fiscal year; provided that distribution of the Budget for the current fiscal year in accordance with Section 1365(a) of the California Civil Code or other applicable law is a prerequisite to any increase in the Maximum Authorized Annual Assessment for such fiscal year pursuant to this Subsection. The provisions of this Subsection shall be applied separately to the General Assessment Component and the· Special Benefit Area Assessment Component, if any, of the Annual Assessment. Notwithstanding the foregoing, this Section does not limit Annual Assessment increases necessary to address an Emergency Situation as defined in Section 6.6.5 below.

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6_7 CAPITAL IMPROVEMENTS. The Board may levy, in any fiscal year, a Capital Improvement Assessment applicable to that year only for the purpose of defraying', in whole or in part, the cost of any construction, reconstruction, repair or replacement of a Capital Improvement upon the Master Common Area, including fixtures and personal property related thereto; provided that all proposed Capital Improvement Assessments which exceed five percent (5%) of the Master Association's Budgeted Common Expenses for such Fiscal Year shall require the vote of Members representing at least amajority of votes at a meeting or written ballot of Members in which is represented more than fifty percent (50%) ofthe total voting power attributable to Members subject to such Capital Improvement Assessment. In the case of a proposed Capital Improvement to a Special Benefit Area, any Capital Improvement Assessment which exceeds five percent (5%) of the Master Association's Budgeted Special Benefit Expenses shall also require the majority votes at a meeting or written ballot of the Owners of Lots in the Special Benefit Area benefitting thereby at which more than fifty percent (50%) of the total voting power attributable to such Special Benefit Area is required. Notwithstanding the foregoing, the Board may levy in any fiscal year a Capital Improvement Assessment applicable to that fiscal year without the vote of theMembers if such Capital Improvement Assessment is necessary for addressing an Emergency Situation as defined in Section 6.6.5. All Capital

( Improvement Assessments must be levied against all Lots in the same manner and in the same

If a Special Benefit Area is established, a level assessment procedure may be authorized for the Special Benefit Area in a Supplemental Master Declaration.

(d) Meet any other requirements which may be imposed by the DRE.

(c) Include in the report referenced in Section 9.5 a review of the Level Assessment Procedure, to ensure that adequate funds are being collected; and

(b) Use the Cumulative Surplus Fund Account and the funds therein only for the funding of the General Assessment Component in a given Fiscal Year (as determined by the Board);

(a) Establish and maintain a separate account for the cumulative operating surplus ("Cumulative Surplus Fund Account");

6.6.6 Level Assessment Procedure. For so long as Annexable Territory may be added to the Properties as a Phase, the Board may elect to implement a level.assessment procedure in accordance with applicable-DRE guidelines ("Level Assessment Procedure"). Where the Level Assessment Procedure is used, the General Assessment Component of Annual Assessments for certain Phases may be less than or more than the actual Common Expenses for a given year, however, the General Assessment Component cannot be more than fifteen percent (15%) above or below the actual Common Expenses. To implement the Level Assessment Procedure, the Board must:

been reasonably foreseen in the budgeting process. The resolution shall be distributed to the. Members with the Notice of Assessment.

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7.1 NONPAYMENT OF ASSESSMENTS; REMEDIES. Any installment ofan assessment is delinquent if not paid within fifteen ( 15) days of the due date established by the Board. Any installment of Annual Assessments, Capital Improvement Assessments, Special Assessments, or Reconstruction Assessments not paid within thirty (30) days after the due date, plus all reasonable costs of.collection (including attorneys' fees) and late charges as provided in this Master Declaration bears interest at the maximum rate permitted by law commencing thirty (30) days from the date the assessment becomes due until paid. The Brnrrd may also require the delinquent Owner to pay a late charge in accordance with California Civil Code Section 1366( d)(2). The Master Association may bring an action at law against the Owner personally obligated to pay the same, or foreclose the lien against the Lot. The Master Association need not accept any tender of a partial payment of an assessment installment and all costs and attorneys' fees attributable thereto, and any acceptance of any such tender does not waive the Master Association's right to demand and receive full payments thereafter. Before the Master Association may place a lien upon an Owner's Lot to collect a past due assessment, the Master Association shall send a written notice to the Owner by certified mail which contains the following information: (i) the fee and penalty procedure of the Master Association, (ii) an itemized statement of the charges owed by the Owner, including the principal owed, any late charges and the method of calculation, any attorneys' fees, (iii) the collection practices used by the Master Association, and (iv) a statement that the Master Association may recover the reasonable costs of collecting past due assessments .

ARTICLE VII NONPAYMENT OF ASSESSMENTS; REMEDIES·

(b) The Master Common Area.

(a) All portions- of the Properties dedicated to and acceptedby a Local Governmental Agency; and

6.9 EXEMPT PROPERTY. The following property subject to this Master Declaration is exempt from the assessments in this Master Declaration:

6.8 UNIFORM RA TE OF ASSESSMENT. Annual Assessments,- Capital Improvement Assessments and Reconstruction Assessments shall be assessed equally against all Owners and their Lots, except as maybe otherwise provided in this Master Declaration with respect to Special Benefit Areas and in a Notice of Addition. The Master Association may levy Special Assessments against selected Owners who have caused the Master Association to incur special expenses due to willful or negligent acts of said Owners, their tenants, families, guests, invitees or agents. All- installments of Annual Assessments shall be collected in advance on a regular basis by the Board, at such frequency as the Board shall· determine.

proportions as Annual Assessments are levied, and they shall be collected in the manner and frequency determined by the Board.

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7..4 CURING OF DEFAULT. Upon the timely curing of any default for which the Master Association Filed a Notice of Delinquent Assessment, the Master Association's officers shall Record an appropriate Release of Lien upon payment by the defaulting Owner of a reasonable fee, to be determined by the Board, to cover the cost of preparing and Recording such release. A certificate executed and acknowledged by any two (2) members of the Board stating the indebtedness secured by the liens upon any Lot created hereunder shall be conclusive upon the Master Association and the Owners as to the amount of such indebtedness as of the date of the certificate, in favor of all persons who rely thereon in good faith. Such certificate shall be furnished to any Owner upon request at a reasonable fee, to be determined by the Board.

7.3 FORECLOSURE SALE. A sale to foreclose a Master Association lien may be conducted by the Board, its attorneys or other persons authorized by the Board in accordance with the provisions of Sections 2924, 2924a, 2924b, 2924c and 2924f of the California Civil Code, or in accordance with any similar statute hereafter enacted applicable to the exercise of powers of sale in Mortgages, or in any other manner permitted by law; provided, however, that Master Association liens imposed for thosepurposes listed in Section 2792.26(c) of Title 10 of the California Code of Regulations shall not be enforced under Sections 2924, 2924b or 2924c of the California Civil Code. The Master Association, through duly authorized agents, may bid on the Lot at foreclosure sale, and 'acquire and hold, lease,' mortgage and convey the same. Upon completion- of the foreclosure sale, the Master Association or the purchaser at the sale may file suit to secure occupancy of the defaulting Owner's Lot, and the defaulting Owner shall be required to pay the reasonable rental value of the Lot during any period of continued occupancy by the defaulting Owner or any persons claiming under the defaulting Owner.

7.2 NOTICE OF DELINQUENT ASSESSMENT. No action may be brought to enforce any assessment lien in this Master Declaration unless at least thirty (30) days has expired· following the date a Notice of Delinquent Assessment is deposited in the United States mail, certified or registered, postage prepaid, to the Owner of the Lot, and a copy thereof has been Recorded by the Master Association. Such Notice of Delinquent Assessment must recite (a) a good and sufficient legal description of any such Lot, (b) the record Owner or reputed Owner

.. thereof, (c) the amount claimed (which may at the Master Association's option include interest on the unpaid assessment and late charges as described above plus reasonable attorneys' fees and expenses of collection in connection with the debt secured by said lien), ( d) the Master Association's name and address, and (e) in order for the lien to be enforced by nonjudicial foreclosure, when applicable, the name and address of the trustee authorized by the Master Association. to enforce the lien by sale. Assessments described in Section 1367( c) of the California Civil Code and Section 2792.26(c) of the California Code of Regulations may not become a lien against an Owner's Lot enforceable by the sale of the Lot under Sections 2924, 2924.(b), and 2924(c) of the California Civil Code. Recordation of the Notice of Delinquent Assessment creates a lien on the Lot as provided in Section 1367 of the California Civil Code. The Notice of Delinquent Assessment must be signed by an authorized Master Association officer or agent, and said lien is prior to any Master Declaration of homestead Recorded after the date on which this Master Declaration is Recorded. The lien continues until paid or otherwise satisfied.

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7.8 RECEIVERS. In addition to the foreclosure and other remedies granted the Master Association in this Master Declaration, each Owner, by acceptance of a deed to such Owner's Lot, hereby conveys to the Master Association all of such Owner's right, title and interest in all rents, issues and profits derived from and appurtenant to such Lot, subject to the right, power and authority of the Master Association to collect and apply such rents, issues and profits to any delinquent Assessments owed by such Owner, reserving to the Owner the right, prior to any default by the Owner in the payment of Assessments, to collect and retain such rents, issues and profits as they may become due and payable. Upon any such default the Master Association may, upon the expiration of thirty (30) days following delivery to the Owner of the "Notice of Delinquent Assessment" described in thisMaster Declaration, either in person, by agent or by receiver to be appointed by a court, and without regard to the adequacy of any security for the indebtedness secured by the lien described in this Master Declaration, (a) enter in or upon and take possession of the Lot or any part thereof, (b) in the Master Association's name sue for or otherwise collect such rents, issues and profits, including those past due and unpaid,

7.7 PRIORITY OF ASSESSMENT LIEN. Mortgages Recorded before a Notice of Delinquent Assessment have lien priority over the Notice of Delinquent Assessment. Sale or transfer of any Lot does not affect the assessment lien, except that the sale or transfer of any Lot pursuant to judicial or nonjudicial foreclosure of a first Mortgage extinguishes the lien of such assessments as to payments which became due prior to such sale or transfer. No sale or transfer relieves such Lot from lien rights for any assessments thereafter becoming due. No Person who obtains title to a Lot pursuant to a judicial or nonjudicial foreclosure of the first Mortgage is liable for the share of the Common Expenses, Special Benefit Expenses or assessments chargeable to such Lot which became due prior to the acquisition of title to the Lot by such Person. Such unpaid share of Common Expenses, Special Benefit Expenses or assessments is a Common Expense collectible from all of the Owners including such Person. The Board of Directors of the Master Association has the power to take such action as is necessary to make any assessment lien of the Master Association encumbering a Lot subordinate to the interests of the Department of Veteran Affairs of the State of California under its Cal-Vet loan contracts, with respect to such Lot to the same extent that the assessment lien would be subordinate to the lien or charge of a first mortgage or first deed of trust of record encumbering such Lot.

7.6 MORTGAGE PROTECTION. No lien created under. this Article VII, nor any breach of this Master Declaration, nor the enforcement of any provision hereof defeats or renders invalid the rights of the Beneficiary under any Recorded first Deed of Trust (meaning any deed of trust with first priority over _other deeds of trust) upon a Lot made in good faith and for value. After a Beneficiary or other Person obtains title to a Lot by judicial foreclosure or by means set forth in a Deed of Trust, the Lot shall remain subject to the Master Declaration and the payment of all installments of Assessments accruing after the date the Beneficiary or other Person obtains title.

7.5 CUMULATIVE REMEDIES. The assessment liens and the rights to foreclosure and sale thereunder shall be in addition to and not in substitution for all other rights and remedies which the Master Association may have hereunder and by law, including a suit to recover a money judgment for unpaid assessments, as above provided.

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8'.1 MEMBERS OF COMMITTEE. The Design Review Committee, sometimes referred to in this Master Declaration as the "Committee," shall be composed of no less than three (3) members and no more than five (5) members, with the exact number of members set by the Board. The initial members of the Committee shall be representatives of Declarant until one (1) year after the original issuance of the Public Report for the Properties ("First Anniversary"). After the First Anniversary. the Declarant may appoint and remove a majority of the members of the Committee and fill any vacancy of such majority, until the earlier to occur of (a) Close of Escrow for the sale of nine hundred (900) Lots in the Properties, or (b) the fifth (5th) anniversary following the most recent Close of Escrow to a Class A member of the first Lot in the most recent Phase of the Properties under the authority of a Public Report, or ten (10) years following the date of Recordation of this Master Declaration, after which the Board may appoint and remove all of the members of the Committee. All Committee members not appointed by Declarant shall be appointed by the Board. The Committee members appointed by the Board

. ( must be Members, but the Committee members appointed by Declarant need not be Members .

ARTICLE VIII ARCHITECTURAL CONTROL

The right of any Owner to utilize alternative dispute resolution under this Section may not be exercised more than two times in any single calendar year, and not more than three times within any fivecalendar years. Nothing within this Section shall preclude any Owner and the Master Association, upon mutual agreement, from entering into alternative dispute resolution in excess of the limits set forth in this Master Declaration. An Owner may request and be awarded through alternative dispute resolution reasonable interest to be paid by the Master Association in the total amount paid under items (i) through (iv) above, if it is determined that the assessment levied by the Master Association was not correctly levied.

7.9 ALTERNATIVE DISPUTE RESOLUTION. Disputes between an Owner and the Master Association regarding the assessments imposed by the Master Association may be submitted to alternative dispute resolution in accordance with Civil Code Section 1354 if such Owner pays in full (i) the amount of the assessment in dispute, (ii) any late charges, (iii) any interest, and (iv) all fees and costs associated with the preparation and filing of a Notice of Delinquent Assessment (including mailing costs and attorneys' fees not to exceed four hundred twenty-five dollars ($425), and states by written notice that such amount is paid under protest, and the written notice is mailed by certified mail not more than thirty (30) days from the Recording of a Notice of Delinquent Assessment. Upon receipt of such written notice, the Master Association shall inform the Owner in writing thatthe dispute may be resolved through alternative dispute resolution as set forth in Civil Code Section 1354.

and (c) apply the same, less allowable expenses of operation, to any delinquencies of the Owner hereunder, and in such order as the Master Association may determine. The entering upon and taking possession of the Lot, the collection of rents, issues and profits and the application thereof, shall not cure or waive any default or notice of default hereunder or invalidate any act done pursuant to 'such notice.

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8.2.2 Review and Approval. The Committee may condition its approval of proposals or plans and specifications for any Improvement upon any of the following: (a) the

( .. Applicant's furnishing the Master Associationwith security acceptable to the Master Association

8.2.1 Submission of Plans. The Committee shall consider and act upon all plans and specifications submitted for its approval under this Master Declaration and perform such other duties as the Board assigns to it, including inspection of construction in progress to assure conformance with plans approved by the Committee. No reconstruction of an existing Improvement, installation of a new Improvement after Close of Escrow from Declarant or a Neighborhood Builder, or alteration of an .existing Improvement of any type, in the Properties may be commenced or maintained until the plans and specifications therefor showing the nature, kind, shape, height, width, exterior color scheme, materials and location thereof have been submitted to and approved. in writing by the Committee; provided, however, that any · Improvement may be repainted without the Committee approval so long as the Improvement is repainted the identical color which it was last painted. Without limiting the generality of the foregoing, the provisions of this Article apply to the construction, installation and alteration of solar energy systems, as defined in Section 801.5 of the California Civil Code, subject to the provisions of California Civil Code Section 714, the City Building Code, applicable zoning regulations, and associated City ordinances. The Owner submitting the plans and specifications ("Applicant") shall obtain a written, dated receipt therefor from an authorized agent of the Committee. Until changed by the Board, the address for submission of such plans and specifications is the Master Association's principal office. The Committee shall approve plans and specifications submitted for its approval only if it determines that (a) the installation, construction or alterations contemplated thereby in the locations indicated will not be detrimental to the appearance of the surrounding area of the Properties as a whole, (b) the appearance of any structure affected thereby will be in harmony with the surrounding structures, ( c) the installation, construction or alteration thereof will not detract from the beauty, wholesomeness and attractiveness of the Master Common Area or the enjoyment thereof by the Members, and (d) the maintenance thereof will not become a burden on the Master Association. Declarant and the Neighborhood Builders need not seek or obtain the Committee approval of any new Improvements constructed on the Properties, because the jurisdiction of the Committee is limited to new work and modifications to existing Improvements which are commenced by an Owner after Close of Escrow for the sale from Declarant or a Neighborhood Builder. Moreover, each Owner may reconstruct in a timely manner any damaged or destroyed Improvement on the Lot of the Owner with the same materials and to the same specifications as the Improvement existed before it was damaged or destroyed without the approval of the Committee, so long as the Improvement when originally constructed was either exempted hereunder or approved by the Committee.

8.2 REVIEW OF PLANS AND SPECIFICATIONS.

The Committee has the right and duty to promulgate reasonable standards against which to examine any request made pursuant to this Article in order to ensure that the proposed plans conform harmoniously to the exterior design and existing materials of the buildings in the Properties. Board members may also serve as the Committee members.

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8.5 COMPENSATION OF MEMBERS. The Committee's members shall receive no compensation for services rendered, other than reimbursement for expenses incurred by them in performing their duties.

