LAG TE TELAG

MENTS ASSOCIATION GOVERNING DOCUMENTS RNING DOCU CIATION GOVE ASSO

ment ia Civil In complia compliance with amend amendments to Californ California Civil Code Code and and Govern Government ments to nce with In Code, effectiv effective January 1, 2000, 2000, please please attach attach this this cover cover page page to to your your copy copy y 1, e Januar Code, of the the associa association's governing documents, ents, ing docum tion's govern of

ction based If this this docum document contains any restri restriction based on on race, race, ins any ent conta If disability, status, disability, l status, , marita color, religio religion, sex, famili familial status, marital al status n, sex, color, s state tion violate national origin, or ances ancestry, restriction violates state and and try, that restric , or al origin nation holding an n holding federal person housing laws and is void. Any perso l fair housing federa er county record st that the county interest this prope property may reque request recorder rty may st in this intere 1 rsuant to language pursuant remove to covenantlanguage restrictivecovenant the restrictive ve the remo . Code Cover, en Code. the of subdivision of the Government 12956.1 Section 12956.1 n (c) sub& Vic) of Section

6-001997 200 C 34 DO DOC 34 2006-001997 01/10/2006

01/ 10/2006

ed CopyCopy Conform Conformed

RECORDING REQUESTED 1W: UESTED IW: RDING REQ RECO FIDELITY NATIONAL TITLE COMPANY PANY E COM IONAL TITL LITY NAT FIDE
with original been compar not not Has Has been ed compared with original de of Riversi County County of Riverside Recordert3, Recorder t3, Clerk Clerk r, County Assesso Assessor, County

LI Uard Larry Larry LI Uard

WHEN RECORDED, MAILTO: TO: RDED, MAIL N RECO WHE MANATT, PHELPS &PHIL PHILLIPS, LLP LIPS, LLP PS & ATT, PHEL MAN 11355 West Olympic Boulevard 11355 West Olympic Boulevard LosAnge Angeles, CA9006 90064-1614 4-1614 les, CA Los Attn: Justin X. Thompson, Esq. Attn: Justin X. Thompson, Esq.
rder's Use) (Space Above for Use) for Reco e Recorder's Abov ce (Spa

MASTER DECLARATION LARATION OF TER DEC MAS

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

FOR FOR TERRA LAGO TERRA LAGO

4081.9698.8 40819698.8

TABLE OF CONTENTS Page ARTICLE 1 1.1 1.2 ARTICLE 2 2.1. 2.2 2.3 2.4 2.5 2.6 2.7 2.8 2.9 ARTICLE 3 3.1 3.2 3.3 3.4 3.5 3.6 3.7 3.8 3.9 3.10 ARTICLE 4 4.1 DEFINITIONS AND INTERPRETATION DEFINITIONS INTERPRETATION MASTER ASSOCIATION GENERAL DUTIES AND POWERS SPECIFIC DUTIES AND POWERS PROHIBITED FUNCTIONS STANDARD OF CARE. NONLIABILITY.,.... .... , MEMBERSHIP VOTING RIGHTS DECLARANT'S VETO RIGHT ACTIONS SUBJECT TO DECLARANT'S VETO REPAIR AND MAINTENANCE DESIGN REVIEW COMMITTEE MEMBERS OF COMMITTEE POWERS AND DUTIES REVIEW OF PLANS AND SPECIFICATIONS MEETINGS AND ACTIONS OF THE DESIGN REVIEW COMMITTEE NO WAIVER OF FUTURE APPROVALS COMPENSATION OF MEMBERS INSPECTION OF WORK VARIANCES PRE-APPROVALS APPEALS RESIDENCE AND USE RESTRICTIONS SINGLE FAMILY RESIDENCE I1 12 12 12 17 17 19 21 22 22 22 25 25 25 26 27 27 28 28 28 29 29 29 29

40819698.8

TABLE OF CONTENTS (continued) Page 4.2 4.3 4.4 4.5 4.6 4.7 4.8 4.9 4.10 4.11 4.12 4.13 4.14 4.15 4.16 4.17 4.18 4.19 4.20 4.21 4.22 4.23 4.24 4.25 4.26 4.27 4.28 ARTICLE 5 5.1
40819698.8

BUSINESS OR COMMERCIAL ACTIVITY NUISANCES SIGNS PARKING AND VEHICULAR RESTRICTIONS ANIMAL REGULATIONS AUTHORIZED ANTENNAE TRASI I IMPROVEMENTS INSURANCE FURTHER SUBDIVISION DRAINAGE WATER SUPPLY SYSTEM VIEW OBSTRUCTIONS INSTALLATION OF YARD LANDSCAPING RESIDENTIAL LOT STREET TREES RIGHTS OF DISABLED TEMPORARY BUILDINGS MASTER COMMON PROPERTY DRILLING POLLUTANT CONTROL WINDOW COVERINGS: INSIDE INSTALLATIONS SOLAR ENERGY SYSTEMS COMPLIANCE WITH REPORTING REQUIREMENTS IMPROVEMENTS NEAR SLOPES......._ GRADING SWIMMING, FISHING AND BOATING RECREATIONAL CLUB GOLF COURSE PROVISIONS GOLF COURSE

29 31 31 32 33 33 34 34 35 37 38 38 38 38 38 38 39 39 39 39 39 39 39 40 40 40 40 41 41

TABLE OF OF CONTENTS CONTENTS TABLE (continued) (continued)

Page Page

ARTICLE 6 6 ARTICLE

PROPERTY EASEMENI EASEMENTS AND RIGHTS RIGHTS S AND PROPERTY

42 42 42 42 44 44 45 45

6.1 EASEMENT EASEMENTS S 6.1 6.2 RIGHT RIGHT TO GRANT EASEMENTS EASEMENTS GRANT TO 6.2 DELEGATION OFUSE USE N OF 6.3 DELEGATIO 6.4 RIGHT RIGHT OF ENTRY ENTRY OF 6.4
CE FUNDS AND ASSOCIATION MAINTENANCE N MAINTENAN ARTICLE 7 MASTER ASSOCIATIO ASSESSMENTS S ASSESSMENT

45 45 46 46 46 46 48

7.1 PERSONAL TS ...... ASSESSMEN PERSONAL OBLIGATION TO PAY ASSESSMENTS PAY TO OBLIGATION 7.1 7.2 MASTER CE FUNDS MASTER ASSOCIATION MAINTENANCE FUNDS N MAINTENAN ASSOCIATIO 7.2 7.3 PURPOSE PURPOSE OF ASSESSMENTS TS ASSESSMEN OF 7.3 7.4 WAIVER WAIVER OFUSE USE OF 7.4 7.5 LIMITS T INCREASES LIMITS ON ANNUAL ASSESSMENT INCREASES ASSESSMEN ANNUAL ON 7.5 7.6 ANNUAL ANNUAL ASSESSMENTS TS ASSESSMEN 7.6 7.7 TS CAPITAL IMPROVEMENT ASSESSMENTS NT ASSESSMEN IMPROVEME 7.7 CAPITAL 7.8 T SPECIAL BENEFIT AREAASSESSMEN ASSESSMENT AREA BENEFIT 7.8 SPECIAL ARTICLE 8 DESTRUCTION IMPROVEMENTS DESTRUCTION OF IMPROVEMENTS 8.1 Y RESTORATION OF THE COMMUNITY COMMUNIT THE N OF 8.1 RESTORATIO 8.2 DAMAGE TO RESIDENCES-RECONSTRUCTION -RECONSTRUCTION RESIDENCES TO 8.2 DAMAGE 8.3 INTERIOR DAMAGE DAMAGE 8.3 INTERIOR ARTICLE 9 EMINENT DOMAIN 9.1 CONDEMNATION OF MASTERCOMMON COMMON AREA AREA MASTER TION OF 9.1 CONDEMNA 9.2 CONDEMNATION OF LOTS LOTS TION OF 9.2 CONDEMNA ARTICLE ENFORCEMENT 10 ENFORCEMENT ARTICLE 10 10.1 DOCUMENTS GOVERNING DOCUMENTS OF GOVERNING ENFORCEMENT OF 10.1 ENFORCEMENT 10.2 ASSESSMENTS. OF ASSESSMENTS. NONPAYMENT OF 10.2 NONPAYMENT 10.3 OBLIGATIONS BONDED OBLIGATIONS OF BONDED ENFORCEMENT OF 10.3 ENFORCEMENT 1.0.4 PARTIES DECLARANT PARTIES WITH DECLARANT DISPUTE WITH 1.0.4 DISPUTE
40819698.8 40g19698.8