8.4 NO WAIVER OF FUTURE APPROVALS. The Committee's approval of any proposals or plans and specifications or drawings for any work done or proposed or in connection with any other matter requiring the Committee's approval does not waive any right to withhold approval of any similar proposals, plans and specifications, drawings or matters subsequently or additionally submitted for approval.

8.3 MEETINGS OF THE COMMITTEE. The Committee shall meet as necessary to perform its duties. The Committee may, by resolution unanimously adopted in writing, designate a Committee representative (who may.rbut need not, be one of its members) to take any action or perform any duties for and on.behalf of the Committee except the granting of variances pursuant to Section 8.8. I~ the absence of such designation, the vote or written consent of a majority of the Committee constitutes an act of the Committee.

against any mechanic's lien or other encumbrance which may be Recorded against the Properties as a result of such work, (b) .such changes therein as it deems appropriate, ( c) the Applicant's agreement to grant appropriate easements to the Master Association for the maintenance of the Improvements, (djthe Applicant's agreement to install (at its sole cost) water, gas, electrical or other utility meters to measure any increased consumption, (e) the Applicant's agreement to reimburse the Master Associationfor the cost of such maintenance, or (f) the Applicant's agreement to complete the proposed work within a stated period of time, and may require submission of additional plans and specifications or other information prior to approving or disapproving material submitted. The Committee shall also issue Design Guidelines setting forth standards, specifications and procedures for the submission of plans for approval, requiring a fee (as may be necessary) to accompany each application for approval, or stating additional factors which it will consider in reviewing submissions. The Committee may provide that the amount of such fee be uniform, or that it be determined in any other reasonable manner, such as by the reasonable cost of the construction, alterations or installations contemplated. The Committee may require such detail in plans and specifications submitted for its review as it deems proper, including,. without limitation, landscape plans, floor plans, site plans, drainage plans, elevation drawings and descriptions or samples of exterior material and colors. Until receipt by the Committee of any required plans and specifications; the Committee may postpone review of any plans submitted for approval. The Committee shall transmit its decision and the reasons therefor to the applicant at the address set forth in the application for approval within forty-five (45) days after the Committee receives all required materials. Any application submitted pursuant to this Section shall be deemed approved unless the Committee transmits written disapproval or a request for additional information or materials to the Applicant within forty-five (45) days after the date the Committee receives all required materials. The Applicant shall meet any review or permit requirements of the City prior to making any construction, installation or alterations permitted hereunder.

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8.8 VARIAN CE. The Committee may authorize variances from compliance with any of the architectural provisions of this Master Declaration, including without limitation, restrictions upon height, size, floor area or placement of structures, or similar restrictions, when circumstances such as topography, natural obstructions, hardship, aesthetic or environmental

(. consideration may require. Such variances must be evidenced in writing, must be signed by a

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8.7 SCOPE OF REVIEW. The Committee shall review and approve, conditionally approve or disapprove all plans submitted to it for any proposed construction, installation or alteration solely on the basis of aesthetic considerations, consistency with this Master Declaration, and the overall benefit or detriment which would result to the immediate vicinity and the Properties generally. The Committee shall consider the aesthetic aspects of the architectural designs, placement of buildings, landscaping, color schemes, exterior finishes and materials and similar features. The Conunittee's approval or disapproval shall be based solely on the considerations set forth in this Article. The Committee is not responsible for reviewing, nor may its approval of any plan or design be deemed approval of, any plan or design from the standpoint of structural safety or conformance with building or other codes. The Committee may consider the impact of views from other Lots and reasonable privacy right claims as factors in reviewing, approving or disapproving any proposed landscaping, construction or other Improvements. However, Declarant does not warrant any protected views within the Properties, and no Residence, Lot is guaranteed the existence or unobstructed continuation of any particular view. The Conunittee may not change the architectural and landscaping design of the Properties, as established by Declarant and the Neighborhood Builders, without the prior written consent of .Declarant for so long as Declarant is entitled to exercise its veto right under Section 4.2.3.

8.6.2 Remedy. If an Owner fails to remedy any Noncompliance within sixty (60) days from the date of notification from the Committee, the Committee shall notify the Board in writing of such failure.· Upon Notice and Hearing, the Board shall determine whether there is. a Noncompliance and, if so, the nature thereof and the estimated cost of correcting or removing the same. If a Noncompliance exists, the Owner shall remedy or remove the same within a period of not more than forty-five (45) days from the date that notice of the Board ruling is given to the Owner. If the Owner does not comply with the Board ruling within that period, the Board may Record a Notice of Noncompliance (if permitted by law) and commence a lawsuit for damages or injunctive relief, as appropriate, to remedy the Noncompliance.

8.6.1 Time Limit. The Committee's right to inspect the Work and notify the responsible Owner of any Noncompliance shall terminate sixty (60) days after the Work has been completed and the Committee has received written notice from the Owner that the Work has been completed. If the Committee fails to send a notice of Noncompliance to an Owner before this ~ime limit expires, the Work shall be deemed to comply with the approved plans.

8.6 INSPECTION OF WORK. The Committee or its duly authorized representative may inspect any work for which approval of plans is required under this Article ("Work"). The right to inspect includes the right to require any Owner to take such action as may be necessary to remedy any noncompliance with the Committee-approved plans for the Work or with the requirements of this Master Declaration ("Noncompliance'}

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9.2.1 General Responsibilities. After the completion of the construction or installation of the Improvements on the Master Common Area by Declarant or a Neighborhood Builder, no Improvement, excavation or work which in any way alters the Master Common Area

( may be made or done by any Person other than the Master Association or its authorized agents.

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9.2 MAINTENANCE OBLIGATIONS OF MASTER ASSOCIATION. After

9.1 MAINTENANCE OBLIGATIONS OF OWNERS. Each Owner shall, at the Owner's sole expense, maintain all Improvements located on the Owner's Lot, except for any portion of the Lot which is Master Common Area, in a neat, sanitary and attractive condition. Such maintenance responsibilities include the maintenance of Improvements described in a Supplemental Master Declaration as being the responsibility of-individual Owners or groups of Owners. Maintenance shall include normal care and irrigation of all landscaping, repair and replacement. of plant materials, installation and maintenance of irrigation systems as necessary and general clean up of the landscaped and open areas, walkways, walls and fences _on the Owner's Lot. In addition, each Owner whose Lot uses a private drainage system installed by Declarant is responsible for maintaining that portion of the system which is located on the Owner's Lot. Each Owner shall maintain all front yard landscaping with a complete irrigation system, in compliance with the City's Water Conservation Ordinance No. 91-15.

ARTICLE IX MAINTENANCE AND REPAIR OBLIGATIONS

8 .10 APPEALS .. For so long as Declarant has the right to appoint and remove a majority of the Committee's members, the Committee's decisions are final, and there is no appeal to the Board. When Declarant is no longer entitled to appoint and remove a majority of the Committee's members, the Board may adopt policies and procedures for the appeal of the Committee's decisions to the Board. The Board has no obligation to adopt or implement any appeal procedures, and in the absence of Board adoption of appeal procedures, all the Committee decisions are final.

8.9 PRE-APPROVALS. The Committee may authorize pre-approval of certain specified types or classes of construction activities if, in the exercise of the Committee's judgment, preapproval of such types or classes of Improvements is appropriate in carrying out the purposes of this Master Declaration.

majority of the Committee, and become effective upon Recordation. The Board must approve any variance recommended by the Committee before any such variance becomes effective. If such variances are granted, no violation of the covenants, conditions and restrictions contained in this Master Declaration shall be deemed to have occurred with respect to the matter for which the variance was granted. The granting of such a variance does not waive any of the terms and provisions of this Master Declaration for any purpose except as to the particular property and particular provision hereof covered by the variance, nor does it affect the Owner's obligation to comply with all applicable governmental ordinances affecting the use of his Lot and Residence.

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9.3 FENCES AND WALLS. Each wall or fence which is placed on the dividing line between the Lots (the "Party Wall") is a party wall. The cost of reasonable maintenance of a Party Wall shall be shared equally by the Owners of the Lots divided by th~ Party Wall.. However; each Owner is responsible for repainting the side of any Party Wall facing his Lot. Unless covered by a blanket insurance policy kept by the Master Association, if a Party Wall is destroyed or damaged, any Owner whose Lot is affected thereby may restore it, and the Owner of the other Lot which is affected thereby shall contribute equally to the cost of restoration An Owner who by his negligent or willful act causes a Party Wall to require repair or replacement shall bear the whole cost of the necessary repairs or replacement. The right of any Owner to

9.2.3 Landscape Maintenance District. The City has established Douglas Park Landscape Maintenance District, Assessment District No. 5-1981 ("Landscape District") which includes the area in which the Properties are located. The Landscape District was formed

J

to have the responsibility and authority to landscape, irrigate and maintain designated areas. The fee for landscaping, irrigation and maintenance provided by the Landscape District will be collected through each .Owner's annual real property tax bill. The Landscape District will review the budget annually and determine the amount of the annual assessment for the next year. The annual assessment may b~ increased by theLandscape District at the time of each annual review.

9.2.2 Maintenance ·of Fossil Filters .. The Master Association is responsible for maintaining the fossil filters in the locations depicted on Exhibit F. The Master Association shall keep in force an agreement with the City that will allow the Master Association to maintain the fossil filters in the public right of way. Maintenance that will be provided will include· servicing the fossil filters on a regular basis to ensure that the fossil filters efficiently remove petroleum hydrocarbons; chemicals, silt and other pollutants from the stormwater runoff. The fossil filters shall be serviced· in accordance' with manufacturer recommendations. Each service must include removal of debris and broom cleaning around the inlet. The inlet cover must be removed and a visual inspection made for oils and other hydrocarbons on the surface. The fossil filter must be inspected for damage; the standing water must be checked for clarity; the depth of the collected sand and silt must be measured and the filter replaced if needed. Subsequent to each service, the Master Association and the City must be furnished with certificates of service. The Master Association must submit an annual report to the City that includes a description of all maintenance work completed and inspections performed during the prior year. A copy of the report must be provided to the San Diego Regional Water Quality Control Board.

Unless otherwise expressly provided in this Master Declaration, upon commencement of Annual Assessments, the Master Association shall maintain · and paint all completed Improvements on the Master Common Area in such Phase in a safe, sanitary and attractive condition and in good order and repair, and shall likewise provide for the commonly metered utilities serving the Master Common Area. The Board shall determine, in its sole discretion, the level and frequency of maintenance of the Master Common Area. The Master Associ~tion may add or remove any landscaping Improvements to or from the Master Common Area (subject to the prior written approval of Declarant during the Marketing Period), and shall ensure that the landscaping on the Master Common Area is maintained free of weeds, debris and disease.

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( d) a summary of all reports of inspections performed by any expert or . (_ consultant employed by the Board to perform inspections;

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such deferral; ( c) if any maintenance, repair or replacement is to be deferred, the reason for

(b) a description of all maintenance, repair and replacement planned for the ensuing Fiscal Year and included in the Budget; ·

(a) . a description of the condition 'of the Master Common Area, including a list of items inspected, and the status of maintenance, repair and need for replacement of all such items;

9.5 INSPECTION. The Board shall have the Master Conunon Area and all Improvements thereon inspected at least once every two (2) years in order to (a) determine whether the Master Common Area is being maintained adequately in accordance with the standards of maintenance established in Section 9.2, (b) identify the condition of the Master Common Area and any Improvements thereon, including the existence of any hazards or defects, and the need for performing additional maintenance, refurbishment, replacement, or repair, and ( c) recommend preventive actions which may be taken to reduce potential maintenance costs to be incurred in the future. The Board may employ such experts and consultants as necessary to perform the inspection and make the report required by this Section. The Board shall cause to be prepared a report of the results of the inspection required by this Section. The report shall be furnished to Declarant, for so long as Declarant holds a veto right under Section 4.2.3 of this Master Declaration, and to the Owners, within the time set forth for furnishing the Budget to Owners. The report must include at least the following:

9.4 DAMAGE TO RESIDENCES-RECONSTRUCTION. If all or any portion of any Residence is damaged or destroyed by fire or other casualty, the Owner of such Residence shall either (i) rebuild, repair-or reconstruct the Residence in a manner which will restore it substantially to its appearance and condition immediately prior to the casualty or as otherwise approved by the Committee, or (ii) clear the land and neatly landscape the Lot in a manner satisfactory to the Committee. The Owner of any damaged Residence and the Committee shall proceed with all due diligence, and the Owner shall cause such reconstruction or clearing to commence within three (3) months after the damage occurs and to be completed within nine (9) months after damage occurs, unless prevented by causes beyond such Owner's reasonable control. A transferee of the Lot which is damaged or upon which is located a damaged Residence shall commence and complete reconstruction or clearing and landscaping in the respective periods which would have remained for the performance of such obligations if the Owner: of the Lot at the time of the damage still held title to the Lot. However, no such transferee may be required to commence or complete such reconstruction in less than thirty (30) days from the date such transferee acquired title to the Lot.

contribution from any other Owner under this Subsection is appurtenant to each Owner's Lot and passes to such Owner's successors in title. (

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10.3 NUISANCES. No noxious or offensive activities may be carried on upon the Properties or on any public street abutting or visible from the Properties. No exterior horns,

· whistles, bells or other sound devices, except security devices used exclusively to protect the security of a Residence and its contents, may be placed or used on any Lot. Noisy, unsightly, unusually painted or smoky vehicles, large power equipment and large power tools (excluding

( lawn mowers and other equipment utilized in connection with ordinary landscape maintenance),

10.2 BUSINESS OR COMMERCIAL ACTIVITY. No part of the Properties may ever be used in any way, directly or indirectly, for any business, commercial, manufacturing, mercantile, storage, vending or other nonresidential purposes, including without limitation any activity for which the provider is compensated or receives any consideration, regardless of whether the activity is engaged in full or part-time, generates or does not generate a profit, or requires or does not require a license; except Declarant and the Neighborhood Builders may use any portion of the Properties for a model home site and display and sales offices in accordance with Article XIV hereof, and offices operated by the Master Association are exempt from the restrictions contained in this Section. This Section does not preclude any of the above-described activities without external evidence thereof, providedthat: (a) such activities are conducted in conformance with all applicable governmental ordinances; (b) the patrons or clientele of such activities do not visit the Lot or park automobiles or other vehicles within the Properties; (c) the existence or operation of such activities is not apparent or detectable by sight, sound or smell from outside the boundaries of the Lot; (d) no such activity increases the Master Association's liability or casualty insurance obligation or premium; and (e) such activities are consistent with the residential character of the Properties and conform with the provisions of this Master Declaration.

10.1 SINGLE FAMILY RESIDENCE. Each Residence shall be used as a residence for a single Family and for no other purpose. An Owner may rent his Residence to a single Family provided that the Residence is rented pursuant to a written lease or rental agreement subject to all of the provisions ofthi.s Master Declaration.

The Properties shall be held, used and enjoyed subject to the following restrictions and the exemptions of Declarant, the Neighborhood Builders and the Master Association set forth in this Master Declaration. Supplemental Master Declarations may add use restrictions or replace the use restrictions contained in this Article for the property the Supplemental Master Declarations encumber.

ARTICLEX USE RESTRICTIONS

(f) such other matters as the Board deems appropriate.

( e) a report of the status of compliance with the maintenance, replacement and repair needs set forth in the inspection report for preceding years; and (

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(30") in size; (i) the sign is not larger than eighteen inches (1811) by thirty inches

(e) one (1) sign which may be displayed on each Lot advertising the Lot for sale or lease; provided that such for sale or lease signs comply with the following requirements:

.Cd) one (1) sign for a Lot advising of the existence of security services protecting a Lot which complies with Committee rules;

(c) one (1) nameplate or similar Owner name or address identification sign for each Lot which complies with Committee rules;

(b) entry monuments, community identification signs, or traffic or parking control signs maintained by the Master Association;

(a) signs (regardless of size or configuration) used by Declarant and the Neighborhood Builders in connection with construction, alteration or development of the Properties and the Annexable Territory or sale, lease or other disposition of Lots in the Properties or the Annexable Territory; ·

10.4 SIGNS. Subject to Civil Code Sections 712 and 713, no sign, poster, billboard, balloon advertising device or other display of any kind shall be displayed within the Properties or on any public street within or abutting the Properties except for the following signs, so long as they comply with applicable City ordinances:

or items which may unreasonably interfere with television or radio reception to any Lot, and objects which create or emit loud noises or noxious odors may not be located, used or placed in the Properties or on any public street abutting the Properties, or exposed to the view of other · Owners without the Board's prior written approval. The Board is entitled to determine if any noise, odor, or-activity producing such noise or odor constitutes a nuisance. No Owner may (a) permit or cause anything to be done or kept on the Properties or on any public street abutting the Properties which may (i) increase the rate of insurance in the Properties, (ii) result in the cancellation of such insurance, or (iii) obstruct or interfere with the rights of other Owners, or (b) commit or permit any nuisance thereon or violate any law: Each Owner shall comply with all requirements of the local or state health authorities and with all other applicable governmental ordinances regarding occupancy and use of a Residence. Each Owner is accountable to the Master Association and other Owners for the conduct and behavior of persons residing in or visiting his Lot. Any damage to the Master Common Area, personal property of the Master Association or property of another Owner caused by such persons shall be repaired at the sole expense of the Owner of the Lot where such persons are residing or visiting. No plants or seeds infected with noxious insects or plant diseases may be brought upon, grown or maintained in the Properties.