49 49
50 50

50 51
51 5I

51
51 51 51 51 51 51 53 53 57 57 57 57

TABLE OF CONTENTS (continued) Page .ARTICLE 11 DURATION AND AMENDMENT 61 61 62

11.1. DURATION 11.2 TERMINATION AND AMENDMENT

ARTICLE 12 GENERAL PROVISIONS 12.1 MERGERS OR CONSOLIDATIONS

63 63 64 64 64 64 64 65 65 65 65 65 66 66

12.2 NO PUBLIC RIGHT OR DEDICATION 12.3 NOTICES 12.4 CONSTRUCTIVE NOTICE AND ACCEPTANCE

12.5 RIGHTS OF MORTGAGEES 12.6 NO REPRESENTATIONS OR WARRANTIES ARTICLE 13 ANNEXATION OF ADDITIONAL PROPERTY 13.1 ADDITIONS BY DECLARANT OR NEIGHBORHOOD BUILDERS

13.2 OTHER ADDITIONS 13.3 RIGHTS AND OBLIGATIONS-ADDED TERRITORY 13.4 NOTICE OF ADDITION 13.5 POWER OF ATTORNEY 13.6 DEANNEXATION AND AMENDMENT

ARTICLE 14 DECLARANT'S RIGHTS AND RESERVATIONS 14.1 CONSTRUCTION RIGHTS 14.2 SALES AND MARKETING RIGHTS 14.3 CREATING ADDITIONAL EASEMENTS ...................... , .. 14.4 ARCHITECTURAL RIGHTS 14.5 USE RESTRICTION EXEMPTION ...

67 67 67 67 67 68 68 68 68 68 68

14.6 ASSIGNMENT OF RIGHTS 14.7 AMENDMENTS 14.8 EXERCISE OF RIGHTS 14.9 USE OF COMMUNITY 14.10 PARTICIPATION IN MASTER ASSOCIATION
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TABLE OF OF CONTENTS CONTENTS TABLE (continued) (continued)

Page Page
14.11 DECLARANT APPROVAL OF ACTIONS 14.12 MARKETING NAME.

69 69

ARTICLE 15 DECLARANT AND NEIGHBORHOOD BUILDER INTERESTS, EXEMPTIONS AND RIGHTS

15.1 INTERESTS OF DECLARANT AND NEIGHBORHOOD BUILDERS 15.2 EXEMPTIONS AND RIGHTS OF DECLARANT AND NEIGHBORHOOD BUILDERS

69 69 71

EXHIBIT A EXHIBIT B EXHIBIT C EXHIBIT D

LEGAL DESCRIPTION OF A/ThIEXABLE TERRITORY APPROXIMATE LOCATION OF COMMUNITY WALLS IN THE INITIAL COVERED PROPERTY MASTER COMMON AREA IN THE INITIAL COVERED PROPERTY APPROXIMATE LOCATIONS OF MASTER MAINTENANCE AREAS IN THE INITIAL COVERED PROPERTY

4W319698.S 408 19698. 8

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MASTER DECLARATION DECLARATION OF OF MASTER COVENANTS, CONDITIONS, CONDITIONS, RESTRICTIONS RESTRICTIONS COVENANTS, AND RESERVATION RESERVATION OF OF EASEMENTS EASEMENTS AND FOR FOR LAGO TERRA LAGO

THIS MASTER DECLARATION OF COVENANTS, CONDITIONS, RESTRICTIONS AND RESERVATION OF EASEMENTS FOR TERRA LAGO is made by INDIO LAND VENTURES LLC, a Delaware limited liability company ("Declarant") and WOODSIDE PORTOFINO, INC., a California corporation ("First Neighborhood Builder"). The capitalized capitalized teims teims used used in in the the Recitals Recitals are are defined defined in in Article Article1. I. RECITALS: First Neighborhood Builder is the owner of real property ("Initial A. Covered Property") located in the City of Indio, Riverside County, California, described as follows:
Tract No. 31601-2, as shown on a Subdivision Map, Filed on , inclusive, of , Pages ,g 9 to 2005, in Book Maps, in the Office of the Riverside County Recorder.

sg7

sVi

B. Declarant is the owner of real property ("Annexable Territory") located in the City of Indio, Riverside County, California, described on Exhibit A attached hereto. All of the Community will be developed with certain common objectives C. and Owners of Lots within the Community will have certain common interests. Any area of the Annexable Territory added to the Community will be developed with objectives designed to benefit all real property within the Community, even though the areas are of different character. This common development scheme created by Declarant imposes reciprocal burdens and benefits on all of the Community, so that the Community is both burdened and benefited by the provisions of this Master Declaration. D. Declarant has deemed it desirable, for the efficient preservation of the amenities in the Community, to create a "master planned development" as defined in Section 2792.32 of Title 10 of the California Code of Regulations that is also a "common interest development" within the meaning of Section 1351(c) of the California Civil Code, pursuant to the Davis-Stirling Common Interest Development Act. The Community is planned to constitute a "subdivision" as defined in Section 11000 of the California Business and Professions Code Neighborhood more Neighborhood or more (2) or two (2) by two containing constructed by types constructed product types more product or more (2) or two (2) containing two corporation a corporation forming a include forming will include Builders. Community will the Community of the development of of development plan of general plan The general Builders. The Corporation Benefit Corporation Mutual Benefit Nonprofit Mutual (the California Nonprofit the California to the pursuant to Association") pursuant "Master Association") (the "Master portions administering and maintaining and administering portions Law owning, maintaining (I) owning, of (I) powers of the powers assigned the be assigned will be which will to which Law to (3) and (3) Documents, and Governing Documents, the Governing of enforcing the and enforcing administering and (2) administering Area, (2) Common Area, Master Common the Master of the II
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collecting and and disbursing disbursing the the Assessment Assessments and charges charges hereinafter hereinafter created. created. In In addition, addition, the the s and collecting Master Association Association will will exercise exercise such such powers powers required required by by Section Section 1363 1363 of of the the California California Civil Civil Master . Community the in Lots of Owners the be Code. The Members of the Master Association will be the Owners of Lots in the Community. will Code. The Members of the Master Association Declarant hereby hereby declares declares that that the the Community Community will will be be held, held, sold, sold, E. Declarant E. to subject improved and occupied conveyed, encumbered, hypothecated, leased, used, occupied and improved subject to the the used, leased, d, conveyed, encumbered, hypothecate servitudes easements, restrictions, restrictions, reservations reservations, rights, covenants, covenants, conditions conditions and and equitable equitable servitudes , rights, easements, enhancing of purpose the for are contained in this Master Declaration, all of which are for the purpose of enhancing the the which of all , Declaration contained in this Master for plan general a of attractiveness and desirability desirability of of the the Community Community, in furtherance furtherance of a general plan for the the , in ss and attractivene portion any or Community the of sale protection, maintenance, subdivision, improvement any portion and t improvemen , maintenance protection., equitable and easements , reservations thereof. The covenants, conditions, restrictions, reservations, rights, thereof. The covenants, servitudes set set forth forth herein herein will will (1) (1) run run with with and and burden burden the the Community Community and and will will be be binding binding upon upon servitudes all Persons having or acquiring any interest in the Community or any part thereof, and their heirs, successors and assigns; (2) inure to the benefit of every portion of the Community and any od interest therein; (3) inure to the benefit of and be binding upon Declarant, the Neighborho Neighborhood successorsOwner's each and Owner successors-in-interest, n-interest, each Builders, and their respective successors-i od od Builder, any Neighborho in-interest; and (4) may be enforced by Declarant, any Neighborho Neighborhood Neighborhood , Association, any Owner and the Master Association, Association Association,

ARTICLE TATION DEFINITIONS INTERPRETATION NS AND INTERPRE DEFINITIO

1.1 DEFINITIONS. DEFINITIONS. Unless otherwise expressly provided, the following words and phrases when used in this Master Declaration have the following meanings. 1.1.1 Annexable Territory. Annexable Territory means the real property described in Exhibit A which may be made subject to this Master Declaration pursuant to Article 13. Any references in this Master Declaration to Annexable Territory are references to the Annexable Territory as a whole and to portions thereof.