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10.5.3 General Restrictions. Subject to the restriction on Prohibited Vehicles and applicable exceptions for recreational vehicles, all vehicles owned or operated by or within

'the control of an Owner or a resident of an Owner's Lotand kept within the Properties must be parked in the garage of that Owner to the extent of the space available; provided that each Owner shall ensure that any such garage accommodates at least two (2) Authorized Vehicles. In addition, all golf carts owned or operated by or under the control of any Owner or other resident of the Properties must be kept in the garage of such Owner or resident when not in use. No maintenance or restoration of any vehicle may be conducted on the Properties except within an enclosed garage when the garage door is closed, or on an Owner's Lot, provided such activity is not undertaken as a business.

10.5.2 Prohibited Vehicles. The following vehicles are Prohibited Vehicles: (i) recreational vehicles ( e.g., motorhomes, travel trailers, camper vans, boats, .etc.), (ii) commercial-type vehicles (e.g., stakebed trucks, tank trucks, dump trucks, step vans, concrete trucks, limousines, etc.), (iii) buses or vans designed to accommodate more than ten (10) people, (iv) vehicles having more than two (2) axles, (v) trailers, inoperable vehicles or parts of vehicles, (vi) aircraft, other similar vehicles or any vehicle or vehicular equipment deemed a nuisance by the Board. Prohibited Vehicles may not be parked, stored or kept on any public or private street within, adjacent to or visible from the Properties except for brief periods (not to exceed twenty four (24) hours) for loading, unloading, making deliveries or emergency repairs. Prohibited Vehicles may only be parked within an Owner's fully enclosed· garage with the door closed so long as their presence on the Properties does not otherwise violate the provisions of this Master Declaration.

10.5.1 Authorized Vehicles. The following vehicles are Authorized Vehicles: standard passenger vehicles, including without limitation automobiles, passenger vans designed to accommodate ten (10) or fewerpeople, motorcycles and pick-up trucks having a· manufacturer's rating or payload capacity of one (1) ton or less. Authorized Vehicles maybe parked in any portion of the Properties intended for- parking of motorized vehicles; provided, however, that no Owner may park his or her vehicle in a manner which either restricts the passage of pedestrians or vehicles over streets or sidewalks within the Properties, or extends beyond the limits of the space where the vehicle is parked.

10.5 PARKING AND VEIDCULAR RESTRICTIONS.

(v) other signs or displays authorized by the Committee.

(iv) the sign is of a color and style authorized by the Committee; and

the ground level; (iii) the top of the sign is _not more than three feet (3 ') in height above

(ii) the sign is attached to the ground by a conventional, single vertical stake which does not exceed two inches (2") by three inches (3") in diameter (i.e. posts, pillars, frames or similar arrangements are prohibited);

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(

10.9 MASTER COMMON AREA FACILITIES. The Master Common Area may not be altered without the prior written consent of the Board.

10.8 TEMPORARY BUILDINGS. No outbuilding, tent, shack, shed or other temporary building or Improvement may be placed on any portion of the Properties either temporarily or permanently, without the prior written consent of the Committee. No garage, carport, trailer, camper, motor home, recreation vehicle or other vehicle in the Properties may be occupied as a dwelling, either temporarily or permanently.

10.7 TRASH AND UNSIGHTLY ITEMS. No trash may be kept or permitted upon the Properties or on any public street abutting or visible from the Properties, except in sanitary containers located in appropriate are_as screened from view, and no odor may be permitted to arise therefrom so as to render the Properties or any portion thereof unsanitary, unsightly, offensive or detrimental to any other property in the vicinity thereof.or to its occupants. Such containers may be exposed to the view of neighboring Lots only when set out for a reasonable period oftime (not to exceed twelve (12) hours before and after scheduled trash collection hours). No outdoor fires are permitted, except barbecue fires in appropriate barbeque equipment and fire pits in enclosed areas and designed in such a manner that they do not create a fire hazard. No clothing, household fabrics or other unsightly articles may be hung, dried or aired on or over any Lot.

10.6 ANIMAL RESTRICTIONS. No animals, including fowl, reptiles, poultry or insects of any kind ("animals") may be raised, bred or kept-on the Properties, except that dogs, cats, fish, birds and other usual household pets may be kept on Lots, provided that they are not kept, bred or maintained for commercial purposes, not in unreasonable quantities nor in violation of any applicable local ordinance, nor in violation of the Restrictions. As used in this Master Declaration, "unreasonable quantities" ordinarily means more than two (2) pets per household; provided, however, that the Board may determine that a reasonable number in any instance may be more or less. The Master Association, acting through the Board, may limit the size of pets and may prohibit maintenance of any animal which, in the Board's opinion, constitutes a nuisance to any other Owner. Animals belonging to Owners, occupants or their licensees, tenants or invitees within the Properties must be either kept within an enclosure or on a leash held by a person capable of controlling the animal. Each Owner shall be liable to each and all remaining Owners, their families, guests, tenants and invitees, for all unreasonable noise and damage to person or property caused by any animals brought or kept upon the Properties by such Owner or by such Owner's family, tenants or guests. Each Person shall clean up after such Person's animals.

(' 10.5.4 Parking Regulations. The Board may enforce all parking and vehicle use _,.. regulations applicable to the Properties, including removing violating vehicles from the

Properties pursuant to California Vehicle Code Section 22658.2 or other applicable ordinances or statutes. If the Board fails to enforce any of the parking or vehicle use regulations, the City may enforce such regulations in accordance with applicable laws and ordinances.

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The Board also has the power to (i) prohibit an Owner from installing an Authorized Antenna on property which such Owner does not own or is not entitled to exclusively use _or

The Board may adopt additional restrictions on installation or use of an Authorized Antenna on an Owner's Lot as a part of the Master Association's Community Guidelines so long as such restrictions do not (1) unreasonably delay or prevent installation, maintenance or use of an Authorized Antenna, (2) unreasonably increase the cost of installation maintenance or use of an Authorized Antenna, or (3) preclude reception of an acceptable quality signal. The Board may prohibit the installation of an Authorized Antenna if the installation, location or maintenance of such Authorized Antenna unreasonably affects the safety of managers, agents or employees of the Master Association and other Owners, or for any other safety related reason established by the Board.

An "Authorized Antenna" means (i) an antenna that is designed to receive direct broadcast satellite service, including direct-to-home satellite service, that is one meter or less in diameter, (ii) an antenna that is designed to receive video prograrnming service, including multichannel multipoint distribution service, instructional television fixed service, and local multipoint distribution service, that is one meter or less in diameter or diagonal measurement, (iii) an antenna that is designed to receive television broadcast signals, or (iv) a mast supporting an antenna described in items (i), (ii) and (iii) above. . .

10.11 . ANTENNAE. Owners are prohibited from installing any antennae on the exterior of a Residence for any purpose, except for an "Authorized Antenna," which may be installed so long as the proposed location for such installation is reviewed by the Committee prior to installation in order to ensure that the visibility of the Authorized Antenna is minimized with respect to other Owners. The Committee may require that the location of the Authorized Antenna be ~oved so long as such review by the Committee does not (1) unreasonably delay or prevent installation, maintenance or use of an Authorized Antenna, (2) unreasonably increase the cost of installation, maintenance or use of an Authorized Antenna, or (3) preclude reception of an acceptable quality signal.

10.10 OUTSIDE INSTALLATIONS. No projections of any type may be placed-or permitted to remain above the roof of any building within the Properties, except cine or more chimneys and vent stacks originally installed, if at all, by Declarant or a Neighborhood Builder, or as otherwise approved by the Committee. No basketball backboard or other fixed sports apparatus may be constructed or maintained in the Properties without the Committee's prior approval. The Board may authorize and regulate portable basketball stands or hoops and other portable sports equipment in the Community Guidelines. No fence or wall may be erected, altered 'or maintained on any Lot except with the Committee's prior approval. Subject to Section 10 .18, roof mounted mechanical equipment ( except for items originally installed by Declarant or a Neighborhood Builder) is prohibited. No patio cover, wiring, or air conditioning fixture, water softeners, or other devices may be installed on the exterior of a Residence or be allowed to protrude through the walls or roof of the Residence (with the exception of those items installed during the original construction of the Residence) unless the Committee's prior written approval is obtained.

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10.16 INSIDE INSTALLATIONS. No window in any Residence may be partially or completely covered, inside or outside, with aluminum foil, newspaper, paint, reflective tint or any other material the Committee deems inappropriate for such use; provided-however, that an Owner may use plain clean white sheets to cover windows for a period not to exceed six ( 6) _ months after the Close of Escrow pending the installation of drapes, curtains, shutters or other appropriate interior window coverings. The Design Guidelines may identify the types and colors of exposed window coverings that are permitted or prohibited in the Properties.

10.15 WATER SUPPLY SYSTEMS. No individual water supply system, sewage disposal system or water softener system is permitted on any Lot unless such system is designed, located, constructed and equipped in accordance with the requirements, standards and recommendations of any applicable Local Governmental Agency.

10.14 DRAINAGE. No one may interfere with or alter the rain gutters, downspouts or drainage systems originally installed by Declarant or a Neighborhood Builder, or alter or interfere with the established drainage pattern over any Lot or Master Common Area unless an adequate alternative provision is made for proper drainage with the Committee's prior written approval. For the purpose hereof, "established" drainage means the drainage pattern and drainage Improvements which exist at the time that the Lot is conveyed to the Owner by Declarant or a Neighborhood Builder, and includes drainage from the Lots onto the Master Common Area and from the Master Common Area onto the Lots.

10.13 FURTHER SUBDIVISION. Except as otherwise provided in this Master Declaration, no Owner may further partition or subdivide his Lot. This provision does not limit the right of an Owner to (a) rent or lease his entire Lot by means of a written lease or rental agreement subject to this Master Declaration; (b) sell such Owner's Lot; (c) transfer or sell any Lot to more than one Person to be held by them as tenants-in-common, joint tenants, tenants by the entirety or as community property; or ( d) subjecting the Lot to a Master Declaration of dedication to time-share estates or time-share uses. Any failure by the lessee of such Lot to comply with the Restrictions constitutes a default under the lease or rental agreement.

10.12 DRILLING. No oil drilling, oil, gas or mineral development operations, oil refining, geothermal exploration or development, quarrying or mining operations of any kind may be conducted upon the Properties, nor are oil wells, tanks, tunnels or mineral excavations or shafts permitted upon the surface of any Lot or within five hundred feet (500') below the surface of the Properties. ·

control under the Restrictions, or (ii) allow an Owner to install an antenna other than an ( Authorized Antenna subject to applicable architectural standards and review by the Committee.

This Section is intended to be a restatement of the authority granted to the Master ' Association under applicable law. All amendments, modifications, restatements and interpretations of the law applicable to the installation, use or maintenance of an antenna shall be interpreted to amend, modify, restate or interpret this Section.

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10.22 FUEL MODIFICATION ZONES. The Master Association is responsible for maintaining, in accordance with any City and County requirements, those portions of the Properties identified as Fuel Modification Zones in Exhibit F and exhibits to Supplemental Master Declarations. Construction or maintenance of structural Improvements in Fuel Modification Zones, construction or maintenance of any combustible structural Improvements on or adjacent to Fuel Modification Zones and installation, maintenance or modification of any landscaping Improvements in Fuel Modification Zones which· are inconsistent with any

. .

· 10.21 POLLUTANT CONTROL. The Properties are subject to all Federal, State and local requirements of the National Pollutant Discharge Elimination System ("NPDES") adopted pursuant to the Federal Clean Water Act. A NPDES Conditional Certification ("Ce1tification") for the Properties has been issued by the San Diego Regional Water Quality Control Board. This Certification ident{fies certain Best Management Practices ("BMP") to reduce the discharge of pollutants to storm water facilities from the Properties during and after construction on the Properties is completed. The Master Association must comply with the BMPs, all other Certification requirements and all applicable laws. The costs of the Master Association's actions to comply with the BMPs and Certification requirements is a Common Expenses.

10.20 RIGHTS OF DISABLED. Subject to Article VIII, each Owner may modify his Residence and the route over the Lot leading to the front door of his Residence, at his sole expense, in order to facilitate access to his Residence by persons who are blind, visually impaired, deaf or physically disabled, or to alter conditions which could be hazardous to such persons, in accordance with Section 1360 of the California Civil Code or any other applicable law or ordinance.

10.19 INSTALLATION OF LANDSCAPING. Where Declarant or a Neighborhood Builder does not install yard landscaping for the Owner, each Owner shall complete. the installation of landscaping on the yard of such Owner's Lot in accordance with a plan approved by the Committee within a period after the Close of Escrow set by the Committee. Each Owner shall obtain all permits neceSS<!-fY and shall comply with all requirements of the applicable Local Governmental Agency.

10.18 SOLAR ENERGY SYSTEMS. Each Owner may install a solar energy system . on his Lot which serves his Residence, so long as (a) the design and location of the solar energy system meet the requirements of all applicable governmental ordinances and the applicable Local Governmental Agencies, and (b) said design and location receive the prior written approval of the Committee.

10.17 VIEWS. No views in the Properties are protected to any extent by this Master Declaration. No Owner who becomes subject to theterms of this Master Declaration shall obtain any view rights whatsoever. Each Owner and the Master Association, by accepting a deed to a Lot or Master Common Area, acknowledges that any construction or installation by Declarant or by other Owners (with prior Committee approval) may impair the view of such Owner and each Owner and the Master Association on behalf of its Members hereby consent to such impairment.

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11.3 CONDEI\1NATION. If all or any portion of the Master Common Area is taken by right of eminent domain or by private purchase in lieu of eminent domain, the award in . condemnation shall be paid to the Master Association and deposited in its General Operating Fund, unless the Master Common Area is located in a Special Benefit Area in which case the award shall be paid to the corresponding Special Benefit Area Operating Fund. No Owner may participate as a party, or otherwise, in any proceedings relating to such condemnation.

11.2 DAMAGE BY OWNERS. Each Owner is liable to the Master Association for any damage to the Master Common Area not fully reimbursed to the Master Association by insurance proceeds (including without limitation any deductible amounts under any insurance policies against which the Master Association files a claim for such damage) which may be sustained due to the negligence or willful misconduct of said Owner or the persons deriving their right and easement of use and enjoyment of the Master Common Area from said Owner, or of such Owner's family and guests. The Master Association may, after Notice and Hearing, (i) determine whether any claim shall be made upon the insurance maintained by the Master Association and (ii) levy against such Owner a Special Assessment equal to any deductible paid and the increase, if any, in the insurance premium directly attributable to the damage caused by such Owner or the persons for whom such Owner may be liable as described in this Master Declaration. If a Lot is jointly owned, the liability of its Owners is joint and several, except to the extent that the Master Association has previously contracted in writing with such joint Owners to the contrary. After Notice and Hearing, the cost of correcting such damage, to the extent not reimbursed to the Master Association by insurance, shall be a Special Assessment against such Owner.

11.1 REP AIR OF DAMAGE. If the Master Common Area is damaged or destroyed, the Master Association shall cause the Master Common Area to be repaired and reconstructed substantially in accordance with the original plans and specifications, and any restoration or repair of the Master Common Area shall be performed substantially in accordance with "the original plans and specifications. If the cost .of effecting total restoration of the Master Common Area exceeds the amount of insurance proceeds, then the Master Association shall levy a Reconstruction Assessment against the Lots and their respective Owners equal to the difference between the total restoration cost and the insurance proceeds.

Damage to or destruction of all or any portion of the Master Common Area and condemnation of all or any portion of the Master Common Area shall be handled in the following manner:

ARTICLE XI DAMAGE AND-CONDEMNATION OF MASTER COMMON AREA

landscape palette required by the City and County are prohibited. City and County setback ( requirements with respect to the Fuel Modification Zones must be complied with.

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i2.3 WAIVER OF SUBROGATION. All policies of physical damage insurance the Master Association maintains must provide, if reasonably possible, for waiver of: (a) any defense based on coinsurance; (b) any right of setoff, counterclaim, apportionment, proration or contribution due to other insurance not carried by the Master Association; ( c) any invalidity, other adverse effect or defense due to any breach of warranty or condition caused by the Master Association, any Owner or any tenant of any Owner, or arising from any act or omission of any named insured or the respective agents, contractors and employees of any insure_d; ( d) any rights of the insurer to repair, rebuild or replace, and, if any Improvement is not repaired, rebuilt or

(_ replaced following loss, any right to pay under the insurance an amount less than the replacement

fire and casualty insurance With extended coverage for loss or damage to all insurable Improvements installed by Declarant, a Neighborhood Builder, or by the Master Association on the Master Common Area for the full replacement cost thereof without deduction for depreciation or coinsurance, and may obtain insurance against such other hazards and casualties as the Master Association may deem desirable. The Master Association may also insure any other real or personal property it owns against loss or damage by fire and such other hazards as the Master Association may deem desirable, with the Master Association as the owner and beneficiary of such insurance. The policies insuring the Master Common Area must be written in the name of, and the proceeds thereof must be payable to the Master Association. Unless the applicable insurance policy provides for a different procedure for the filing of claims, all claims made under such policy must be sent to the insurance carrier or agent, as applicable, by certified mail and be clearly identified as a claim. The Master Association shall keep a record of all claims made. Subject to any specific provisions of this Master Declaration to the contrary, the Master Association shall use insurance proceeds to repair or replace the property for which the · insurance was carried. Premiums for all insurance carried by the Master Association are . Common Expenses, unless the insurance is exclusively with respect to a Special Benefit Area in which case such premiums shall be Special Benefit Expenses for such Special Benefit Area. .