against the charge against a charge means a 1.12 Assessment means Annual Assessment Assessment.Annual AnnualAssessment. 1.1.2Annual Owners and their Lots representing their share of the Common Expenses. The Annual in California Civil Code Section 1366. Assessment describedin. as described assessment" as "regular assessment" a "regular is a Assessment is Master the Master of the Incorporation of of Incorporation Articles of 1.1.3 Articles. Articles means the Articles means the Association effect. in effect. currently in Association currently Capital Assessment, Capital Annual Assessment, any Annual 1.1.4 means any Assessment means Assessment. Assessment 1.1.4 Assessment. Assessment. Special Assessment. and Special Improvement Assessment and Reconstruction Assessment Assessment, Reconstruction Improvement Assessment, to designed to antenna designed an antenna (a) an is (a) Antenna is 1.1.5 Authorized Antenna Antenna. Authorized Authorized Antenna. 1.1.5 Authorized (1) one (1) is one that is service, that satellite service, direct-to-home satellite receive including direct-to-home service, including satellite service, broadcast satellite direct broadcast receive direct service, g programmin video receive to meter designed to receive video programming service, antenna designed an antenna (b) an or (b) diameter, or in diameter, less in or less meter or and service, and fixed service, television fixed instructional television including multichannel multipoint distribution service, service, instructional distribution multipoint l multichanne including diagonal or diameter in less or meter local multipoint distribution service, and is one (1) meter or less in diameter or diagonal (1) local multipoint distribution service, and is one (d) includes (d) and includes signals, and broadcast signals, television broadcast measurement, receive television to receive designed to antenna designed an antenna (c) an or (c) measurement, or signals. an wireless signals. fixed wireless transmit fixed and transmit receive and to receive used to antenna used an antenna
2 2
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1.1.6 Authorized Vehicle. Authorized Vehicles means standard passenger vehicles, including but not limited to automobiles, passenger vans designed to accommodate ten (10) or fewer people, motorcycles and pick-up trucks having a manufacturer's rating or payload capacity of one (1) ton or less. 1.1.7 Board or Board of Directors. Board or Board of Directors means the Master Association's Board of Directors. 1.1_8 Budget. Budget means a written, itemized estimate of the Master Association's income and Common Expenses prepared pursuant to the Bylaws. 1.1.9 Bylaws. Bylaws means the Bylaws of the Master Association as currently in effect. 1.1.10 Capital Improvement Assessment. Capital Improvement Assessment means a charge against the Owners and their Lots representing their share of the Master Association's cost for installing or constructing capital Improvements on the Master Common Property. Capital Improvements Assessments shall be levied in the same proportion as Annual Assessments. Capital Improvement Assessments are "special assessments" as described in California Civil Code Section 1366. 1.1.11 City. City means the City of Indio, California, and its various departments, divisions, employees and representatives. 1.1.12 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. Among other exempt transfers, the term "Close of Escrow" herein shall not include the Recordation of a deed (i) between Declarant and (a) any successor to the rights of Declarant hereunder, or (b) any Neighborhood Builder, or (ii) between two Neighborhood Builders. 1.1.13 Club. "Club" means and refers to the Community recreational facility that is intended to serve the Owners of the Residences in Terra Lago and the tenants, guests and invitees of such Owners, in accordance with such rules and regulations regarding Club Facilities use and operation as may be adopted from time to time by the Master Association. 1.1.14 Club Charges. "Club Charges" means and refers to the charges related to the Club to be paid by the Owners of Residences pursuant to this Master Declaration. Club Charges are payable monthly by Owners of Residences for mandatory membership in the Club and for the right to use the Club Facilities. Club Charges shall be established, budgeted, assessed and collected as a part of the Annual Assessments levied to operate and maintain the Master Common Property. 1.1.15 Club Facilities. "Club Facilities" means the real property and Improvements that are owned by the Master Association, and any equipment and other amenities located in or upon the Club's real property and Improvements.

3
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1.1.16 Club Club Note. Note. "Club "Club Note" Note" means means and and refers refers to to the the unsecured unsecured promissory promissory 1.1.16 Association pursuant pursuant to to which which the the Master Master Association Association note between the Declarant and the Master Association is acquiring the Club Facilities. Facilities. The The Club Club Note Note shall shall establish establish the the amount amount of of the the purchase purchase price price at such such time time as as Declarant's Declarant's costs costs of of constructing constructing the the Club Club Facilities Facilities are are known. known. The The Master Master at and execute to obligated be shall Association, acting by and through its Board of Directors, shall be obligated to execute and Directors, of Board its through and by Association, acting of deliver to the Declarant the Club Note contemporaneously with the Declarant's conveyance of the Club Facilities to the Master Association. Club Charges, as defined in Section 1.1.14, above, will include the installment payments for the Master Association's purchase of the Club Facilities pursuant to the Club Note. 1.1.17 Common Expenses. Common Expenses means those expenses for which the Master Association is responsible under this Master Declaration, including the actual and estimated costs of and reserves for maintaining, managing and operating (including amounts incurred for maintenance imposed on the Master Association by this Master Declaration) the Master Common Property, including:

(a) herein;
(b)

Master Common Area and Improvements thereon as described

Master Maintenance Areas as described herein;

The cost and fees attributable to comply with post-construction (c) BMP's applicable to the Community, including distribution of educational literature to Owners regarding reducing pollution and informing them of the purpose, function and limitations of the structural BMP's applicable to the Community;
(d) The cost and fees attributable to providing Telecommunication Facilities and Services to the Community, including the cost of any Telecommunications Contract; The cost of all utilities and mechanical and electrical equipment (e) serving the Master Common Property; The costs and fees attributable to managing and administering the Master Association, compensating the Manager, accountants, attorneys and employees, all insurance covering the Common Property and the Directors, officers and agents of the Master Association, and bonding the members of the Board; (g) Unpaid Special Assessments, Reconstruction Assessments and (g) Capital Improvement Assessments;

lien any lien of any discharge of for discharge Association for (h) Amounts Master Association the Master by the paid by Amounts paid (h) or Community; the Community; against the levied against encumbrance levied or encumbrance the for the Association for Master Association the Master by the (i) All incurred by expenses incurred other expenses All other (i) Community, Owners; the Owners; of the benefit of common benefit the common for the Community, for
(j). (j).. The and Facilities; and Club Facilities; The Club 4 4
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/taster Association's (k) The costs costs and and fees feesattributable attributableto tothe the1Master Association's The (k) obligations under the Club Note. 1.1.18 Community. Community means (a) the Initial Covered Property, and (b) each Phase described in a Notice of Addition or a Supplemental Master Declaration. The Community is a "common interest development" and a "planned development" as defined in 1351(c) and 1351(k) of the California Civil Code. Any references in this Master Sections 1351(c) Declaration to the Community are references to the Community as a whole and to portions thereof.
CommunityWall. Wall.Community Community Wallmeans meansany anywall wallor orfence fence constructed constructed Wall 1.1.19 Community or installed by Declarant that is designated as a Community Wall in this Master Declaration, in a Supplemental Master Declaration or in a Notice of Addition. The approximate locations of the Exhibit B on Exhibit B attached hereto. depicted on are depicted Community Walls in the Initial Covered Property are

1,1.20 County_ County means Riverside County, California, and its various departments, divisions, employees and representatives.
Declarant.Declarant 1.1.21 Declarant. Declarant means IndioLand LandVentures, Ventures, LLC, LLC, a a Delaware Delaware Indio means 1.1.21 limited liability company, its successors and any Person to which it shall have assigned any of its rights by an express written assignment. As used in this Section, "successor" means a Person who acquires Declarant or substantially all of Declarant's assets by sale, merger, reverse merger, consolidation, sale of stock or assets, operation of law or otherwise. Declarant shall determine in its sole discretion the time, place and manner in which it discharges its obligations and exercises the rights reserved to it under this Master Declaration. Declarant is a "builder" as described in California Civil Code Section 1375. 1.1.22 Design Guidelines. Guidelines. Design DesignGuidelines Guidelinesmeans means the the rules rules or or guidelines 1.1.22 Design setting forth procedures and standards for submission of plans for Design Review Committee approval. 1.1.23 DesignReview Review Committee Committee Committee or Committee. Design Review Committee 1.1.23 Design Review or Committee means the Design Review Committee created in accordance with Article 3. 1.1.24 DRE. DRE DREmeans meansthe theCalifornia California Department Department of of Real Real Estate and any 1.1.24 DRE. department or agency of the California state government which succeeds to the DRE's functions. 1.1.25 Family. Family Familymeans meansnatural naturalindividuals, individuals, related related or or not, who live as a 1.1.25 Family. single household in a Residence. 1.1.26 Fiscal Year. Year. Fiscal FiscalYear Yearmeans meansthe thefiscal fiscal accounting accounting and and reporting period 1.1.26 Fiscal of the Master Association.

Master 1.1.27 Governing Documents. Documents. Governing GoverningDocuments Documents means means this Master 1.1.27 Governing Supplemental the Declaration, Articles, Bylaws, Design Guidelines, Rules and Regulations, Supplemental Declaration, the Master Addition. Master Declarations and Notices of Addition.

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1.1.28Improvement, Improvement,Improvements. Improvements.Improvement Improvementmeans 1.1.28 meansany anystructure structureand and any appurten ancethereto theretoincluding includingaabuilding, building,walkway, walkway,irrigation any appurtenance road, irrigationsystem, system,garage, garage, road, driveway,parking parkingarea, area, fence, fence, any any type type of of wall, wall, awning, awning, stairs, driveway, stairs, deck, deck.,any anytype typeof oflandscaping landscapingand and planting,antenna, antenna,windbreak, windbreak,the theexterior exteriorsurface surfaceof ofany anyvisible planting, paint on such visiblestructure structureand andthe the paint on such surface,pole, pole,sign, sign,exterior exteriorair airconditioning conditioningand andwater watersoftener surface, softenerfixture fixtureor orequipment. equipment.The TheDesign Design ReviewCommittee Committeemay mayidentify identifyadditional additionalitems itemsthat thatare Review areImprovements. Improvements. 1.1.29 Include, Include, Including. Including. Whether Whether capitalized capitalized or 1.1.29 or not, not, include include and and including including mean "include without limitatio n" and and "including "including without without limitation," mean "include without limitation" limitation," respectively. respectively. 1.1.30 Initial Initial Covered Covered Property. Property. Initial Initial Covered 1.1.30 Covered Property Property means means all all of of the the real real property describe d in Paragrap h A of the Preamble Preamble of of this property described in Paragraph A of the this Master Master Declaration. Declaration. 1.1.31 Law, Law, Laws. Laws. Whether Whether capitalized capitalized or 1.1.31 or not, not, law law and and laws laws mean mean all all federal, federal, state and local laws, ordinanc es, rules, regulatio ns and and orders. state and local laws, ordinances, rules, regulations orders. 1.1.32 Lot. Lot means a lot or parcel of land shown on a Recorded 1.1.32 Recorded Subdivision Subdivision map or or recorded recorded parcel parcel map of any portion of the Community, Community, except the Master Common map Common Area Area and any Neighbo rhood Property condominium as defined in Sections 783 and and any Neighborhood Property.. Lot also means a condominium and 1351(f) of of the the California California Civil Code. A Notice of Addition annexing a condominium 1351(f) to this condominium Master Declaration Declaration shall state that the condominium condominium is a Lot for purposes of this Master Master Declaration. Declaration. 1.1.33 n, Mainten ance. Whethe 1.1.33 Maintai Maintain, Maintenance. Whether capitalized r capitaliz ed or not, maintain and mainten ance mean "maintai n, repair and replace" and "mainten maintenance mean "maintain, "maintenance, replacement," ance, repair and replacem ent," respectiv ely; provided , that maintain or maintena respectively; provided however however, maintenance nce shall not include repair and replace( ment) where replace(ment) where the context or specific language of this Master Declarat Declaration ion provides another meaning . meaning. 1.1.34 r. Manage r means the Person retained by the Master Associa 1.1.34 Manage Manager. Manager Association tion to perform managem ent s of functions of the the Master Master Associat Association as limited limited by by the the Governi Governing ion as to perfot in management function ng Docume nts and nt between Documents and the the terms terms of of the the agreeme agreement between the the Master Master Associat Association and the the Person. Person. ion and 1.1.35 tion. Master 1.1.35 Master Master Associa Association. Master Associa Association means Terra Terra Lago Lago Commu Community tion means nity Associat ion, a ia nonprofi t corporat ion (formed Association, a Californ California nonprofit corporation (formed pursuant pursuant to to the the Californ California Nonprofit ia Nonprofit Mutual tion Law), rs-in-interest. The Mutual Benefit Benefit Corpora Corporation Law), and and its its successo successors-in-interest. The Master Master Associat Association is an an ion is "associa tion." as as defined in Section 1351 (a) of "association" of the the Californ California Civil Code, Code. ia Civil 1.1.36 tion Mainten ance Funds. 1.1.36 Master Master Associa Association Maintenance Funds. Master Master Associa Association tion Mainten ance Funds Maintenance Funds means means the the accounts accounts created created for for Master Master Associat Association receipts and and ion receipts disburse ments pursuant disbursements pursuantto toArticle Article7. 7. 1.L37 n Area. 1.1.37Master MasterCommo Common Area.Master MasterCommo Common Areameans meansreal realor orpersona personal n Area l property ion or propertyowned ownedin infee feeby bythe theMaster MasterAssociat Association ordesignat designated by the Declarant as Master ed by the Declarant as Master Common CommonArea Areaand andtherefore thereforemade madesubject subjectto tothe therestrictio restrictions onMaster MasterCommon CommonArea Area ns on establish ed in ng Docume nts. Any established inthe theGoverni Governing Documents. Anyreferenc references inthis thisMaster MasterDeclarat Declaration toMaster Master es in ion to Common Area are referenc es Common Area are referencesto tothe theMaster MasterCommon CommonArea Areaas asaawhole wholeand andto toportions portionsthereof. thereof. The n Area n of TheMaster MasterCommo Common Areasatisfies satisfiesthe thedefinitio definition of"Commo "Common Area"in inCaliforn California Civil Code n Area" ia Civil Code
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SectiOn1351(b). 1351(b).The TheMaster MasterCommon CommonArea Areain inth.e the Initial Initial Covered Covered Property Property is is described described on on Section Community the to annexed be Exhibit C attached hereto. Additional Master Common Area may may be annexed to the Community Exhibit include the pursuant to to Article Article 13. The Master Common Area shall includ.e the Club Club at at such such time time as as the the pursuant Club and Club the and fee in Club or Club Facilities are acquired by the Master Association in fee and the Club and Club Club or Club Facilities are acquired by the Master Association Facilities are are annexed annexed into into the the Community. Community. Facilities

Master means the Master Property means CommonProperty 1.1.38 Master Master Common Common Master Property.Master Common Property. 1.1.38 Master Common Common Property Property Common Area and Master Maintenance Areas. Any references to the Master are references to the Master Common Property as a whole and to portions thereof. thereof. instrument as this instrument means this 1.1.39 Master Declaration Declarationmeans Master Declaration.Master Master Declaration. 1.1.39 currently in effect. means those Area means MaintenanceArea 1.1.40 Master Maintenance Master Area.Master MaintenanceArea. Master Maintenance 1.1.40 Improvements in residential Lots or other real property which are not owned in fee by the Master Association but which are designated for maintenance by the Master Association.
Generally. The Master Maintenance Areas in a Phase of (a) Generally. development may include one or more of the following:

(i)

The structural integrity, cap and exterior surface (facing away from the residential Lot) of those portions of the Community Walls that are constructed on the residential Lots in the Phase; Certain landscaped slopes along parkways consisting of softscape and irrigation equipment which are designated for maintenance by the Master Association;
Parkways, medians and any street trees located thereon which are designated for maintenance by the Master Association; and Entry monuments; and Any and all lakes and/or clubhouses that are designated as Master Maintenance Areas at the time the property on which they are located is annexed.

(ii)

(iii)

(iv) (v)

(b) Master Maintenance Areas in the Initial Covered Property. Master Maintenance The Master Maintenance Areas in the Initial Initial Covered Covered Property Property are are described describedon onExhibit Exhibit D. D. The The Master Association's obligation to maintain any areas described generally in subparagraph (a) above which are not applicable to the Initial Covered Property shall commence in accordance with below. 2.9.3(a) below. Section 2.9.3(a) with Section

Master Master Areas in the Annexable Territory. Master Maintenance Areas Master Maintenance (c) (c) (a) subparagraph in listed items the Maintenance Areas in the Annexable Territory shall include the items listed in subparagraph (a) include shall Territory Annexable the Maintenance Areas in designate may designate Declarant may Territory. Declarant above Annexable Territory. of Annexable Tract of each Tract in each Lots in the Lots to the applicable to as applicable above as
7 7
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aster Supplemental or Addition additional Master Maintenance or aa Supplemental Master ofAddition Noticeof inaaNotice Areasin Maintenance Areas additional Declaration. Declaration. voting the I .41 . I.41 Membership. Membership means the votingand andother otherrights, rights,privileges, privileges, means Membership Membership. I and duties duties established established in in the the Governing Governing Documents Documents for for members members of of the the Master Master Association. Association. and
1.1.42 of any Recorded document, including a deed of means any Mortgage means Mortgage. Mortgage I .42Mortgage. 1, secure to trust, by by which which a a Lot, Lot, Master Master Common Common Area Area or or Neighborhood Neighborhood Property Property is is hypothecated hypothecated to secure trust, performance of an obligation.