0 12.2 INSURANCE OBLIGATIONS OF OWNERS. Each Owner is responsible for insuring his Residence, personal property and all other property .and Improvements within his Lot. Each Owner is also responsible for carrying public liability insurance in the amount such Owner deems desirable to cover such Owner's individual liability for damage to person or property occurring inside such Owner's Residence or elsewhere upon such Owner's Lot. Owners' insurance policies shall not adversely affect or diminish any liability under any insurance obtained by or on behalf of the Master Association, and duplicate copies of such other policies shall be deposited with the Board upon the Board's request. If any loss intended to be covered by insurance carried by or on behalf of the Master Association occurs and the proceeds payable thereunder are reduced due to insurance carried by any Owner, such Owner shall assign the proceeds of such insurance to the -Master Association, to the extent of such reduction, for application by the Board to the same purposes as the reduced proceeds are to be applied.

CASUALTY INSURANCE. The Master Association shall obtain and maintain 12.1

ARTICLKXII INSURANCE

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(_ 12.5 NOTICE OF EXPIRATION REQUIREMENTS. If available, each insurance

policy the Master Association maintains must contain a provision that said policy may not be canceled, terminated, materially modified or allowed to expire by its terms, without ten (10)

12.4 LIABILITY AND OTHER INSURANCE. The Master Association shall obtain comprehensive public liability insurance, including medical payments and malicious mischief, in such limits as it deems desirable with such minimum limits as are set forth in Section 1365.9 of the California Civil Code, insuring against liability for bodily injury, death and property damage arising from the Master Association's activities or with respect to property the Master Association maintains or is required to maintain including, if obtainable, a cross-liability endorsement insuring each insured against liability to each other insured. The Master Association may also obtain Worker's Compensation insurance and other liability insurance as it may deem desirable, 'insuring each Owner, the Master Association, Board and Manager, against liability in connection with the Master Common Area, the premiums for which .are Common Expenses. The Board shall review all insurance policies at least annually and increase the limits in its discretion. The Board may also obtain such errors and omissions insurance, indemnity bonds, fidelity bonds and other insurance as it deems advisable, insuring the Board, the Master Association's officers and the Manager against any liability for any act or omission in carrying out their obligations hereunder, or resulting from their membership on the Board or on any committee thereof. However, fidelity bond coverage which names the Master Association as an obligee must be obtained byor on behalf of the Master Association for any person or entity handling Master Association funds, including, but not limited to, Master Association officers, directors, trustees, employees and agents and Manager employees, whether or not such persons are compensated for their services, in an amount not less than the estimated maximum of funds, including reserve funds, in the Master Association's or Manager's custody during the term of each bond. The aggregate amount of such bonds may not be less than one-fourth (1/4) of the Annual Assessments on all Lots in the Properties, plus reserve funds. In addition, the Master Association shall continuously maintain in effect such casualty, flood and liability insurance and fidelity bond coverage meeting the requirements for planned unit developments established by FNMA, GNMA and FHLMC, so long as any of them is a Mortgagee or an Owner of a Lot in the Properties, except to the extent such coverage is not reasonably available or has been waived in writing by FNMA, GNMA and FHLMC, as applicable. The Master Association shall, upon issuance or renewal of insurance, but no less than annually, provide· the Owners with the notice required by Section 13_65.9(c) of the California Civil Code.

value of the Improvements insured; ( e) notice of the assignment of any Owner of its interest in the insurance by virtue of a conveyance of any Lot; (f) any denial of an Owner's claim because of negligent acts by the Master Association or other Owners; or (g) prejudice of the insurance by any acts or omissions of Owners that are not under the Master Association's control. As to each policy of insurance the Master Association maintains which will not be voided or impaired thereby, the Master Association hereby waives and releases all claims against the Board, the .Owners, the Manager, Declarant, the Neighborhood Builders and the agents and employees of each of the foregoing, with respect to any loss covered by such insurance, whether or not caused by negligence or breach of any agreement by such persons, but only to the· extent that insurance proceeds are received in compensation for such loss.

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13.4 FINANCIAL RECORDS. Each first Mortgagee of a first Mortgage encumbering any Lot which obtains title to such Lot pursuant to the remedies provided in such

13.3 LIMITED ASSESSMENT EXEMPTION. Each Owner, including each first Mortgagee of a Mortgage encumbering any Lot which obtains title to such Lot pursuant to the remedies provided in such Mortgage, or by foreclosure of such Mortgage, or by deed or assignment in lieu of foreclosure, shall be exempt from any "right of first refusal" created or purported to be created by the Restrictions.

13 .2.3 Insurance. A lapse, cancellation, or material modification of any policy of insurance or fidelity bond maintained by the Master Association.

13.2.2 Delinquency. Any delinquency of sixty (60) days or more in the performance of any obligation under the Restrictions, including without limitation the payment of assessments or charges owed by the Owner(s) of the Lot(s) securing the respective first Mortgage, which notice each Owner hereby consents to and authorizes.

13 .2.1 Loss. Any condemnation or casualty loss which affects either a material portion of the Properties or the Lot(s) securing the respective first Mortgage.

13.2 RIGHT OF FIRST REFUSAL. Each Beneficiary, insurer and guarantor of a first Mortgage encumbering one or more Lots, upon filing a written request for notification with the Board, is entitled to written notification from the Master Association of:

13.1 NOTICE. Notwithstanding any other provision of this Master Declaration, no amendment or violation of the Master Declaration defeats or renders 'invalid the rights of the Beneficiary under any Deed of Trust upon one (1) or more Lots made in good faith and for value, provided that after the foreclosure of any such Deed of Trust such Lot( s) will remain subject to this Master Declaration. For purposes of this Master Declaration, "first Mortgage" means a Mortgage with first priority 'over other Mortgages or Deeds of Trust on a Lot, and "first Mortgagee" means the Beneficiary of a first Mortgage. For purposes of any provisions of the Restrictions which require the vote or approval of a specified percentage of first Mortgagees, such vote or approval is determined based upon one{l ) vote for each Lot encumbered by each such first Mortgage. In order to induce FHLMC, GNMA and FNMA to participate in the financing of the sale of Lots, the following provisions are. added hereto (and to the extent these added provisions conflict with any other provisions of the Restrictions, these added provisions control):

ARTICLE XIII RIGHTS OF MORTGAGEES

days' prior written notice to the Board and Declarant and.to each Owner and Beneficiary, insurer and guarantor of a first Mortgage who has filed a written request with the carrier for such notice, and every other Person in interest who requests such notice of the insurer.

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14.1 INTERESTS OF DECLARANT. The First Tract is a portion of a larger parcel of land which Declarant is developing into a master planned community. Declarant in cooperation with the City, has created a comprehensive plan for the development of the Properties which includes modern master-planning objectives. Declarant intends to have Neighborhood Builders (and, possibly, Declarant) construct Residences and further improve all of the Lots in the Properties. The completion of the work by Declarant and the Neighborhood Builders, and the sale and resale of Lots in the Properties, is essential to the establishment and

ARTICLE XIV DECLARANT AND NEIGHBORHOOD BUILDER

RIGHTS AND EXEMPTIONS

13.7 AGREEMENTS WITH AGENCIES. The Board may enter into such contracts or agreements on behalf of the Master Association as are required in order to satisfy the guidelines of VA, FHA, FHLMC, FNMA, GNMA or any similar entity, so as to allow for the purchase, insurance or guaranty, as the case may be, by such entities of first Mortgages encumbering Lots with Residences thereon. Each Owner hereby agrees that it will benefit the Master Association and its Members, as a class of potential Mortgage borrowers and potential sellers of their Lots, if such agencies approve the Properties as a qualifying subdivision under their respective policies, Community Guidelines, Each Owner hereby authorizes his Mortgagees to furnish information to the Board concerning the status of any Mortgage encumbering a Lot.

13.6 TAXES. First Mortgagees may, jointly or singly, pay taxes or other charges which are in default and which may or have become a charge against any Master Common Area property and may pay any overdue premiums on hazard insurance policies, or secure new hazard insurance coverage on the lapse of a policy, for Master Common Area property, and first Mortgagees making such payments shall be owed immediate reimbursement therefor from 'the Master Association.

13.5.3 Representative. Designate in writing a representative who shall be authorized ~o attend all meetings of Owners.

13.5.2 Notice of Meetings, Receive written notice of all meetings of Owners.

13.5.1 Examination of Books. Examine current copies of the Master Association's books, records and financial statements and the Restrictions during normal business hours.

13.5 FINANCIAL RECORDS. All Beneficiaries, insurers and guarantors of first Mortgages, upon written request to the Master Association, shall have the right to:

Mortgage or by foreclosure of such Mortgage, shall take title to such Lot free and clear of any claims for unpaid assessments or charges against such Lot which accrued prior to the time such Mortgagee acquires title to such Lot in accordance with Section 7. 7 of this Master Declaration. (

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14.2 RIGHTS. The provisions of this Article supersede and control over all other provisions of.the Restrictions as applied to Declarant and the Neighborhood Builders; nothing in the Restrictions limits and no Owner or the Master Association will interfere with Declarant's or

14.1.5 Committee Rules. The adoption of and any supplement or amendment to the rules, guidelines or standards of the Committee, including any pre-approval authorization pursuant to Article VIII of this Master Declaration.

14.1.4 Service/Maintenance Reductions. Subject to those provisions of Article VI regarding limitations on yearly Annual Assessment increases, any significant reduction of Master Common Area maintenance or other services or entering into contracts for maintenance or other goods and services benefitting the Master Association or the Master Common Area at contract rates which are fifteen percent (15%) or more below the reasonable cost for such maintenance, goods or services.

14.1.3 Capital Improvement Assessments. The levy of a Capital Improvement Assessment for the construction of new facilities not originally included in the Master Common Area.

14.1.2 Annexation. The annexation to the Properties of real property other than the Annexable Territory pursuant to Section 16.1.

14.1.1 Specified Approvals. Any amendment or action requiring the approval of Declarant pursuant to this Master Declaration, including all amendments to this Master Declaration, and any amendment or action requiring the approval of first Mortgagees pursuant to this Master Declaration. The Master Association must provide Declarant with all notices and other .documents to which a· Beneficiary is entitled pursuant to this Master Declaration; and Declarant shall be furnished such notices and other documenrs without the necessity of a written request..

welfare of the Properties. Each Owner of a Lot which is part of the Properties acknowledges by acceptance of a deed or other conveyance therefor, whether or not it shall be so expressed in any such deed or other instrument, that Declarant has substantial interests in assuring compliance with, and enforcement of, the covenants, conditions, restrictions and reservations contained in this Master Declaration and any amendments theretoand any Notices of Addition and Supplemental Master Declarations Recorded pursuant to this Master Declaration. Notwithstanding any other provisions of the Restrictions, until the earlier to occur of (i) last Close of Escrow for the sale of a Lot in a Phase of Development or the Annexable Territory, or (ii) the termination of the Marketing Period, the following actions, before being undertaken by the Members or the Master Association, must first be approved in writing by Declarant (which approval Declarant shall not unreasonably withhold):

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so that access to the areas is limited. Gated Communities. To create areas in the Properties that are gated 14.2.11

14.2.10 Modifications. To unilaterally modify Declarant's or the Neighborhood Builders' development plan for the Properties, the Annexable Territory, or any portion thereof, including designating and redesignating Phases of Development and constructing Residences of larger or smaller sizes, values or of different types.

14.2.9 Models and Offices. To use any structures or vehicles owned or leased by Declarant or Neighborhood Builders in the Properties as model home complexes, or real estate sales or leasing offices. ·

14.2.8 Sales and Leasing. To use the Master Common Area for access to the sales and leasing facilities ofDeclarant and Neighborhood Builders by prospective purchasers, sales agents, Declarant and Neighborhood Builders.

14.2.7 Creating Additional Easements. At any time prior to acquisition of title to a Lot by a purchaser from Declarant or a Neighborhood Builder, to establish on that Lot, additional licenses, easements, reservations and rights-of-way to itself, to utility companies, or to others as reasonably necessary to the proper development and disposal of the Properties and the Annexable Territory.

14.2.6 Signs. To erect, construct and maintain on the Properties such structures, signs and displays reasonably necessary for the conduct of the business of completing the work and disposing of the Properties and the Annexable Territory.

14.2.5 Grading. To carry on such grading work as may be approved by the Local Governmental Agency having jurisdiction.

14.2.4 Construction. To alter construction plans and designs, to modify Improvements and to construct such additional Improvements as Declarant or a Neighborhood Builder deems advisable.

14.2.3 Development. To complete excavation, grading, construction of Improvements and other development activities on the Properties.

14.2.2 Sales .. To sell and rent any portion ofthe Properties directly or through agents and 'representatives.

14.2.1 Subdivision. To subdivide and resubdivide any portion of the Properties.

any Neighborhood Builder's exercise of these rights. Declarant and the Neighborhood Builders havethe following rights:

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15.1.l Violations Identified by the Master Association. If the Board determines that there is a violation of the Restrictions, or the Committee determines that an Improvement whichis the maintenance responsibility of an Owner needs installation, maintenance, repair, restoration or painting, then the Board shall give written notice to the responsible Owner identifying (i) the condition or violation complained of, and (ii) the length of time the Owner has to remedy the violation including; if applicable, the length of time the Owner has to submit plans to the Committee and the length of time the Owner has to complete the work

(_ proposed in the plans submitted to the Committee.

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15.l ENFORCEMENT OF RESTRICTIONS. All disputes arising under this Master Declaration, other than those described in Section 15 .11, shall be resolved as follows:

ARTICLE XV GENERAL PROVISIONS

14.6 · DECLARANT'S REPRESENTATIVE. The Master Association shall provide Declarant with all notices and other documents to which a Beneficiary is entitled pursuant to this Master Declaration, provided that Declarant shall be provided such notices and other documents without making written request therefor. Commencing on the date on which Declarant no longer has an elected or appointed representative on the Board, and continuing until the date on which Declarant and the Neighborhood Builders no longer own a Lot in the Properties or any portion of the Annexable Territory, the Master Association shall provide Declarant with written notice of all meetings of the Board as ifDeclarant were an Owner and Declarant shall be entitled to have a representativepresent at all such Board meetings ("Declarant's Representative"). The Declarant's Representative shall be present in an advisory capacity only and shall not be a Board member or have any right to vote on matters coming before the Board.

14.5 EASEMENT RELOCATION. Master Common Area composed of easements over real property the fee title to which has not been made subject to the Master Declaration ("Interim Easement Area") may be relocated, modified or terminated by Declarant to accommodate the final plan of development for the future Phase in which the Interim Easement Area is located. Such relocation, modification or termination shall be set forth in the Recorded instrument annexing fee title to the Interim Easement Area to the Master Declaration. No such relocation, modification or termination shall prevent access to any Lot.

14.4 ASSIGNMENT OF RIGHTS. All or any portion of the rights ofDeclarant or a Neighborhood Builder in the Restrictions may be assigned by Declarant or such Neighborhood Builder (with Declarant's consent), as applicable, to any successor in interest to. any portion of Declarant's or Neighborhood Builder's interest in any portion of the Properties and the Annexable Territory (including to any Neighborhood Builder) by an express written assignment which specifies the rights of Declarant or such Neighborhood Builder so assigned.

14.3 EXEMPTION. Declarant and the Neighborhood Builders are exempt from the restrictions contained in Article X. (

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15 .1.6 Additional Remedies. The Board may adopt a schedule of reasonable · fines or penalties which, in its reasonable discretion, it may assess against an Owner for the· failure of such Owner, or of a resident of or visitor to such Owner's Lot, to comply with the Restrictions. Such fines or penalties may only be assessed after Notice and Hearing. After Notice and Hearing, the Board may direct the officers of the Master Association to Record a

( notice ofnoncoi:npliance (if permitted by law) against the Lot owned by any Member of the

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15.1.5 Limitation on Expenditures. The Master Association may not incur litigation expenses, including without limitation attorneys' fees, where the Master Association initiates legal proceedings or is joined as a plaintiff in legal proceedings unless it has complied with the applicable requirements of Section 1354 of the California Civil Code, Moreover, any proceeds received from any litigation or alternative dispute resolution by the Master Association must be applied toward the cost of curing the problem and the cost of litigation.

15.1.4 Legal Proceedings. Failure to comply with any of the terms of the Restrictions by an Owner, his family, guests, employees, invitees or tenants, is grounds for relief which may include, without limitation, an action to recover sums due for damages, injunctive relief, foreclosure of any lien, or any combination thereof; provided, however, that the procedures established in Section 1354 of the California Civil Code and in Sections 15.1.1, 15.1.2 and 15.1.3 above must first be followed, if they are applicable.

15.1.3 Alternative Dispute Resolution. If a dispute exists between or among (i) Declarant, any Neighborhood Builder, and their respective general contractors, brokers, agents or employees and any Owner(s) or the Master Association, or (ii) any Owner and another Owner, or (iii) the Master Association and any Owner, including any claim based on contract, tort, or statute, arising out of or relating to the rights or duties of the parties under the Restrictions ( excluding disputes relating to the payment of any type of Assessments), if the disputing parties agree and subject to Section 1354 of the California Civil Code, the matter will be submitted to alternative dispute resolution so long as the requirements of Sections 15.1.1 and 15.1.2 above have been met, if they are applicable.

15 .1.2 Violations Identified by an Owner. If an Owner alleges that another Owner, his family, guests or tenants, is violating the Restrictions ( other than nonpayment of any type of Assessment); the complaining Owner must first submit the matter to the Board for Notice and Hearing before the complaining Owner may resort to alternative dispute resolution, as required by Section 1354 of the California Civil Code, or litigation for relief. . .

If the violation involves nonpayment of any type of Assessment, then the Board may collect such delinquentAssessment pursuant to the procedures set forth in Article VII.

If an Owner does not perform such corrective action as is required by the Board and the Committee within the allotted time, the Board, after Notice and Hearing, may remedy such condition or violation complained of, and the cost thereof shall be charged to the Owner as a

· Special Assessment.

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15.3.3 Priorities and Inconsistencies. If there are conflicts or inconsistencies between this Master Declaration and the Articles, the Bylaws, the Design Guidelines or Community Guidelines, then the provisions of this Master Declaration shall prevail. If there are any conflicts or inconsistencies between this Master Declaration and a Supplemental Master Declaration, a Notice of Addition or the Community Guidelines, then the provisions of this

-, Master Declaration shall prevail.

15.3.2 Articles, Sections and Exhibits. The Article and Section headings are inserted for convenience only and may not be considered in resolving questions of interpretation or construction. Unless otherwise indicated, any references in this Master Declaration to articles, sections or exhibits are to Articles, Sections and Exhibits of this Master Declaration. Exhibits A, E and F attached to this Master Declaration are incorporated in this Master Declaration by this reference.

15.3.1 General Rules. This Master Declaration shall be liberally construed to effectuate its purpose of creating a uniform plan for subdividing, maintaining, improving and selling the Properties. As used in this Master Declaration, the singular includes the plural and the plural the singular. The masculine, feminine and neuter each includes the other, unless the context dictates otherwise.

15.3 INTERPRETATION.

15.2 TERM. Subject to Article XIV, this Master Declaration shall continue in full force unless a Master Declaration of Termination is Recorded which satisfies the requirements of an amendment to the Master Declaration, as set forth in Section 15.4.

15.1.8 Right to Enforce. Declarant, the Neighborhood Builders, the Board and any Owner (not at the time in default under this Master Declaration) may enforce the Restrictions in the manner described in this Article, subject to Section 1354 of the California Civil Code. Each Owner has a right of action against the Master Association for the Master Association's failure to comply with the Restrictions. Each remedy provided for in this Master Declaration is cumulative and not exclusive or exhaustive. The City has the right but not the obligation to enforce the Master Declaration. If the City chooses to exercise this right, the Master Association shall reimburse the City for any reasonable attorneys fees the City incurs.

15.1. 7 No Waiver. Failure to enforce any provision hereof does not waive the right to enforce that provision, or any other provision hereof.

Master Association who has violated any provision of this Master Declaration. The notice shall include a legal description of the Lot and shall specify the provision of the Master Declaration that was violated, the violation committed, and the steps required to remedy the noncompliance. Once the noncompliance is remedied or the noncomplying Owner has taken such other steps as reasonably required by the Board, the Board shall direct the officers of the Master Association to record a notice that the noncompliance has been remedied.

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15.4.3 Lien Priority. Any amendment which affects or purports to affect the validity or priority of Mortgages or the rights or protection granted to Beneficiaries, insurers and guarantors of first Mortgages as provided in this Master Declaration.

15.4.2 Mortgagee Consent. In addition to the notices and consents required by Section 15 .4 .1, the Beneficiaries of fifty-one percent ( 51 % ) of the first Mortgages on all the Lots in the Properties who have requested the Master Association to notify them of proposed action requiring the consent of a specified percentage of first Mortgagees must approve any amendment to this Master Declaration which is of a material nature, as follows:

15.4.1 Procedure. Notice of the subject matter of a proposed amendment to, or termination of, this Master Declaration in reasonably detailed form shall be included in the notice of any meeting or election of the Master Association at which a proposed amendment or . termination is to be considered. The resolution can only be adopted by the vote, in person or by proxy, or written consent of Members representing not less than (i) sixty-seven percent (67%) of the voting power of each class of Members, and (ii) sixty-seven percent (67%) of the Master Association's voting power residing in Members other than Declarant and the Neighborhood Builders; provided that the specified percentage of the Master Association's voting po'Yer necessary to amend a specified Section or provision of this Master Declaration may not be less than the percentage of affirmative votes prescribed for action to be taken under that Section or provision. In addition, Article XIV may not be amended, nor is any amendment effective which would be inconsistent with Article XIV or any other rights of Declarant or the Neighborhood Builders, without the prior written consent of Declarant for so long as Declarant-or a Neighborhood Builder owns any portion of the Properties or the Annexable Territory.

15.4 TERMINATION AND AMENDMENT.

15.3.6 Statutory References. All references made in this Master Declaration to statutes are tothose statutes as currently in effect or to subsequently enacted replacement statutes.

15.3.5 Relationship to City Conditions. Neitherthe Master Declaration nor any other Restrictions shall establish any requirement, restriction, or lirnit on the Declarant, the Neighborhood Builders, the Master Association, any Owner or any other Person which would operate, directly or indirectly, to prevent or preclude any other developers of the Properties or the Annexable Territory or any Person from complying with all applicable provisions of any Tentative or Final Map for the Properties or the .Annexable Territory and other City ordinances, rules, policies and regulations.

. -15.3.4 Severability. The provisions of this Master Declaration are independent and severable. A determination of invalidity or partial invalidity or unenforceability of any one provision of this Master Declaration by a court of competent jurisdiction does not affect the validity or enforceability of any other provisions of this Master Declaration.

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15.4.l O Amendment by Declarant, Notwithstanding any other provisions of this Master Declaration, at any time prior to the first Close of Escrow in the Properties, Declarant may unilaterally amend or terminate this Master Declaration by Recording a written instrument which effects the amendment or termination and is signed and acknowledged by Declarant. Notwithstanding any other provisions of this Master Declaration, Declarant (for so long as Declarant or a Neighborhood Builder owns any portion of the Properties or the Annexable Territory) may unilaterally amend this Master Declaration by Recording a written instrument signed by Declarant in order to (i) conform this Master Declaration to applicable law, (ii) conform this Master Declaration to the requirements of VA, FHA, DRE, FNMA, GNMA, FHLMC, the City or the County, (iii) correct typographical errors, (iv) change any exhibit to this Master Declaration or portion of an exhibit to conform to as-built conditions or types of Improvements.

15 .4.9 Certification. A c~py of each amendment shall be certified by at least two (2) Master Association officers, and the amendment will be effective when a Certificate of Amendment is Recorded. The Certificate, signed and sworn to by at least two (2) officers of the Master Association that the requisite number of Owners have either voted for or consented in writing to any termination or amendment adopted as provided above, when Recorded, is conclusive evidence of that fact. The Master Association shall maintain in its files the record of all such votes or written consents for at least four (4) years. The certificate reflecting any termination or amendment which requires the written consent of any of the Beneficiaries of first Mortgages must include a certification that the requisite approval of such first Mortgagees has been obtained.

. . 15.4.8 Notice. Each Beneficiary of a first Mortgage on a Lot in the Properties

which receives proper written notice of a proposed amendment or termination of this Master Declaration by certified or registered mail with a return receipt requested shall be deemed to have approved the amendment or termination if the Beneficiary fails to submit a response to the notice within thirty (30) days after the Beneficiary receives the notice. _

15.4.7 Termination. Termination of this Master Declaration shall require approval by the Members as provided in Section 15.4.1.

. 15.4.6 Insurance and Condemnation. Any amendment relating to the insurance provisions as set out in Article XII, or to the application of insurance proceeds as set out in Article XI, or to the disposition of any money received in any taking under condemnation proceedings.

15.4.5 Forfeitures and Taxes. Any amendment which would or could result in a Mortgage being canceled by forfeiture, or in a Lot not being separately assessed for tax purposes .

15.4.4 Assessments. Any amendment which would necessitate a Mortgagee, after it has acquired a Lot through foreclosure, to pay more than its proportionate share of any unpaid assessment or assessments accruing after such foreclosure. c

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(_ . 15.8 ENFO~CEMENT OF BONDED OBLIGATIONS. If(a) the Master Common

Area Improvements in any Phase are not completed prior to the issuance of a Public Report for such Phase by DRE, and (b) the Master Association is obligee under a bond or other arrangement

15.7 NOTICES. Except as otherwise provided in this Master Declaration, notice to be given to an Owner must be in writing and may be delivered personally to the Owner. Personal delivery of such notice to one (1) or more co-owners of a Lot or to any general partner of a partnership owning a Lot constitutes delivery to all co-owners or to the partnership, as the case may be. Personal delivery of such notice to any officer or agent for the service of process on a corporation constitutes delivery to the corporation. I!! lieu of the foregoing, such notice may be delivered by regular United States mail, postage prepaid, addressed to the Owner at the most recent address furnished by such Owner to the Master Association or, if no such address has been furnished, to the street address of such Owner's Lot. Such notice is deemed delivered three (3) business days after the time of such mailing, except for notice of a meeting of Members or of the Board, in which case the notice provisions of the Bylaws control. Any notice to be given to the Master Association may be delivered personally to any member of the Board, or sent by United States mail', postage prepaid, addressed to the Master Association at such address as may be fixed from time to time and circulated to all Owners .

15.6 CONSTRUCTIVE NOTICE AND ACCEPTANCE. Every person who owns, occupies or acquires any right, title, estate or interest in or to any Lot or other portion of the Properties does hereby consent and agree, and shall be conclusively deemed to have consented and agreed, to every limitation, restriction, easement, reservation, condition and covenant contained in this Master Declaration, whether or not any reference to these restrictions is contained in the instrument by which such person acquired an interest in the Properties or any portion thereof.

15.5 NO PUBLIC RIGHT OR DEDICATION. Nothing contained in this Master Declaration constitutes _a gift or dedication of all or any part of the Properties to the public, or for any public use.

15.4.12 Consent of City. Any amendment to this Master Declaration in which the Master Association relinquishes responsibility for the maintenance of any Master Common Area must be specifically approved by the City. Any amendment to a provision of this Master Declaration that is for the benefit of the City must be approved in advance by the City attorney. ·

15.4.11 Amendment by the Board. Notwithstanding any other provisions of this Master Declaration, the Board may amend this Master Declaration by Recording a written instrument signed by two officers of the Master Association certifying that the Board approved the amendment in order to (i) conform this Master Declaration to applicable law, (ii) correct typographical errors, and (iii) change any exhibit to this Master Declaration or portion of an exhibit to conform to as-built conditions 'or types of Improvements. So long as Declarant or a Neighborhood Builder owns any portion of the Properties or the Annexable Territory, the Board must obtain Declarant's consent to any amendment the Board approves pursuant to this Section.

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(b) Business Affairs. This Section 15. 9 .1 (b) applies to Board member actions in connection with management, personnel, maintenance and operations, insurance, contracts and finances, and Committee membe;r actions. Each Person shall perform his duties in good faith, in a maimer he believes to be in the best interests of the Master Association and with such care, including reasonable inquiry, as an ordinarily prudent person in a like position would use under similar circumstances. When performing his duties, a Person is entitled to rely on information, opinions, reports or statements, including financial statements and other financial

(_ data, in each case prepared or presented by:

(a) General Scope of Powers. Rights and powers conferred on the Board, the Committee or other committees or representatives of the Master Association by the Restrictions are not duties and obligations charged upon those Persons unless the rights and powers are explicitly identified in the Restrictions or in applicable law as including duties and obligations. Unless a duty to act is imposed on the Board, the Committee or other committees or representatives of the Master Association by the Restrictions or applicable law, the Board, the Committee and the other committees have the right to decide to act or not act. Any decision to not act is not a waiver of the right to act in the future.

15.9.1 Scope of Powers and Standard of Care.

15.9 STANDARD OF CARE, NONLIABILITY.

(b) A special meeting of Members for the purpose of voting to override a decision by the.Board not to initiate action to enforce the obligations under the Bond or on the Board's failure to consider and vote on the question shall be held no fewer than thirty-five (35) nor more than forty-five ( 45) days after the Board receives a petition for such a meeting signed by Members representing five percent (5%) of the Master Association's total voting power. A vote of a majority of the Master Association's voting power residing in Members ( other than Declarant and the Neighborhood Builders) to take action to enforce the obligations under the Bond shall be deemed to be the decision of the Master Association, and the Board shall thereafter implement such decision by initiating and pursuing appropriate action in the Master Association's name.

(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 such 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. If the Master Association has given an extension in writing for the completion of any Master Common Area Improvement, then the Board shall be directed to consider and vote on the aforesaid question if a Notice of Completion has not been filed within thirty (30) days after the expiration of the extension.

·("Bond") required by the DRE to secure performance of Declarant's or a Neighborhood Builder's commitment to complete such Improvements, then the following provisions of this Section will be applicable: c

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(b) Nonliability of Volunteer Board Members and Officers. A volunteer Board member or volunteer the Master Association officer shall not be personally liable to any Person who suffers injury, including bodily injury, emotional distress, wrongful death or property damage or loss as a result of the tortious act or omission of the volunteer officer or Board member if all of the applicable conditions specified in Section 1365.7 of the California Civil Code, as modified, amended or replaced, are met.

(a) General Rule. No Person is liable to any other Person (other than the Master Association or a party claiming in the name of the Master Association) for injuries or damage resulting from such Person's Official Acts, except to the extent that injuries or damage · result from the Person's willful or malicious misconduct. No Person is liable to the Master Association ( or to any party claiming "in the name of the Master Association) for injuries or damage resulting from such Person's Official Acts, except to the extent that such injuries or damage result from such Person's negligence or willful or malicious misconduct. The Master Association is not liable for damage to property in the Properties unless caused by the negligence of the Master Association, the Board, the Master Association's officers, the Manager or the Manager's staff. ·

15.9.2 Nonliability.

( c) The Master Association Governance. This Section 15 .9 .1 ( c) applies to Board actions and Committee .decisions in connection with interpretation and enforcement of the Restrictions, architectural and landscaping control, regulation of uses in the Properties, rule making and oversight of committees. Actions taken or decisions made in connection with these matters shall be reasonable, fair and nondiscriminatory.

(iv) This Section 15.9.l(b) is intended to be a restatement of the business judgement rule established in law applicable to the Master Association. All amendments, modifications, restatements and interpretations of the busin~ss judgment-rule applicable to the Master Association shall be interpreted to· amend, modify, restate or interpret this Section 15.9.l(b).

(iii) A committee of the Board upon which the Person does not serve, as to matters within its designated authority, which committee the person believes to merit confidence, so long as, in any such case, the Person acts in good- faith, after reasonable inquiry when the need therefor is indicated by the circumstances and without knowledge that would cause such reliance to be unwarranted.

(ii) Counsel, independent accountants or other Persons as to matters which the Person believes to be in such Person's professional or expert competence; or

(i) One or more officers or employees of the Master Association whom the Person believes to be reliable and competent in the matters presented;

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15 .11.2 Right to Inspect and Right to Corrective Action. Within a reasonable period after receipt of the dispute notice, which period shall not exceed sixty (60) days, the parties shall meet at a mutually acceptable place within or near the Properties to discuss the dispute. At such meeting or at such other mutually agreeable time, the parties or their representatives shall have full access to the real property that is subject to the Dispute and shall have the right to conduct inspections, testing and/or destructive or invasive testing of the real property in a manner deemed appropriate by Declarant Parties, which rights shall continue until such time as the Dispute is resolved as provided in this Section 15.11. Declarant Parties shall (i) take reasonable precautions to protect the Properties from damage caused by such inspections and testing, (ii) exercise due diligence to complete the testing in a reasonable time, and (iii) upon completion of testing, restore such components of the Properties that are tested to the condition existing at the time the testing commenced. Declarant Parties' obligation to exercise due diligence to complete the testing and restore the Properties to the condition existing at the time the testing commenced shall be subject to conditions and events not within or subject to the reasonable control of Declarant Parties. Declarant Parties shall not be responsible or liable for anyadverse condition or defect on or affecting the Properties not caused by Declarant Parties, but discovered or impacted during such inspections. If the testing will make any residence

( uninhabitable, Declarant Parties shall make arrangements for and pay the reasonable cost of

15 .11.1 Notice. Any person with a Dispute shall give written notice of the Dispute by any method authorized for service by Code of Civil Procedure Section 116.340 to the party to whom the Dispute is directed describing the nature of the dispute and any proposed remedy (the "Dispute Notice"). ,

15.11 DISPUTE WITH DECLARANT PARTIES. DISPUTE WITH DECLARANT PARTIES. Any disputes (each, a "Dispute") between (a) the Master Association or any Owners, and (b) Declarant, a Neighborhood Builder," or any director; officer, partner, shareholder, member, employee, representatives, contractor, subcontractor, design professional or agent of the Declarant or a Neighborhood Builder (collectively "Declarant · Parties") arising under this Master Declaration or relating to the Properties, including disputes regarding latent or patent construction defects, but excluding actions taken by the Master Association against Declarant or a Neighborhood Builder to collect delinquent Assessments, and

· any action involving any Master Common Area completion bonds, where the amount in controversy is greater than Five Thousand Dollars ($5,000), shall be subject to the following provisions:

15.10 MERGERS OR CONSOLIDATIONS. Upon a merger or consolidation of the Master Association with another Master Association, its properties, rights and obligations may, by operation of law, be transferred. to another surviving or consolidated Master Association or, alternatively, the. properties, rights and obligations of another Master Association may, by operation oflaw, be added to the properties, rights and obligations of the Master Association as a surviving corporation pursuant to a merger. The surviving or consolidated Master Association may administer and enforce the covenants, conditions and restrictions established by this Master Declaration governing the Properties, together with the covenants and restrictions established upon any other property, as one (1) plan.