Mortgage is made, or a Mortgage whom a to whom Person to 1.1.43 Mortgagee. meansaaPerson Mortgageemeans Mortgagee. Mortgagee 1.1.43 the assignee of the Mortgagee's rights under the Mortgage by a Recorded instrument. For purposes of this Master Declaration, the term Mortgagee shall include a beneficiary under a deed of trust. mortgaged his property. has mortgaged who has personwho 1.1.44 Mortgagor. meansaaperson Mortgagormeans Mortgagor.Mortgagor 1.1.44 For purposes of this Master Declaration, the term Mortgagor shall include a trustor under a deed of trust. Community that is the Community in the area in an area meansan 1.1.45 Neighborhood. Neighborhoodmeans 1.1.45 Neighborhood. Neighborhood subject to a Neighborhood Declaration. A Neighborhood may include one or more Phases.
1.1.46 Neighborhood Association. Neighborhood Association means any California nonprofit corporation or unincorporated association, or its successors, established in connection with a Neighborhood Declaration, the membership of which is composed of Owners of condominiums within a condominium project or owners of Lots within a planned development within the Community. 1.1.47 Neighborhood Builder. Neighborhood Builder means a Person who is designated by Declarant as a Neighborhood Builder in a Recorded document and who acquires a portion of the Community for the purpose of developing such portion for resale to the general public. The term "Neighborhood Builder" includes the First Neighborhood Builder but does not include Declarant. Each Neighborhood Builder is a "builder" as described in California Civil Code Section 1375. 1.1.48 Neighborhood Declaration. Neighborhood Declaration means the Declaration of Covenants, Conditions and Restrictions which solely affects a Neighborhood. Neither this Master Declaration nor any Supplemental Master Declaration is a Neighborhood Declaration. 1.1.49 Neighborhood Property. Neighborhood Property means real or personal property designated by the Declarant and Neighborhood Builder as Neighborhood Property in this Master Declaration, in a Supplemental Master Declaration, or in a Neighborhood Master this Master in this references in Any references Declaration Declaration. Any Supplemental Declaration. Neighborhood Supplemental or Neighborhood Declaration or whole a whole as a Property Neighborhood the Neighborhood Property as to the Declaration references to are references Property are Neighborhood Property to Neighborhood Declaration to in Area" in "Common Area" of "Common definition of the definition and satisfies the Property satisfies Neighborhood Property thereof. Neighborhood portions thereof. to portions and to Section 1351(b) of the California Civil Code. Section 1351(b) of the California Civil Code.

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1.1.50 Neighborhood Supplemental Declaration. Neighborhood Supplemental Declaration means a Recorded instrument solely affecting a Neighborhood or a portion thereof, which imposes conditions, covenants, or restrictions or reserves easements in addition to the conditions, covenants, restrictions and easements established in the Neighborhood Declaration. A Neighborhood Supplemental Declaration may also annex real property to the coverage of the Neighborhood Declaration. A Supplemental Master Declaration is not a Neighborhood Supplemental Declaration. 1.1.51 Notice and Hearing. Notice and Hearing means written notice and a hearing before the Board as provided in the Bylaws. 1.1.52 Notice of Addition. Notice of Addition means an instrument Recorded pursuant to Article 13 to annex additional real property to the Community. A Notice of Addition may include a Supplemental Master Declaration. 1.1.53 Operating Fund. Operating Fund means that portion of the Common Expenses allocated for the daily operation of the Master Association, 1.1.54 Owner. Owner means the Person or Persons, including Declarant and Neighborhood Builders, holding fee simple interest to a Lot. Each Owner has a Membership in the Master Association. The term "Owner" includes sellers under executory contracts of sale but excludes Mortgagees. The term "Owner" may be expanded in a Supplemental Master Declaration to include other Persons. 1.1.55 Party Wall. Party Wall means each wall or fence constructed on the boundary between adjacent Lots. 1.1.56 Person. Person means a natural individual or any legal entity recognized under California law. When the word "person" is not capitalized, the word refers only to natural persons. 1.1.57 Phase. Phase means each of the following: (a) all the real property covered by a Notice of Addition for which a Final Subdivision Public Report has been issued by the DRE, and (b) real property consisting solely of Master Common Area as described in a Notice of Addition or a Supplemental Master Declaration_ Declarant may otherwise define the term "Phase" in a Notice of Addition or a Supplemental Master Declaration. 1.1.58 Prohibited Vehicle. Prohibited Vehicle means any vehicle not classified as an Authorized Vehicle or Restricted Vehicle. 1.1.59 Reconstruction Assessment. Reconstruction Assessment means a charge against the Owners and their Lots representing their share of the Master Association's cost to reconstruct any Improvements on the Master Common Area. Such charge shall be levied among all Owners and their Lots in the same proportions as Annual Assessments. Reconstruction Assessments are "special assessments" as described in California Civil Code Section 1366. 1.1.60 Record or File. Record or File means, with respect to any document, the entry of such document in official records of the County Recorder. 9
4 08 19698_ 8

1.1.61 Reserve Reserve Fund. Fund. Reserve Reserve Fund Fund means means that that portion portion of of the the Common Common 1.1.61 Expenses allocated allocated (a) (a) for for the the future future repair repair and and replacement replacement of, of, or or additions additions to, to, structural structural Expenses ained association-maint elements, major components of Master Association-maintained other and equipment mechanical elements, policies insurance to cover cover the the deductibles deductibles under under all all insurance policies Improvements, and and (b) (b) amounts amounts necessary necessary to Improvements, maintained by the Master Association. Association. Master the by maintained 1.1.62 Residence. Residence. Residence Residence means means the the dwelling dwelling unit unit constructed constructed on on a a Lot, Lot, 1.1.62 excluding the the garage garage area, area, which which is is designed designed and and intended intended for for use use and and occupancy occupancy as as a a residence residence excluding by a single Family.

1.1.63 Restricted Vehicle. Restricted Vehicles means recreational vehicles, motor homes, travel trailers, camper vans, boats and similar vehicles. means Right Repair Law meansDivision Division 2, 2, Part Part 2, Law Rightto toRepair Repair Law. Repair toto Right Law. 1.1.64 Right Title 7 (commencing with Section 895) of the California Civil Code. Regulations Rules and Regulationsmeans meansthe thecurrent current rules rules and Rules 1.1.65 Rules Rules and andRegulations. Regulations. 1.1.65 and regulations for the Community.
Special Assessment. Assessment.Special Special Assessmentmeans meansa a charge charge against against an Assessment 1.1.66 Special Owner and his Lot representing a reasonable fine or penalty, including reimbursement costs, as provided for in this Master Declaration. Special Benefit Benefit Area. Area.Special Special BenefitArea Areameans meansa agroup group of of Lots Lots that Benefit 1.1.67 Special share the costs of either (a) maintaining, repairing and replacing specified Improvements on portions of the Master Common Property or to Neighborhood Property, or (b) receiving certain services provided by the Master Association. Special Benefit Areas may be identified by Declarant in this Master Declaration or any Supplemental Master Declaration when Declarant, in its sole discretion, determines that a group of Lots benefits more from certain Improvements or services than the Community as a whole. The Board may also designate Special Benefit Areas under circumstances authorized in this Master Declaration or a Supplemental Master Declaration. There is no Special Benefit Area in the Initial Covered Property. SpecialBenefit BenefitExpenses Expenses means means those Special Benefit Benefit Expenses. Expenses.Special 1.1.68 1.1.68 Special expenses which are attributable solely to any Special Benefit Area and for which the Master Association is responsible under this Master Declaration or pursuant to a Supplemental Master Declaration. SupplementalMaster Master Declaration Declaration 1.1.69 Supplemental Master MasterDeclaration. Declaration.Supplemental 1.1.69 Supplemental in order to Community the of portion means an instrument Recorded by Declarant against all or a supplement, modify or clarify covenants, conditions and restrictions or easements established more or more (I) or one (I) affect one may affect Declaration may under this Master Declaration. A Supplemental Master Declaration Supplemental Master Lots. Declarant, or a Neighborhood Builder with Declarant's consent, may record a of all of ownsall Builder owns Neighborhood Builder a Neighborhood or a Supplemental Declarant or as Declarant long as so long Declaration so Master Declaration Supplemental Master Supplemental A Supplemental Declaration. A Master Declaration. the Supplemental Master the Supplemental by the encumbered by be encumbered to be property to real property the real encumbered property the to applies it as Master Declaration may modify this Master Declaration as it applies to the property encumbered Declaration Master this Master Declaration may modify by Declaration. Master Declaration. Supplemental Master the Supplemental by the