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(b) Conduct of Mediation. The mediator has discretion to conduct the mediation in the manner in which the mediator believes is most appropriate for reaching a settlement of the Dispute. The mediator is authorized to conduct joint and separate meetings with the parties to the Dispute participating in the mediation and to make oral and written recommendations for settlement. Whenever necessary, the mediator may also obtain expert advice concerning technical aspects of the Dispute, provided the parties to the Dispute participating in the mediation agree to and do assume the expenses of obtaining such advice. TI1e mediator shall not have the authority to impose a settlement on the parties to the Dispute participating in the mediation.

(a) Position Letter; Pre-mediation Conference. Within ten (10) days of the selection of the mediator, each party to the Dispute participating in the mediation shall

. submit a letter setting forth a concise description of its position with regard to the issues that need to be resolved ("position statement"). The mediator shall have the right to schedule a pre-mediation conference and all parties to the Dispute participating in the mediation shall attend unless otherwise mutually agreed. The mediation shall be commenced within ten (10) days following the submittal of all position statements and shall be concluded within fifteen (15) days from the commencement of the mediation unless the parties to the Dispute participating in the mediation mutually agree to extend the mediation period. The mediation shall be held in the County or such other place as is mutually acceptable to the parties to the Dispute participating in the mediation.

15.11.3 Mediation. If the parties to the Dispute cannot resolve it pursuant to the procedures described in Section 15 .11.2, the. Dispute shall be submitted to mediation pursuant to the mediation procedures adopted by the American Arbitration Association ( except as such procedures. are modified by the provisions of this Section) or any successor thereto, or to any other entity offering mediation services that is acceptable to such parties. No person shall serve as a mediator in any Dispute in which the person has any financial or personal interest in the result of the mediation, except by the written consent of all parties to the Dispute participating in the mediation. Prior to accepting any appointment, the prospective mediator shall disclose any circumstances likely to create a presumption of bias or to prevent a prompt commencement of the mediation process. Except as provided. in Section 15 .11.4, the parties shall not commence any litigation against the other parties without complying with the procedures described in this Section.

temporary alternative housing for the occupants of such residences during the time the testing is being performed. If any owner interferes with or refuses to allow Declarant Parties access to or to perform testing of the Properties, Declarant Parties' obligation to restore the Properties to the condition existing at the time the testing commenced and to provide alternative housing for any owners of affected residences shall immediately terminate. The parties to the Dispute shall negotiate in good faith in an attempt to resolve the Dispute. If Declarant Parties elect to take any corrective action at or upon the Properties, Declarant Parties shall be .provided full access to the Properties to take and complete the corrective action.

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15.11.4 Judicial Reference. If mediation pursuant to Section 15.11.3 is not successful in resolving any Dispute, such Dispute shall be resolved by general judicial reference pursuant to California code of civil procedure sections 63 8 and 641 through 645.1, as modified or as otherwise provided in this section. The parties to the Dispute shall cooperate in good faith to ensure that all necessary and appropriate parties are included in the judicial reference proceeding. No party shall be required to participate in the judicial reference proceeding if all parties against whom such party would have necessary or permissive cross-claims or counterclaims will not or cannot be joined in the judicial reference proceeding. Subject to the limitations imposed in this section, the general referee shall have the authority to try all issues, whether of fact or law, and to report a statement of decision to the court. The referee shall be the only trier of fact or law in the reference proceeding, and shall have no authority to further refer any issues of fact or law to any other party, without the mutual consent of all parties to the judicial reference proceeding. Notwithstanding the foregoing, in the event that after the judicial referee has been selected, such referee determines that a conflict of interest or similar reason has

( arisen which would make it inappropriate for the judicial referee to act as the trier of fact or law

(f) Expenses. Declarant Parties to whom the Dispute is directed shall advance the fees necessary to initiate the mediation, with the costs and fees, including ongoing costs and fees to be paid as agreed by the parties and if they cannot agree as determined by the· mediator with the costs and fees of the mediation to ultimately be borne as determined by the mediator. The expenses of witnesses for either side shall be paid by the party producing such witnesses. Each party to the mediation shall bear its own attorneys' fees and costs in connection with such mediation. Notwithstanding the foregoing, nothing herein is intended to modify or abrogate any obligation of a Declarant Party to defend (including, without limitation, payment of attorneys' fees) and indemnify Declarant Parties pursuant to the terms of a contract between Declarant and such Declarant Party.

Record. There shall be no stenographic, video or audio record of .(e) the mediation process.

(d) Parties Permitted at Sessions. Persons other than the parties to the Dispute participating in the mediation, their attorneys and the mediator may attend mediation sessions only with the permission of the parties to the Dispute participating in the mediation and the consent of the mediator; provided-however, such permission and consent shall not be required to allow participation of such parties' liability insurer in the mediation to the extent required under such parties' liability insurance policy. Confidential information disclosed to a mediator by such parties or by witnesses in the course of the mediation while serving in such capacity shall remain confidential throughout and after the mediation .

( c) Application of Evidence Code. The provisions of California Evidence Code Sections 1 i 15 through 1128 shall beapplicable to such mediation process. Use and disclosure of statements, evidence and communications offered or made in the course of the mediation shall be governed by such sections, including those sections which preclude use of such material in future proceedings and those sections which provide for confidentiality of such material.

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(h) Statement of Decision. The referee's statement of decision shall contain findings of fact and conclusions oflaw to the extent required by law as if the case were tried to a judge. The decision of the referee shall stand as the decision of the court, and upon filing of the statement of decision with the clerk of the court, judgment may be entered thereon in the same manner as if the Dispute had been tried by the court.

(g) Record. A stenographic record of the hearing shall be made.

(f) Motions. The referee shall have the power to hear and dispose of motions, including motions relating to provisional remedies, demurrers, motions to dismiss, motions for judgment on the pleadings and summary judgment and/or adjudication motions, in the same manner as a trial court judge and, in addition the referee shall also have the power to adjudicate summarily issues of fact or law including the availability of remedies whether or not the issue adjudicated could dispose of an entire cause of action or defense. Notwithstanding the foregoing if, prior to the selection of the referee as provided herein, any provisional remedies are sought by the parties to the Dispute, such relief may be sought in the superior court of the County.

(e) Discovery. The parties to the judicial reference proceeding shall be entitled to conduct discovery in accordance with the California code of civil procedure. The referee shall oversee discovery and may issue and enforce discovery orders in the same manner as any trial court judge. ·

( d) Pre-Hearing Conferences. The referee may require one or more pre-hearing conferences.

(c) Commencement and Timing of Proceeding. The referee shall promptly commence the proceeding at the·earliest convenient date in light of all of the facts and circumstances and shall conduct the proceeding without undue delay.

(b) Referee. The referee shall be a retired judge who served on the Superior Court of the State of California in the County, with substantial experience in the type of matter in dispute, unless the parties participating in the judicial reference proceeding agree to a different referee. The referee shall not have any relationship to the parties to the Dispute or any interest in the Properties. The parties to the Dispute shall meet to select the referee at any time but in no event later than ten (10) days after service of the initial complaint on all defendants named therein. Any Dispute regarding the selection of the referee shall be resolved by the court in which the complaint is filed.

(a) Place. The proceedings shall be heard in the County.

with respect to an issue or matter, then an alternative judicial referee shall be selected in accordance with Section 15.l 1.4(b) solely for the purpose of resolving or rendering a decision with respect to such issue or matter. (

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15.11. 7 Civil Code Section 1354. Section 15.11 governs only the resolution of Disputes with Declarant Parties and shall not affect the subject matter of such Disputes.

(_ Unless the subject matter of a Dispute expressly involves enforcement of the Restrictions, such

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15.11.6 AGREEMENT TO DISPUTE RESOLUTION; WAIVERS OF JURY TRIAL. DECLARANT, THE NEIGHBORHOOD BUILDERS, TH~. ASSOCIATION AND EACH OWNER AGREE TO USE THE PROCEDURES ESTABLISHED IN THIS SECTION 15.11 TO RESOLVE ALL DISPUTES AND WAIVE THEIR RIGHTS TO RESOLVE DISPUTES IN ANY OTHER MANNER. DECLARANT, THE NEIGHBORHOOD BUILDERS, THE ASSOCIATION, AND EACH OWNER ACKNOWLEDGE THAT BY AGREEING TO RESOLVE ALL DISPUTES AS PROVIDED IN THIS SECTION 15.11, THEY ARE GIVING UP THEIR R;(GHT TO HA VE DISPUTES TRIED BEFORE A JURY, PURSUANT .TO THE FEDERAL ARBITRATION ACT. THIS SECTION 15.11 MAY NOT BE AMENDED WITHOUT DECLARANT'S PRIOR WRITTEN CONSENT.

15.11.5 . Statutes of Limitation. Nothing in this Section 15.11 shall be considered to toll, stay, .reduce or extend any applicable statute of limitations; provided, however, that Declarant, Declarant Parties, the Master Association and any owner shall be entitled to commence a legal action which, in the good faith determination that person, is necessary to preserve that person's rights under any applicable statute of limitations, provided that no further steps in processing the action are taken unless otherwise authorized in this Section. 15 .11.

. (m) Attorneys' Fees. Each party to the judicial reference proceeding and any appeal therefrom shall bear its own attorneys' fees and costs in connection with such proceeding or appeal. Notwithstanding the foregoing, nothing herein is intended to modify or · abrogate any obligation of a Declarant Party to defend (including, without limitation, payment of attorneys' fees) and indemnify Declarant pursuant to the terms of a contract between Declarant and such Declarant Party.

(1) Expenses. The Declarant Parties to whom the Dispute is directed shall advance the fees necessary to initiate the judicial reference proceeding, with the costs and fees, including ongoing costs and fees to be paid as agreed by the parties and if they cannot agree as determined by the referee with the costs and fees of the judicial reference proceeding to ultimately be borne as determined by the referee in the referee's final ruling. The expenses of witnesses for either side shall be paid by the party producing such witnesses. . .

(k) Appeals. The decision of the referee shall be subject to appeal in the same manner as if the Dispute had been tried by the court.

(i) Remedies. The referee shall have the power to grant all legal and (- equitable.remedies and award damages in the judicial reference proceeding.

G) Post-hearing Motions. The referee shall have the authority to rule on all post-hearing motions in the same manner as a trial judge.

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15.15 GRADING. The grading and drainage design of a Lot should not be altered by . any Owner or by any contractors or agents of an Owner in the course of installing Improvements.

such as patios, planters, walls, swimming pools or spas in a manner that will redirect surface water flow toward the Residence or onto adjacent property or that will trap water so that it ponds and floods. Drainage devices such as concrete ditches, area drain lines and gutters should be carefully designed by a licensed engineer and installed by a contractor licensed by the State of California. Drainage devices installed by the Declarant or the Neighborhood Builders that are designed to serve more than one Lot or any Master Common Area should not be altered or

(__ modified in a manner that will redirect or obstruct the drainage through these drainage devices.

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15.14 SLOPE IMPROVEMENTS. Even a Lot which has been certified geotechnically safe to build upon may experience minor horizontal or vertical movementover time. While horizontal and vertical movement (often described as "slope creep") is generally minor in nature and does not always occur, it may affect Improvements such as pools, spas, patios, walls, slabs, planters, decking and the like. Slope creep can cause pools, spas and walls to tilt and crack and may cause cracking or lifting in brickwork or concrete in a manner that will allow these Improvements to function yet not meet the Owner's cosmetic expectations. Professional soils and structural engineers should be.retained to design such Improvements to mitigate the effects of slope creep and to ensure compliance with special rules for such Improvements that are required under the Uniform Building Code or other applicable regulations. If possible, Improvements should not be constructed within ten (10) feet of the edge, top or toe of a slope. Even with professional assistance, minor lifting and cracking can occur.

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15.13 NO REPRESENTATIONS OR WARRANTIES. No representations or warranties of any kind, express or implied, have been given or made by Declarant, the · Neighborhood Builders, or by their respective agents or employees in connection with the Properties, or any portion thereof, its physical condition, zoning, compliance with applicable laws, fitness for intended use, or in connection with the subdivision, sale, operation, maintenance, cost of maintenance, taxes or regulation thereof as a planned development, except as specifically-and expressly set forth in this Master Declaration and except as may be filed by Declarant or the Neighborhood Builders (with the consent of Declarant) from time to time with the DRE. .

15.12 ADDITIONAL PROVISIONS. Notwithstanding the provisions contained in the Restrictions, the Master Association andthe Owners should be aware that ·there may be provisions of various laws, including without limitation the Davis-Stirling Common Interest Development Act codified at Sections 1350 et seq. of the California Civil Code and the federal Fair Housing Act codified at Title 42 United States Code, Sections 3q01 et seq., which may supplement or override the Restrictions. Declarant and the Neighborhood Builders make no representations or warranties regarding the future enforceability of any portion of the Restrictions.

9089 Dispute shall not be governed by the provisions of California Civil Code Section 1354, or any successor statute. Enforcement of Section. 15 .11 shall not entitle the prevailing party in any Dispute with a Declarant Party to recover attorney's fees or costs.

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15.19 RECLAIMED WATER In its efforts to conserve water, the City requires the use of reclaimed water (i.e., treated wastewater) to irrigate parks, school yards, golf courses, greenbelt areas and common areas. The water used to irrigate the Golf Course and the Master Common Area may include reclaimed water. Reclaimed water is not potable and therefore not suitable for human consumption. As with any water overspray, the repeated spray of reclaimed

( water may stain or discolor personal property, fencing and structural Improvements. According

15.18 PROPERTY LINES. The boundaries of each Lot within the Properties are delineated on a subdivision (tract) map, lot line adjustment or parcel map that is in the public records and is available at the office of the County Recorder. Boundary fences may not be located on the Lot lines.

15 .1 7 INDEMNITY. Each Owner, by the acceptance of a deed or other conveyance of a Lot, acknowledges and agrees that neither the Declarant nor the Neighborhood Builders shall be liable or responsible for any damage to Improvements that have been constructed or modified by an Owrier or that is the result of improvements that have been constructed or modified by an Owner. Improvements should not be-installed, constructed or modified without the assistance of qualified consultants. For example, professional soils and structural engineers should be consulted to determine the existing soil conditions and such Improvements or modifications should be designed to compensate for any expansive soil within the Lot.

15.16 ELECTRIC POWER LINES. Underground or overhead electric transmission and distribution lines and transformers are located in and around the Properties. Power lines and transformers produce extremely low-frequency electromagnetic fields· ("ELF-EMF") when operating. For" some time, there has been speculation in the scientific community about health risks associated with living near ELF-EMF sources. In 1992, the United States Congress authorized the Electric and Magnetic Fields Research and Public Information Dissemination Program ("EMF-RAPID Program") to perform research on these issues and to analyze the existing scientific evidence in order to clarify the potential for health risks from exposure to ELF-EMF. In May of 1999, the National Institute of Environmental Health Sciences ("NIEHS") issued a report to Congress summarizing its review of scientific datafrom over three hundred studies on ELF-EMF health risks. The ELF-EMF studies consist of both epidemiological studies (studies of exposure in human populations) and controlled laboratory experiments on animal and cell models. While some epidemiological studies suggested some link between certain health effects and exposure to ELF-EMF, the laboratory experiments did not support such a link. According to the NIEHS report, the scientific evidence shows no clear pattern of health hazards from ELF-EMF exposure, and the NIEHS report did not find evidence of any link sufficient to recommend widespread changes in the design or use of electrical transmission equipment. However, because the evidence does not clearly rule out any effect, NIEHS advocated continuing inexpensive and safe reductions in exposure to ELF-EMF and endorsed current utility practices regarding design and siting of new transmission and distribution lines.

Any grading and drainage modifications are subject to applicable codes of the applicable Local Governmental Agency, subject to approval by the Committee and subject to the terms of any other drainage easements that may be of record.

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15.20.4 Pesticide/Fertilizer Overspray. The owner of the Golf Course may from time to time treat the Golf Course with sprayed fertilizer or pesticides. During treatment, winds may-carry sprayed materials onto adjacent residential Lots in the Properties, By accepting a deed to a Lot in the Properties, each Owner acknowledges and understands (i) that oversprayed fertilizers or pesticides may enter the Lot, (ii) that such materials may harm some landscaping or other Improvements constructed on the Lot, and (iii) that neither Declarant nor the Neighborhood Builders nor the Master Association have any control over the application of fertilizers or pesticides in maintenance of the Golf Course. Owners of Lots in the Properties agree to take appropriate precautions to minimize the effect of any overspray of fertilizers and pesticides on their Lots.

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15.20.3 Golf Course Irrigation. The Golf Course may be irrigated by well water or reclaimed water, neither of which may be suitable for domestic use. During irrigation, winds may carry some irrigation spray onto residential Lots in the Properties. By accepting a deed to a Lot in the Properties, each Owner acknowledges and understands (i) that reclaimed water may stain Improvements or affect landscaping on residential Lots, and (ii) that neither Declarant nor the Neighborhood Builders nor the Master Association have any control over the irrigation or maintenance of the Golf Course. Owners agree to take appropriate precautions to minimize the effect of water overspray on their Lots.

15.20.2 Golf Ball Overflight and Damage. Living adjacent to or near the Golf Course carries with it the risk of injury, death or damage caused to Persons and property by misdirected golf shots. Each Owner of a Lot in the Properties takes title subject to a nonexclusive easement for the benefit of Persons using the Golf Course for golf ball overflight over and across all Lots in the Properties and through the air space above the Properties. Owners of Lots may expect that golf balls will enter their Lots and may damage Improvements or injure

-, Persons, Neither Declarant nor the Neighborhood Builders nor the Master Association have provided any assurances whatsoever concerning the frequency with which golf balls will enter the Properties, nor any guaranties as to what, if any, action may be taken by the Golf Course owner to mitigate golf ball overflight.

15.20.1 Use of Golf Course. A portion of the Properties and the Annexable Territory is adjacent to or near property planned to be developed as a public golf course ("Golf Course"). In order to use the Golf Course, Owners will be required to pay such fees and satisfy such other conditions as may be required by the owner of the Golf Course.

15.20 GOLF COURSE DISCLOSURES. Each Owner, by acceptance of title to a Lot acknowledges, understands and agrees to the following:

to the City, the reclaimed water is disinfected with chlorine and is indistinguishable from domestic water. The standards imposed on the reclaimed water quality are established by governmental regulatory agencies, and these standards are subject to change. Declarant, the Neighborhood Builders, Master Association and their agents are not liable for any property damage or personal injury by reclaimed water. Owners are subject to City water rules and regulations, one of which prohibits the use of self-generating water softeners connected to sewer facilities. Further information regarding water regulations is available from the City.

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15.21.2 Mailboxes. An easement has been or will be, if necessary, reserved for the installation and maintenance of mailboxes. Mailboxes are usually located within the

15.21.1 Utility Easements. The Lots are or will be subject to easements in favor of utility companies for the installation and maintenance of utility lines and facilities that provide service to the Properties. The location of the various lines and facilities are totally within the control of the respective utility companies although facilities such as electrical vaults, telephone, street lights and cable television boxes are generally located in the area behind the sidewalk.

15.21 PRELIMINARY TITLE REPORT. The preliminary title report issued by the title company-that insures the title to a Lot which is available for review, inspection and approval by any prospective purchaser as a condition to the Close of Escrow will reveal matters of Record that, unless removed as a condition to the Close of Escrow, will continue to be effective against the Lot after the Close of Escrow. The preliminary title report describes easements and rights of Record which include, the following:

15.20.'.7 . Waiver and Indemnity. Owners, by acceptance of a Deed to a Lot, for themselves and on behalf of their family, guests, tenants, invitees and licensees, hereby release Declarant, the Neighborhood Builders, the owner of the Golf Course, the Master Association and their respective partners, officers, directors, shareholders, trustees, agents and employees (collectively the "Released Parties"), from all claims, demands, expenses, damages, costs, causes of action, obligations and liabilities, including damage to Residences and other property damage and damages for personal injury or death, actions based on invasion of use or enjoyment of the Lot, improper design of the Golf Course, the level of skill of any golfer, or trespass by any golfer from errant golf balls or from the exercise of rights by any golfer (collectively the "Claims") which in any way arise from or relate to the matters disclosed above. Owners shall indemnify, defend and hold the Released Parties free and harmless from any and all Claims made by the guests, tenants, invitees or licensees of Owners against any of the Released Parties. Neither the Golf Course owner nor the Declarant, the Neighborhood Builders nor the Master Association are responsible for taking any steps to mitigate intrusion of golf balls onto any of the Lots in the Properties.

15.20.6 Continuation of Golf Course Operations. The Golf Course is intended to be subject to a deed restriction requiring that it be operated as a publicly accessible golf course for perpetuity. Owners can review the restriction, which is Recorded in Official Records of the County, for more information about operation· of the Golf Course.

15.20.5 Golf Course Noise. Golf Course use begins immediately after daylight and continues to dark up to seven (7) days per week. Golf Course maintenance including irrigation and application of fertilizers or pesticides may be carried on during nighttime and daylight hours. By accepting a deed to a Lot in the Properties, each Owner acknowledges and understands that Golf Course use and maintenance will create noise and other disturbances which may result in inconvenience and disturbance to Owners or residents of the Properties, including interruption of sleep.

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As a result of the character of the nearby lands, including the Conservation Area, Owners and other residents of the Properties may encounter wildlife in the Properties, such as reptiles, mammals, insect and plant life typically found in rural areas, which may cause noise, odors, pollen, and other such concerns. Typical animals encountered in rural areas include deer, rattlesnakes, mountain lions, rodents, skunks, coyotes and insects of all kinds. Depending on the season, typical insects encountered will be flies, mosquitos, termites, spiders, stinging bees, ants, crickets and aphids. Africanized killer bees, Red Imported Fire ants, and Mediterranean Fruit flies have also been found in Southern California. Some of the animals, insects or plants are protected by law. This means that even though they maybe an annoyance or danger to Owners, the protected animals, insects or plants cannot be injured or removed. Owners are prohibited from objecting to or interfering with any reasonable action necessary to maintain the viability of the Conservation Area. Neither Declarant nor the NeighborhoodBuilders nor the Master Association are responsible for the control or eradication of any wildlife in or adjacent to the

( Properties.

Members of the Master Association do not have any rights to use the Conservation Area beyond the rights granted to the general public. The party that manages the Conservation Area may allow the general public to use limited areas for trails or other passive uses. Owners must not bring their pets into the Conservation Area. The general public may be restricted entirely from entering all or any portion of the Conservation Area. A fee may be charged for access to the

· Conservation Area. Master Developer and the Neighborhood Builders have no control over the Conservation Area or over any restrictions that may be imposed or fees that may be charged by the manager of the Conservation Area.

15.22 PROXIMITY TO RURAL AREA AND WETLANDS. The Properties are located in a rural area adjacent to a biologically sensitive area (the "Conservation Area") operated pursuant to federal and state conservation permits. The Conservation Area performs a number of significant functions. One function is to provide a habitat for the least Bells' vireo and the California Gnat Catcher, both of which are birds that are on the federal endangered species list. The Conservation Area· is - established to fosters preservation and recovery of these species. Much of the Conservation Area is also wetlands .. Wetlands are a particularly important habitat because wetlands provides a habitat for a wide range of-biological diverse species, perform important water quality preservation functions, and preserve and promote conservation and beneficial use of water. The Owners and the Master Association must not interfere with the Conservation Area's fulfillment of these functions.

15.21.3 Special Assessment or Mello-Roos Community Facilities Districts. The Properties may lie within the boundaries of one or more Special Assessment Districts and Mello-Roos Community Facilities Districts which require the levy of a special tax for the repayment of bonds issued for the purpose of paying the cost of the services or the capital improvements that have been or are being provided. The amount of the special tax and any other informationpertaining to any such district can be obtained from the County Assessor's office.

utility easement area adjacent to the street but the locations and configurations are controlled by the United States Postal Service and subject to change. c

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16.1 TIMING OF: ANNEXATIONS. Declarant and Neighborhood Builders may, but shall not be required to add to the Properties all or any portion of the Annexable Territoryby

Additional real property may be annexed to the Properties and such additional real property may become subject to this Master Declaration by any of the following methods:

ARTICLE XVI ANNEXATION OJ? ADDITIONAL PROPERTY TO THE PROPERTIES

15.25 PROXIMITY TO ACTIVE PARK, ELEMENTARY SCHOOL AND · SCHOOL FIELDS. The Properties are adjacent to an active recreational park, which includes lighted ball fields, an elementary school and the school's lighted recreational fields. Owners, residents and visitors in the Properties may experience visual and noise nuisances inherent to these uses. Declarant, the Neighborhood Builders, the Master Association and the City are not responsible for any impacts on Owners, residents and visitors in the Properties from the park, the school and the school's lighted recreational fields.

15.24 PROXIMITY TO:CAMP PENDLETON. The Properties are in close proximity to Marine Corps Base, Camp Pendleton, an active, year-round training facility. Due to the location of the Properties, Owners, residents and visitors in the Properties will experience noises and visual impacts and can frequently expect to see and hear aircraft, ordinance, and troops. Additionally, noise impacts from live fire ranges located on the base may be amplified by

· weather conditions, such as low clouds or Santa Ana winds. As an active training facility, the base has the potential to operate 24 hours a day, 7 days a week. In most cases, however, night firing of artillery or aerial bombing is restricted after I 0:00 p.m. by a self-imposed curfew. There are exceptions, however, when it is necessary to operate at night after this time in order to meet operational requirements or in support of critical training. events. Declarant, the Neighborhood Builders, the Master Association and the City are not responsible for any impacts on Owners, residents and visitors in the Properties from Camp Pendleton.

15.23 PROXIMITY TO AGRICULTURAL PROPERTY. The Properties are adjacent to a substantial area ofland that is zoned sothat it can be used for agricultural uses (the "Agricultural Area"). This Agricultural Area is currently used as small farms and for large, industrial agricultural operations. Activities that can be conducted in the Agricultural Area include pig and chicken farming. Agricultural operations generate noise, odors and other emanations that will impact the Properties. The level of the impact on the Properties can vary as the agricultural operations change over time. Farming in the Agricultural Area could intensify or diminish. Declarant has no control over the use of the Agricultural Area or the agricultural operations. Owners, residents and visitors to the Properties assume the risk from impact of the use of the Agricultural Area on the Properties and shall not object to the agricultural operations so as to force the nonviability of the Agricultural Area. Owners unconditionally waive any claim ofliability on the part of the City, Declarant, the Neighborhood Builders and the Master Association resulting from any damage due to the agricultural operations in the Agricultural Area.

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16.4.1 By Declarant. Declarant may unilaterally amend a Notice of Addition or delete all or a portion of a Phase from coverage of this Master Declaration and the jurisdiction of the Master Association, so long as Declarant is the Owner of all of such Phase, and provided that (1) a Notice of Deletion or an amendment to the Notice of Addition, as applicable, is Recorded in the same manner as the applicable Notice of Addition was Recorded, (2) no Class A or Class B vote has been exercised with respect to any portion of such Phase, (3) Common Assessments

16.4 DEANNEXATION AND AMENDMENT.

16.3 APPROVAL OF ANNEXATIONS. Each Notice of Addition shall be signed by Declarant and by each Record owner of the Annexed Territory. For any annexation of property

· outside of the Annexable Territory, each Notice of Addition must be signed by the Record owner of the Annexed Territory and by an officer of the Master Association, certifying that the approval of the requisite percentage of Members has been obtained.

16.2.5 Special Benefit Areas. The Notice of Addition 'covering a Lot subject to a Special Benefit Area Assessment Component shall: (i) identify the Special Benefit Area, if existing, or describe the Special Benefit Area if proposed; and (ii) identify the Lots covered by the Notice of Addition which are entitled to use the facilities of the Special Benefit Area or which are obligated to bear the exclusive or disproportionate maintenance of such Special Benefit Area and which shall be obligated to pay the Special Benefit Area Assessment Component attributable to such Special Benefit Area.

1°6.2.4 Land Classifications. The Notice of Addition may create new land classifications, areas of the Master Common Area reserved for the exclusive use of Owners, or areas.of individually owned Lots to be maintained by the Master Association.

16.2.3 Description/Phases of Development. A description of the Annexed Territory, including any Master Common Area. A Notice of Addition may cover one (1) or more Phases of Development, as designated in such Notice of Addition.

16.2.2 Extension of Comprehensive Plan. A statement identifying the provisions of this Master Declaration that will apply to the Annexed Territory.

16.2.1 Master Declaration Reference. A reference to this Master Declaration, which reference shall state the date of Recordation hereof and the Instrument number or other relevant Recording data of the County Recorder's office.

16.2 NOTICE OF ADDITION CONTENT. Each Notice of Addition annexing real property to the Properties shall contain at least the following provisions:

Recording a Notice of Addition encumbering the portion of the Annexable Territory annexed· thereby ("Annexed Territory"). Annexable Territory may be added to the Properties without the approval of the Owners, or the Board or the Master Association. (

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Any Notice of Addition may contain such additions and modifications of the covenants, . ,, ." ..,,., . conditions, restrictions, reservation of easements and equitable servitudes contained in this Master Declaration as may be necessary to reflect the different character, if any, of the Annexed Territory, or as Declarant and the Neighborhood Builder deem appropriate in the development of the Annexed Territory, and as are consistent with the general plan of this Master Declaration.

16.4.4 Rights of AnO:exed Territory Members. Upon the Recording of a Notice of Addition, all provisions contained in this Master Declaration will apply to the Annexed Territory in the same manner as if it were originally covered by this Master Declaration, subject to the provisions of the applicable Notice of Addition. Thereafter, the rights, powers and responsibilities of theparties to this Master Declaration with respect to the Annexed Territory will be the same as with respect to the property originally covered by this Master Declaration, and the rights, powers and responsibilities of the Owners, lessees and occupants of Lots in the Annexed Territory, as well as within the property originally subject to this Master Declaration, will be the same as if the Annexed Territory were originally covered by this Master Declaration, subject to such restrictions as may be imposed in the Notice of Addition.

16.4.3 Other Additions. Additional real property may be annexed to the Properties and brought within the general plan of this Master Declaration upon approval of the Members.

16.4.2 By Neighborhood Builder. Neighborhood Builders may amend a Notice of Addition or delete all or any portion of a Phase from coverage of this Master Declaration and the jurisdiction of the Master Association, so long as such Neighborhood Builders or Declarant and such Neighborhood Builders together are the Owners of all of such Phase and provided further, that all requirements of items (1) through (5) set forth in Section 16.4.1 above have been satisfied, and Declarant has consented in writing to such amendment or deletion by executing the appropriate Notice of Deletion or amendment to the Notice of Addition, as applicable.

have not yet commenced with respect to any portion of such Phase, ( 4) there has been no Close of Escrow for the sale of any Lot in such Phase to a member of the home buying public, and ( 5) the Master Association has not made any expenditures or incurred any obligations with respect to any portion of such Phase. Declarant may also unilaterally delete any portion of the Annexable· Territory from the Annexable Territory by Recording a Notice of Deletion.

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A ITA C. WILL.II Assistant en, AIIINMf

"Declarant"

By:

c., a Florida corporation By:

RICI:Il..,AND CALABASAS, LTD., a Florida limited partnership Doing business in California as· Richland Calabasas, L.P.

This Master Declaration is dated for identification purposes January 25, 2002.

[SIGNATURE PAGE TO MASTER DECLARATION OF COVENANTS, CONDITIONS, RESTRICTIONS AND RESERVATION OF

EASEMENTS FOR ARR.OWOOD} (

9097 (

Notary Public - State of Florida My commission expires: lo-Zo-.Z...00.3

Delia Hancock Miller

(SE AL) .:-'~-l·,,~ Delia Hancock Miller

{~'·ib··~com~ssion # 00 868525 -;~'.~·'~: Exp1re1 Oct. 20, 2003 -:.7,~0i'f\.~.:- Bonded Thru

_,,,,, .,,,, Atlantic: Borulinr Co., Inc.

On the 23rd day of January, 2002, before me personally appeared JACK H. BRAY, in his capacity as President of RICHLAND VENTURE, INC., a Florida corporation, as the General Partner of RICHLAND CALABASAS, LTD, a Florida limited partnership doing business in California as RICHLAND CALABASAS, LP., on behalf of said limited partnership, being duly sworn on his oath, deposed and made proof to my satisfaction that he is the proper person authorized to sign, seal and deliver the attached document on behalf ·of RICHLAND CALABASAS, LTD, a Florida limited partnership through RICHLAND VENTURE, INC., a Florida corporation, as its General Partner, and that this document was signed and delivered by the limited partne hip as its voluntary act and deed.

STATE OF FLORIDA COUNTY OF HILLSBOROUGH

ACKNOWLEDGMENT

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Prod. No. 5907 C 1995 National Notary Association• 8236 Remmel Ave., P.O. Box 7184 • Canoga Park, CA 91309-7184

---------:,, Reorder. Call Toll-Free 1 ·800-876-6827

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Signer Is Representing: Ri"c.hlarid tci I ct lx1sets, l+d., c; 'FL J, p. dhq Rich lciad (lq/abt1@s L,P. fsy· ]<.icr,,(r.wc(.J e11_tv..r~.s; l,rr,; q

TL corporaf, O•').