10 10
408196982 40819698_

1.1.70 Telecommunication Telecommunication Facilities. Facilities. Telecommunication 1.1.70 Telecommunication Facilities Facilities means means equipment, cables, conduits, inner ducts, ducts, vaults, vaults, connecting connecting hardware, equipment, cables, conduits, inner hardware, wires, wires, poles, poles, transmitters, transmitters, towers, antennae antennae and and other other facilities facilities and and structures structures necessary necessary for, towers, for, or or used used in, in, the the provision provision of of Telecommun ication Services. Telecommunication Services. 1.1.71 Telecommunications Telecommunications Services. Services. Telecommunications 1.1.71 Telecommunications Services Services means means Telecommun ication Facilities, Improvement s, and and services services for Telecommunication Facilities, Improvements, for cable cable television, television, communications, communications, telecommunications, antenna, antenna, high-speed high-speed data, data, telephony telephony and telecommunications, and all all related related vertical vertical services, services, intranet, interact, information transfer, transmission, intranet, interact, information transfer, transmission, video video and and other other similar similar services. services. Declarant Declarant may expand expand this this definition definition in in any any Supplemental Supplemental Master Master Declaration. may Declaration. 1.2 INTERPRETATION. INTERPRETATION. 1.2 1.2.1 General This Master GeneralRules. Rules. Declaration This Master Declarationshall shallbe beliberally liberally construed construed to to effectuate its purpose of creating a uniform plan for subdividing, maintaining, improving and selling the Community. 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. 1.2.2 Articles, Sections Exhibits. Articles, Sectionsand and Exhibits. The 1.2.2 The Article andSection Section headings headings are Article and 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 attached to this Master Declaration are incorporated in this Master Declaration by this reference. The locations and dimension of any Improvements Improvements depicted on the Exhibits attached hereto and to any Notice of Addition are approximate only and the as-built location and dimension of any such Improvement s shall control. Improvements 1.2.3 and Inconsistenc 1.2.3 Priorities Priorities and Inconsistencies. ies. If If there are conflictsor orinconsistenc inconsistencies there are conflicts ies between this Master Declaration and the Articles, Bylaws, Rules and Regulations, or Design Guidelines, then the provisions of this Master Declaration shall prevail. 1.2.4 to Other Governing 1.2.4 Relationship Relationship to Other Governing Documents.As Documents. As eachPhase Phase of of the the each Community is developed, Declarant or Declarant and a Neighborhoo Neighborhood d Builder may, with respect thereto, Record one (1) or more Supplemental Master Declarations which shall designate the use classification s within the areas affected and which may supplement this Master Declaration with classifications such additional covenants, conditions, restrictions and land uses as Declarant may deem appropriate appropriate for for the the real real property property being being annexed annexed thereby. thereby. The The provisions provisions of of any any Supplementa Supplemental l Master Master Declaration Declaration may may impose impose such such additional, additional, different different or or more more restrictive restrictive conditions, conditions, covenants, covenants, restrictions, restrictions, land land uses uses and and limitations limitations as as Declarant Declarant may may deem deem advisable, advisable, taking taking into into account account the the particular particular requirements requirements of of each each Phase. Phase. Except Except as as set set forth forth in in Section Section 10.1.4, 10.1.4, if if there there is is any any conflict conflict between between any any Supplemental Supplemental Master Master Declaration Declaration and and the the Master Master Declaration, Declaration, the the Supplemental Supplemental Master Master Declaration Declaration shall shall control control with with respect respect to to the the real real property property annexed annexed by by such such Supplementa l Master Supplemental Master Declaration. Declaration. If If there there is is any any conflict conflict between between any any Neighborhoo Neighborhood d Declaration Declaration and and the the provisions provisions of of the the Master Master Declaration Declaration or or applicable applicable Supplemental Supplemental Master Master Declaration, Declaration, the the Master Master Declaration Declaration and and applicable applicable Supplemental Supplemental Master Master Declaration Declaration shall shall

11 11
40819698.8 40819698.8

control. A A Neighborhood Neighborhood Declaration Declaration may, may, but but need need not, not, provide provide for for the the establishment establishment of of a a control. Neighborhood Association. Neighborhood Association.

Declaration are independent Master Declaration this Master of this 1.2.5 Severability. independent provisionsof Theprovisions Severability.The 1.2,5 of unenforceability or and severable, A determination of invalidity, partial invalidity or unenforceability of any any one one invalidity partial invalidity, and severable. A determination of provision of of this this Master Master Declaration Declaration by by a a court court of of competent competent jurisdiction jurisdiction does does not not affect affect the the provision Declaration. Master validity or enforceability of any other provisions of this Master Declaration. this of provisions other any of validity or enforceability
1.2.6 Statutory Statutory References. References. All All references references made made in in this this Master Master Declaration Declaration to to 1.2.6 statutes are are to to those those statutes statutes as as currently currently in in effect effect or or to to subsequently subsequently enacted enacted replacement replacement statutes statutes. statutes.

ARTICLE 2 MASTER ASSOCIATION

2.1 GENERAL DUTIES AND POWERS. The Master Association has the duties and powers listed in the Governing Documents 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 general welfare of the Owners, subject only to the limits on the exercise of such powers listed in the Governing Documents including the exemptions of Declarant and Neighborhood Builders herein, and the Supplemental Master Declarations. Unless otherwise indicated in the Articles, Bylaws, this Master Declaration, or the Supplemental Master Declarations, the powers of the Master Association may be exercised by the Board. 2.2 SPECIFIC DUTIES AND POWERS. In addition to its general powers and duties, the Master Association has the following specific powers and duties. 2.2.1 Master Common Property. The power and duty to accept, maintain and manage the Master Common Property. The Master Association may install or remove Capital Improvements on the Master Common Property. The Master Association may reconstruct, replace or refinish any Improvement on the Master Common Property. 2.2.2 Utilities. The power and duty to obtain, for the benefit of all the Community, all commonly metered water, gas and electric services, and the power, but not the duty, to provide for trash collection, recycling and cable or master television service. 2.2.3 Granting Rights. The power to grant exclusive or nonexclusive easements, licenses, interests in the Master Common Area owned by the fee interests or fee way or of way rights of easements, licenses, rights Improvements to Master Association, to the extent any such grant is reasonably required (a) for improvements Improvements of Improvements location of as-built location the as-built with the serve conformity with of conformity purposes of for purposes (b) for Community, (b) the Community, serve the in (c) in Association, Master Association, (c) the Master or the installed Builders or Neighborhood Builders Declarant, Neighborhood by Declarant, authorized by or authorized installed or the with the consistent with purposes consistent other purposes for other connection (d) for or (d) adjustment, or line adjustment, lot line lawful lot any lawful with any connection with the of portion any deannex any portion of the intended may deannex Association may Master Association The Master Community. The the Community. of the use of intended use lot lawful lot any lawful with any connection with in connection Community Declaration in Master Declaration the Master of the encumbrance of the encumbrance from the Community from line adjustment. line adjustment.

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40819698.8 40819698.8

duty, to employ the duty, not the butnot 2.2.4 Employ power, employ Persons Persons power,but The Personnel.The EmployPersonnel. 2.2.4 y, Propert n Commo Master the of necessary for the effective operation and maintenance of the Master Common Property, ance mainten and on operati necessary for the effective including legal,manage management andaccoun accounting services. s. ting service ment and g legal, includin insurance for the keep insurance tokeep 2.2.5 Insurance. The power and duty the Master Master dutyto and power The Insurance. 2.2.5 tion. Common Area in accordance with this Master Declaration. Common Area in accordance with this Master Declara maintain any private to maintain dutyto andduty power 2.2.6 Sewers The power and private The Drains. StormDrains. andStorm Sewersand 2.2.6 n Commo Master the in s facilitie e sewer systems, private storm drains, or private drainage facilities in the Master Common drainag private sewer systems, private storm drains, or Property in accorda accordance with the the Govern Governing Documents. ents. ing Docum nce with y in Propert n 2.2.7 Lakes Lakes and and Related Related Mainte Maintenance. The power power and and the the duty duty to to maintai maintain nance. The 2.2.7 th. ted therewi any private private lakes, lakes, wells, wells, pumps, pumps, drainag drainage and other other items items associa associated therewith. e and any , 2.2.8 Mainte Maintenance Guidelines. The power power and and duty duty to to adopt adopt and and to to operate operate, ines. The nance Guidel 2.2.8 ance ents in maintain and inspect inspect the the Master Master Commo Common Property and its its various various compon components in conform conformance y and n Propert n and maintai y annuall than less no s no less than annually iate revision with any any mainten maintenance guidelines for necessa necessary or appropr appropriate revisions ry or nes for ance guideli with after the the Board Board has has prepare prepared Budget. . d the Budget after
Regulations. 2.2.9 Rules and Regula tions. The power, but not the duty, to create 2.2.9 ng criteria d that the followi tions provide exceptions, adopt, amend, amend, repeal, the Rules and Regula Regulations provided following criteria ons, adopt, excepti are satisfied: are satisfied:

amendments, exceptions, amendments, Standards (a) Enforceability. The exceptions, Standards for Enforceability. laws. applicable laws. repeal Regulations are in writing and comply with all applicable resulting Rule and Regulations the resulting and the repeal and Regulations may concern Areas of Regulation. Regulation. The Rules and Regulations (b) clubhouses and/or lakes use (including any clubhouses Property (including Common Property Community, Master Common the Community, of the use of of use of maintenance, use property maintenance, standards of property included minimum standards restrictions, minimum signs, parking restrictions, therein), signs, included therein), under matter other any and any other matter under Community and golf the Community within the vehicles within electric vehicles neighborhood electric and neighborhood carts and golf carts the Master Association's jurisdiction. the Master Association's jurisdiction. apply must apply Regulations must and Regulations Rules and Limits The Rules Regulation. The on Regulation. Limits on (c) (c) state ble applica state all applicable and all Declaration and uniformly Master Declaration this Master with this comply with must comply and must Owners and all Owners to all uniformly to and laws. local laws. and local or Rules or Repeal.Rules and Repeal. (d) Amendment and Procedure Adoption, Amendment forAdorition, Procedurefor (d) including Lot,including aLot, ofa useof theuse (ii)the procedures Property,(ii) CommonProperty, MasterCommon ofMaster useof theuse (i)the concerning(i) proceduresconcerning including ne, discipli memberdiscipline, including (iii)member Lots,(iii) any affectLots, thataffect Guidelinesthat DesignGuidelines orDesign standardsor aestheticstandards anyaesthetic any (iv)any Documents,(iv) GoverningDocuments, any theGoverning ofthe violationof forviolation penaltiesfor monetarypenalties ofmonetary scheduleof anyschedule payment ent assessm ent delinqu assessment payment fordelinquent procedure standardsfor anystandards (v)any penalties,(v) ofpenalties, impositionof theimposition forthe procedurefor assessment ofassessment resolutionof forresolution plans, Associationfor MasterAssociation theMaster bythe adoptedby proceduresadopted anyprocedures (vi)any and(vi) plans,and nce accorda in d repeale orrepealed in accordance amendedor disputes adopted,amended beadopted, onlybe mayonly Rule")may "CoveredRule") (each,aa"Covered disputes(each, with procedure: followingprocedure: thefollowing withthe

(i) (i)

Change ("RuleChange notice("Rule writtennotice The providewritten mustprovide Boardmust TheBoard the tothe Ruleto CoveredRule inaaCovered changein Notice") proposedchange ofaaproposed Notice")of change the making before days (30)days before making the change, , thirty(30) members leastthirty atleast membersat
13 13

40819698.8 40 19696 8

except for an Emergency Rule Change (defined below). The Rule Change Notice must include the text of the proposed change and a description of the purpose and effect of the proposed change (a Rule Change Notice is not required if the Board determines that an immediate change is required to address an imminent threat to public health or safety, or an imminent risk of substantial economic loss to the Master Association); (ii) The decision on a proposed change shall be made at a Board meeting after consideration of comments made by the members of the Master Association; The Board shall deliver a notice of the adopted change ("Adopted Rule Notice") to every member of the Master Association within fifteen (15) days of adoption. If the change was an Emergency Rule Change, the Adopted Rule Notice shall include the text of the Emergency Rule Change, a description of the purpose and effect of the Emergency Rule Change, and the date on which the Emergency Rule Change expires; If the Board determines that an immediate Rule change is required to address an imminent threat to public health or safety, or an imminent risk of substantial economic loss to the Master Association, it may make the change on an emergency basis ("Emergency Rule Change") and it need not send a Rule Change Notice under Section 2.2.9(d)(i) above. An Emergency Rule Change is effective for one hundred-twenty (120) days, unless the adopted change provides for a shorter effective period. Any change that is adopted as an Emergency Rule Change may not be readopted under authority of this subpart; A Rule Change Notice or an Adopted Rule Notice required by this Section 2.2.9(d) is subject to California Civil Code Section 1350.7; and A change to the Rules and Regulations made pursuant to this Section 2.2.9(d) may be reversed as provided in California Civil Code Section 1357.140.

(iii)

(iv)

(v)

(vi)

The foregoing procedure does not apply to Rules and Regulations that do not meet the definition of Covered Rules above, nor to decisions of the Board regarding maintenance of Master Common Property, a decision on a specific matter that is not intended to apply generally, a decision setting the amount of an Annual Assessment or a Special Assessment, a Rule change that is required by law if the Board has no discretion as to the substantive effect of 14
4081_9698 8

the changes, changes, or or issuance issuance of of a a document document that that merely merely repeats the repeats existing existing law law or or the the governing governing documents. documents. 2.2.10 Borrowing. Borrowing. The The power, power, but but not 2.2.10 not the the duty, duty, to to borrow borrow money money for for purposes purposes authorized by by the the Articles, Articles, Bylaws, Bylaws, Master Master Declaration, Declaration, any authorized Declarations any Supplemental Supplemental Master Master Declarations or any any Notice Notice of of Addition, Addition, and and to to use use the the Master Master Common Common Area or Area owned owned by by the the Master Master Association as as security security for for the the borrowing. borrowing. Association 2.2.11 Contracts. Contracts. The 2.2.11 Thepower, power,but butnot notthe the duty, duty, to to enter enter into contracts. This This includes contracts contracts with with Owners Owners or or other other Persons Persons to to provide includes provide services services or or to to maintain maintain Improvements in in the the Community Community and and elsewhere elsewhere which which the Improvements the Master Master Association Association is is not not otherwise otherwise required to provide provide or or maintain maintain by by this this Master Master Declaration. required to Declaration. 2.2.12 Telecommunications Telecommunications Contract. 2.2.12 Contract.The The power,but butnot not the the duty, duty, to enter power, enter into, accept an assignmen t into, assignment of, or otherwise cause the Master Association Association to comply with the terms and provisions of an exclusive telecommunications telecommunications services contract terms ("Telecom munication s Contract") ("Telecommunications Contract")with withaatelecommu telecommunications service provider ("Service nications service Provider"), pursuant Provider"), pursuant to to which which the the Service Service Provider shall serve as the exclusive provider of Telecommunications Services to each Lot in the Community. Community. The Board shall only enter into, Telecommunications accept an assignmen t of, or otherwise cause the Master Association accept assignment Association to comply with the terms and provisions of the Telecommunications Telecommunications Contract if the Board determines, provisions determines, in its sole discretion, that such action is in the best interests that of the Master Association. Association. Although not exhaustive, exhaustive, the Board shall consider the following factors in making such a determination: Board determination: (a) Initial Term Term and andExtension Extensions. The initial initial term of the s. The Telecomm unications Telecommunications Contract should not exceed five (5) years, and, if the Telecomm Telecommunications unications Contract , the length of each such extension should also not Contract provides for automatic extensions extensions, exceed exceed five (5) years. (b) Terminatio n. The (b) Termination. The Telecomm Telecommunications Contract should provide unications Contract that: (i) at least six (6) months prior to the expiration that: of either the initial or any extended term of the unications Contract, the entire Membersh the Telecomm Telecommunications Membership Association ip of the Master Associatio n may, without cause, by a sixty percent (60%) vote of the Class A Members, prevent any automatic extension unications Contract may provide for, and thereby allow the extension that the Telecomm Telecommunications Telecomm unications Contract Telecommunications Contract to to expire, expire, and and (ii) (ii) at at any any time, time, the the Board Board may may terminate terminate the the Telecomm unications Contract if, in the sole discretion of the Board, the Service Provider fails to Telecommunications provide -art Telecomm unications Services. provide quality, quality, state-of-the state-of-the-art Telecommunications Services. (c) Fees. (c) Fees. Whether Whether the the monthly monthly fee fee charged charged to to the the Master Master Associatio Association n by by the the Service Service Provider Provider for for the the provision provision of of the the Telecomm Telecommunications Services to to all all of of the the Lots Lots unications Services represents e retail represents a a discount discount from from the the comparabl comparable retail fees fees charged charged by by the the Service Service Provider Provider in in the the general y is general geographic geographic area area in in which which the the Communit Community is located, located, and, and, if if so, so, the the amount amount of of such such discount. discount. (d) Installatio n of (d) Installation ofTelecomm Telecommunications Facilities.Whether Whether the the unications Facilities. Service Service Provider Provider is is solely solely responsible responsible for for the the installation installation, and the cost thereof, of all of the , and the cost thereof, of all of the Telecomm unications Facilities Telecommunications provide Telecomm Telecommunications Servicesto toeach Facilities necessary necessary to to provide eachLot. Lot. unications Services 15 15
40819698.8 40819698.8