Signer Is Representing:

RIGHT lHUMBPRIIIIT OF SIGNER

RIGHTlliUMBPRIIIIT OF SIGNER

D Individual ~ Corporate Officer

Title(s): ,f 1.ce fresidea± O Partner - D Limited D General D Attorney-in-Fact D Trustee D Guardian or Conservator O Other: Top of thumb here

O Individual O Corporate Officer

Title(s): ------------ O Partner - 0 Limited D General D Attorney-in-Fact O Trustee D Guardian or Conservator D Other: Top of thumb here

Signer's Name:-------------

Capacity(ies) Claimed by Signer(s)

Signer's Name: Ro/2;:';:f o. He11ninaec ()

Signer(s) Other Than Named Above: __ cJ=-__,01.'-'"'e.""'k-=-·' _H_,__;_8....;.r_a-+y _ I

Description of Attached Document

Title or Type of Document: .Mi:iedec Deefarctbon o+: {;tJv61ct1rf5;. Condih0n,:1 Re&1r,·cfic1n5 a nq ~,ia.iiOfl o+ t: aserne11+-s

Document Date: voo114:D/ o?;), ;::)0011\ Number of Pages: _

I "---. ~~~~~~~~~~~~-OPTIONAL~~~~~~~---'--~~~- Though the information below is not required by law, it may prove valuable to persons relying on the document and could prevent

fraudulent removal end reattachment of this form to another document.

WITNESS my hand and official seal.

On

County of O canoe-, - u \ ~ani)ao; ;JJ.f, ;}co J:: before me, S .s. fv1. LunnJ,

Date Name and Trtle of Officer (e.g .. • Ja e 'Doe, Notary Pu lie")

personally appeared Bc,be,± 0, Hennin1,o(' I Name(s) of Signer(s

~personally known to me.:. OR -0 proved to me on the basis .of satlsfactory evidence to be the personW) whose name~ is/~ subscribed to the within instrument and acknowledged to me that he~ executed the same in his/~~'authorized capacity~ and that by his/,ll~signature~ on the instrument the personoo, or the entity upon behalf of which the person~ acted, executed the instrument.

State of C-a/,:f~n,,·a

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9099 .CALIFORNIA ALL-PURP00ACKNOWL.EDGMENT

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LEGAL DESCRIPTION OF THE FIRST TRACT ( EXHIBIT A

c

Lots 1 through 65, inclusive, plus lettered. Lots D and E of Map No. { Lf 3 'f o [the final map for City of Oceanside tentative tract map No. T-3-98(2)], recorded in the Office of the County Recorder, in the County of San Diego, State of California, as Document No. 2 002.. - on !"1A 7 , o , 2002.

I

0 ;qcf-13 b . Lots 66 through 179, inclusive, plus lettered Lots Band C of Map No. / '-( 3 6"7 [the final map for the City of Oceanside tentative tract map No. T-3-98(1)], recorded in the Office of the County Recorder, in the County of San Diego, State of California, as Document No. 20p2 - on M /Jy I c , 2002. ·

03<iR'7.3f ..

LEGAL DESCRIPTION OF THE FIRST TRACT c-· EXHIBIT "A"

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Beginning at an angle point in the Westerly line of said Parcel 1, being the intersection of the two courses: North 30°21 '32" East 843.79 feet and North 00° 18'10" East 180.00 feet; thence along said Westerly line North 00° 18'1 O" East 52.65 feet to the beginning of a non-tangent 380.00 foot radius curve concave Southwesterly, to which a radial line bears North 22°10'24" East; thence Southeasterly along the arc of said curve through a central angle of 05°37'55" a distance of 37.35 feet; thence South 62 ° 11 '41" East 149.91 feet to the Northerly prolongation of the Easterly line of said Parcel 1; thence along said prolongation and the Easterly.Southerly and Westerly lines of said Parcel 1 the following courses: South 32°10'29" West 870..73 feet; thence South 00°28'49" West 118.87 feet; thence North 89·037'44" West 129.86 feet; thence North 00°28'49" East 160.00 feet; thence North 30°21'32" East 843.79 feet to the Point of Beginning.

Excepting from said Parcel 1 the land described as follows:

Also including that parcel ofland described as Parcel 1 in Deed recorded March 10, 19.78 as File No. 78-0964 79 of San Diego County Official Records and as shown on said Parcel Map No. 17081 and labeled City of Oceanside Water Tank Site.

Beginning at an angle point in the Westerly line of said Parcel 1, being the intersection of the two courses: North 30 °21 '32 II East 843. 79 feet and North 00 ° 18' l O" East 180.00 feet; thence along said Westerly line North 00°18'10" East 180.00 feet to the Southerly line of the Northwest Quarter of said Northwest Quarter ·of Section 34 as shown on Parcel Map No. 17081; thence along said Southerly line South 89°41 '50" East 428.00 feet to the TRUE POINT OF BEGINNING, being the Southwest corner of the parcel of land shown as "NOT A PART" on said Parcel Map No. 17081; thencealong the boundary line of said "NOT A PART" parcel the following courses: North 00°32'06" East 1330.58 feet; thence South 89°41 '06" East 1997.83 feet; thence South 00°41 '39" West 665.41 feet; thence North 89°40'57" West 665.31 feet; thence South 00°38'22" West 665.38 feet; thence North 89°40'40" West 1329.46 feet to the TRUE POINT OF BEGINNING.

Parcel 1 of Parcel Map No. 17081, in the City of Oceanside, County of San Diego, State of California, filed in the Office of the County Recorder of San Diego County, together with the Northeast Quarter of the Northwest Quarter and the Northwest Quarter of the Northwest Quarter of the Northeast Quarter of Section 34, Township 10 South, Range 4 West, in the City of Oceanside, County of San Diego, State of California, shown as "NOT AP ART" on said Parcel Map No. 17081, as described in Parcel A of Certificate of Compliance recorded April 17, 2000 as File No. 2000-0194436, and more particularly described as follows:

THE LAND REFERRED TO HEREIN rs SITUATED IN THE STATE OF CALIFORNIA, COUNTY OF SAN DIEG01 AND rs DESCRIBED AS FOLLOWS:

LEGAL DESCRIPTION OF ANNEXABLE TERRITORY

EXHIBITD

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Beginning at the Northwest corner of Parcel 1 of said Parcel Map No. 17081; thence South 57°21'1611 East 2813.79 feet to the TRUE POINT OF BEGINNING; thence North 71 °44'2311 East 80.83 feet to the beginning of a tangent-336.00 foot radius curve concave Northwesterly; thence Northeasterly along the arc of said curve through a central angle of 24 ° 10'2411 a distance of 141. 76 feet to the beginning of a reverse 20.00 foot radius curve concave Southerly; thence Easterly along the arc of said curve through a central angle of 86 ° 15' 1911 a distance of 30.11 feet to the beginning of a compound 172.00 foot radius curve concave Southwesterly; thence Southeasterly along the arc of said curve through a central angle of 46 °46'0811 a distance of 140.40 feet; thence South 00°35'25" West 120.62feet; thence South35°03'4311 West 72.92 feet; thence North 8~044'2711 West223.82 feet to the beginning of a non-tangent 70.00 foot radius curve concave Southwesterly, to which a radial line bears North 49° 10'35" East; thence Northwesterly along the arc of said curve through a central angle of 12°40'22" a distance of 15.48 feet; thence North 16°20'49" East 61.62 feet; thence North 19°56'27" West 107.74 feet; thence North 26°46'21" East 42.73 feet to the· TRUE POINT OF BEGINNING.

Also excepting therefrom the above described land, the Proposed Tank Site, that portion of the above described land described as follows:

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DRAWINGS SHOWING LOCATION OF MASTER ASSOCIATION MAINT AINED WALLS AND FENCES IN THE FIRST TRACT

EXHIBITE

9131 ( 0

REV. MARCH , , • zoqz

EXHIBIT 'E' LOCAT/01( OF MASTER ASSOC/A TION:

WALLS AND FENCES

LEGEND,

SCALE• J • =250'

WALL

9132 (

................~

' rJ ' .D

( .ADRRD J-JJLLS VJLLAGE

l:\DOCS\HMZl I 3\29499\0QO\CCRS\409275. IO 2/27/02

DRAWINGS SHOWING LOCATION OF MASTER ASSOCIATION MAINTAINED AREAS IN THE FIRST TRACT

EXHIBITF

9133

I,. .'

D£C£J.18£R 18. 2001

. p. ....

iiJ ~CKENGrNEERIN; G::MPANY ~ ... "':...."":-"'":"'!.-'""'.'-'--=·-=-

FUEL 1,1()0 IF I CA Tl ON ZONE

PARKWAY SL OP£ LANDSCAPING

EXHIBITF

DRAINAGE MAINTENANCE

DRAINAGE/ SLOP£ MAINT£NANC£

SCALE, 1"•250'

FOSSIL FILTER • L£G£ND•

'A

-·---\

----:--\ \ ---~ \

I J-JJ LLS

VJLLAGE 11------4 \ ----; 1

SJTE

\ -----;

PARJ<

(

Jt34 I r) I D

1[ mo HJLLS VJLLAGE

···-- ···- - -- ........ --

THE MORRO HILLS VILLAGE AND GOLF COURSE

. FIRST AMENDMENT TO MASTER DECLAlt.ATJON OF COVENANTS. CONDfflONS, RESTRICTIONS

AND RESDVATION OF 'EASDQ:NTS FOR

11m11111111111u ..... ~.

JAN 13, 2003 4:59 PM lfFICill REIDbS

Rf »nm-aum IEJRIER'S m~ Gm\' J. SHTIH, aUIJV lmmlR

FEES: 20.00

DOC# 2003-0043609 -.,---

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PAGE 02/06 OAK HILL

WREN UCORDltD, MAlL TO:

JACKSON, DeMARCO & PBCK.BNPAUGH (HZF) 2030 Main Street, Suite J.200 Irvine, CA 92614

28303 RECOADING REQUESTED BY COMMERCE TITLE COMPANY

.RECORDING REQUESTED. BY:

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B. · On October 7, 2002, Richland Calabasas, L.P.., a Florida limited ·pannc:.rship, aud Richland Vcntuiea. Ine., a Florida corporBtion. recorded the Assigmncnt of Dcclannt Rights Under the Master Declaration. as lnstnuµmt No. 2002-0864793, in Official Records, and Richland Ventures. Inc. became the "Ded,,.,.,,,.t" under- the Mutflr Declaration.

C. · There has not been a Close of Escrow in the Propcnics so, pursuant to Section 15.4 of the Muter Declaration, Decla.rant may· unilaterally amend the Master Declatation. Because the Master Association is not relinquishing the responsibility for

, -, mainteutUJcc of any of the Maiter Common Area, and the Muter Dcclamion provisions bcnefitting the City are not affected, pursuanJ to Seetic,n l S.4.12. City consent is not iequircd for tbe F'ust Amcndlnent

TIIEREFOR£, Declatant decw:cs as follows: l. The following is added as Section 4.3 of the M.i.ster Declaration: Section 4.3. VOTE TO INITIATE CONSTRUCI10N DEFECT CLAIM. Declamnt and all Neighborhood Buildeo (including any employee- or agent of Declanmt and any

'Neighborhood Builder) and any members of the Board appoiuted by Deolaran1 or el~ by a majority ofvotes c:ast by Declarant or any Neighbotbood Builder, shall not have the right to Yotc on any

.RECITALS

A. On May I 0, 2002, Richland Calabasas, LP., & Florida limited partnership, recorded th~ ,'Master Declaration of Covenants. Conditions. Restrictions and Reservation of Easements for The Morro Hills Village and Golf Cowie (the •Master DedlMaion"), as Instrument No. 2002-0398737, in the Official Records of' San Diego County, caJifomia ("OJ}idRl Recortll"). The Master Declaration encumbcn, certain rear property in the City of 0'*"1Side, San Diego CoUllty. California, described in Exhibit "A" attached hereto (the •FJm Tn,ct").

1'his F'tm Amendment to Master .Dcclauatioil of Covenants, Conditions, Rc$trictions and Reservation of ~eroents for The Mono Hills Village and Golf Course (the

.. "Flt# .4mmdment") is made by RICHLAND VENTURES, INC., a Florida. corporation •

THE MORRO HD..13 VILLAGE AND GOLF COURSE

FIRST AMENDMENT TO MASTER DECLARATION OF COVENANTS, CONDITIONS, RESTRICTIONS

AND RESERVATION OF EASEMENTS FOR

28304 (_

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No rep,:escntations or wananties, cxpmsa or implied. by Declarant .. or any.,Neighborhood Builder, and no pl'Ovisions in tbi$ -Master

Declandion or any Supplemcmal Master Declaration are an "cnhanccd protection agteemcnt," as defined in Section 901 of the California Civil Code. . .

. 5. Except as modified in this rm Amendment. the capitalized terms in· this 'F;m .Ainendment luwe the same meanings as Ire given such tenns in the Master Declamtion. Except as amended by this F"U'St Amendment, the Muter Declaration is ratified and affinned.

Declaration.: The following is added as the last sentence of Scetion lS.13 of the Master 4.

decision of the Master Association or the Owners to initiate a construction de!:fect claim, puswmt to Title 7 (co~cncing with Seetion 895) of the California Civil Code. 2. 'lbe following is added !IS Section 5.4 of the Muter Declaratioti: Section 5.4. Standing to :Resolve l>isputa. The Master Association has standing to institute, defend, settle or intervene in litigation, alteinative . dispute resolution or adm.iuistrativc pn>ceed.in,es (each, an "Action'') in its oWb name as the real party in intelelt and without joining ihe Owncn, in i:nattets pertaining lO (i) damage to 1he Master Common Area, (il) damage to portions of the Lots which the Master Association is obligamd to maintain or .repair, and (iii') damage· to portions of the Lots which arises out ot or is integrally l'Clated to; damage tCJ the Master 'Common Axes. or

· pottions of the Lots that the Master AssociationJs. obligated to 'maintain or fepair (each. a •aol,n"). µpon Cotrm1Cmcemcnt of an Action· by the Master Association pertaining to iny Claim. the Master Association's standing shall be ex.clusi\re, and during the pcndency of such Actiori, the OWners shall be batted from

. ,commencing a new Action or main.tauting a pending Action· on the S811)eC1~ . 3. the .following is added aa Section 15.11.8 of the Master Dcc)atatiO'D: Section 15 •. t 1.8. Superseding ProYlsU•ns. A Supplemental Masmr Declaration may expteSSly replace or delete any portion of this Section 15.11. .

.. 28305 c

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(SEAL)

)VITNESS my hand and official seal.

. . On.T,sµ& 2"° 1. • 2003, before me, 73rv iiTZ..1~ t1.tJ.1:.:J&t:11c.. penonally appeared JA. H. BRAY and llOBERT O. HENNINGER, pers naity wn to me (or proved to me on the basis of satisfactory evidence) to be the persons whose nmnes are

· subscn"bed· to .the within instrument and ackttowlcdged to me that they ueented the 88nl'CI in their authorized capacities, ~ 1hat by thw signatures on the instnubcnt the persons, or the entity

·1, upon beha:If of which the persons acted, executed the instrument

) ) SS. )

STATE OF CALIFORNJA

COUNTY OF ORANGE

=ti~ ... ~·~~-------.-.----~- Robert O. Henninger, Vic:e President

"D•darlJlll'f

,. '

, INC .• a Florida

This First A1netnhnent has been executed on J,. t'l, /IJ1 ZOtl°S • to be ~ffective as of the date of its Recordation.

26306

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Lots 1 through 65, inclusive., plus lettered Lots D and E of Map No. 14390 [the fmal map for City of Oceanside tentative tract map No. T-:J.98(2)], n:corded in the Office of tho County Recorder, in the Cc>unty of San Diego, State of California, as Document No.

"'2002-0398736, on May 10, 2002. · Lots 66 through 179, inclusive, plus lettered Lots Band C of Map

·No. 14389 [the final map for the City of Oceanside tentative tract map No. T-3-98(1)], rewriled in the Office ~r the County Rcoorder, in the County of San Diego, State of California, f1B Document No. 2002..()398735, on May 10, 2002.

LEGAL DESCRIPl'ION OF THE F.IRS'l' TRACT

EXHIBIT"A"

28307

OAK HILL 7605290435

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"IF TlllS DOCUMENT CONTAINS ANY RESTRICTION BASED ON RACE, COLOR RELIGION, SEX FAMILIAL STATUS, MARITAL STATIJS, DJSABILITY, NATIONAL ORIGIN, OR ANCESTRY, THAT RESTRICTION · VIOLATES STATE AND

. FEDERAL FAIR HOUSING LAWS AND IS VOID, AND MAY BE REMOVED PURSUANT TO SECTION 12956.1 OF THE .GOVERNMENT CODE. LAWFUL RESTRICTIONS UNDER STATE AND FEDERAL LAW·ON THE AGE OF OCCUPANTS IN SENIOR. HOUSING OR HOUSING FOR OLDER PERSONS SHALL NOT BE CONSTRUED AS RESTRICTION BASED ON F~IAL STATUS."

· Attached is the document you ( or someone on your behalf) requested. As required by Section 12956.l(b) of the Government Code, please take note of the following:

AITACHMENT

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