Removal of Telecommunications Facilities. Whether the Service (e) Provider has the right to remove the Telecommunications Facilities upon expiration or termination of the Telecommunications Contract. 2.2.13 Resale Program. The power, but not the duty, after Declarant no longer owns a Lot or portion of the Annexable Territory, or, prior to such period, with Declarant's consent, to provide services related to the sale of real property and may own, operate and staff a center for the purpose of facilitating sale of real property in the Community. Any such center shall be operated in accordance with policies and procedures adopted by the Master Association. 2.2.14 Indemnification. For Master Association Representatives. To the fullest extent (a) authorized by law, the power and duty to indemnify Board members, Master Association officers, Design Review Committee members, and all other Master Association committee members for all damages, pay all expenses incurred, and satisfy any judgment or fine levied as a result of any action or threatened action brought because of performance of an act or omission within what such person reasonably believed to be the scope of the Person's Master Association duties ("Official Act"). Board members, Master Association officers, Design Review Committee members, and all other Master Association committee members are deemed to be agents of the Master Association when they are performing Official Acts for purposes of obtaining indemnification from the Master Association pursuant to this Section. The entitlement to indemnifcation under this Master Declaration inures to the benefit of the estate, executor, administrator and heirs of any person entitled to such indemnifcation. For Other Agents of the Master Association. To the fullest (b) extent authorized by law, the power, but not the duty, to indemnify any other Person acting as an agent of the Master Association for damages incurred, pay expenses incurred, and satisfy any judgment or fine levied as a result of any action or threatened action because of an Official Act. Provided by Contract. The power, but not the duty, to contract (c) with any Person to provide indemnifcation in addition to any indemnification authorized by law on such ten is and subject to such conditions as the Master Association may impose. 2.2.15 Annexing Additional Property. The power, but not the duty, to annex, pursuant to Section 13.2, additional property to the Community encumbered by this Master Declaration. 2.2.16 License and Use Agreements. The power, but not the duty, to enter into agreements with Declarant, Neighborhood Builders, any Neighborhood Association or any homeowners association having jurisdiction over the Annexable Territory to share facilities located on the Master Common Area (the "Facility") with the Owners of Residences in the Annexable Territory that is not annexed to the Community. Any such agreement shall be in form and content acceptable to Declarant, any involved Neighborhood Builder or Neighborhood Association, the Board of Directors (without the approval of Owners) and the board of directors of any adjacent homeowners association and shall include provisions regarding use and sharing of maintenance costs for the Facility. 16
40819698.g

ion has 22.17 Club Acquisition and Club ClubNote. Note. The TheMaster MasterAssociat Association has tion and Facilities Acquisi Club Facilities 22.17 that s Facilitie Club the acquire to t the right and power to enter into an agreement with Declarant to acquire the Club Facilities that Declaran with nt agreeme an into the right and power to enter ion pursuant callsfor forpayment paymentfor forthose thoseClub ClubFacilitie Facilities bythe theMaster MasterAssociat Association pursuantto tothe theterms termsof ofthe the s by calls to ion Associat Master the for required be not Club Note. The approval of the Membership shall not be required for the Master Association to shall ship Member the of l Club Note. The approva Note. Club the acquire the Club Facilities or to execute and deliver the Club Note. acquire the Club Facilities or to execute and deliver ion has 2.2.18 Operati Operation and Manage Management of The The Club. Club. The The Master Master Associat Association has ment of on and 2.2.18 contract to and/or l, personne y necessar all the power and the obligation to provide, and to hire all necessary personnel, and/or to contract hire to the power and the obligation to provide, and nal facilities nity recreatio with a a managem management company to to provide provide any any or or all all of of the the Commu Community recreational facilities and and ent company with the of benefit the for s Facilitie Club the services to be provided by the Master Association at the Club Facilities for the benefit of the at ion Associat services to be provided by the Master Owners of of Residen Residences, their tenants, tenants, guests guests and and invitees, invitees, and and to to amortize amortize Club Club Charges Charges and and other other ces, their Owners s Expense n Commo as derived payment obligations under the Club Note through funds derived as Common Expenses funds through Note Club the payment obligations under ent. ent of collectible from the the Owners Owners of of Residen Residences as a a compon component of the the Annual Annual Assessm Assessment. ces as le from collectib
2.3 PROH PROHIBITED FUNCTIONS. IONS. IBITED FUNCT 2.3

ion shall not use any Master 2.3.1 Off-site Association Nuisances. The Master Associat Off-siteNuisances. 2.3.1 g from outside the ce or nuisance emanatin Association funds or resource resources annoyance emanating the s to abate any annoyan ion funds Associat physical boundaries of the Community. nity. Commu physical boundaries ion shall not conduct, sponsor, Political Activities. Association s. The Master Associat l Activitie 2.3.2 Politica g any n or event, includin participate in or or expend funds or resource resources campaign including any s toward any activity, campaig te in participa to pertain ely exclusiv and directly not does social or political campaign, event or activity exclusively to which social or political campaign, shall ion Associat Furthermore, the Master Association shall the Association. Furthermore, activities of the Master Association. authorized activities the authorized a influence a activities intended to influence s or activities not participate in federal, state or local political activities activitie not participate ent endorsem (e.g., nity Commu the governmental Community endorsement boundaries of action affecting areas outside the boundaries governmental action it shall nor authority), governmental authority), or shall it administrative actions by a local governmental legislative or administrative of legislative support of or support proposals. appointed office or ballot proposals. support candidates for elected or appointed campaign for or against candidates or campaign support or the of portion Declarant owns any There amendment of this Section so long as Declarant no amendment be no shall be There shall Community. Community. as long as so long For so Area. For Benefit Area. 2.3.3 Special Benefit or Special Association or Neighborhood Association 2.3.3 Neighborhood Master the Master neither the Declaration, neither Declarant Master Declaration, this Master of this 2.7 of Section 2.7 under Section right under veto right a veto has a Declarant has of consent of written prior the without Association Builder, without the prior written consent Neighborhood Builder, any Neighborhood nor any Owner nor any Owner nor any Association nor Civil ia Californ Civil the California of the 1351(a) of Section 1351(a) Declarant, in Section defined in (as defined association (as an association form an (a) form shall (a) Declarant, shall other or other Area or Benefit Special a create Code) to manage any portion of the Community or (b) create a Special Benefit Area (b) or Code) to manage any portion of the Community all than all fewer against fewer than Association against Master Association the Master such of the Expenses of Common Expenses any Common apportion any to apportion device to such device of Lots. their Lots. and their Owners and the Owners of the
2.4 STANDARD OF CARE,NONLI NONLIABILITY. ABILITY. CARE, ARD OF 2.4 STAND

Care. ofCare. 2.4.1 ofof Powers and Standard Standardof and Powers Scope 2.4.1 Scope the onthe conferredon powersconferred andpowers Rightsand General Powers.Rights ofPowers. Scopeof (a) GeneralScope (a) Master theMaster ofthe representativesof orrepresentatives Board, committeesor othercommittees orother Committeeor ReviewCommittee DesignReview theDesign Board,the upon charged ies disabilit or ns obligatio or disabilities charged upon Association duties, obligations not duties, are not Documentsare Governing Documents theGoverning bythe Associationby or dutiesor includingduties asincluding identifiedas those explicitlyidentified are explicitly powersare andpowers rightsand therights unlessthe Personsunless thosePersons Board, the on imposed is act to dutyto act is imposed on the Board, obligations Unlessaaduty law.Unless orlaw. Documentsor GoverningDocuments theGoverning inthe obligationsin
17 17
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the Design Design Review Review Committee Committee or or other other committees committees or or representatives representatives of of the the Master Master Association Association the by the Governing Documents or law, the Board, the Design Review Committee and the committees have the right to decide to act or not to act. Any decision not to act is not a waiver of the right to act in the future.

(b) Business Affairs. This Section 2.4.1(b) applies to Board member actions in connection with management, personnel, maintenance and operations, insurance, contracts and finances and Design Review Committee member actions. Each Board member shall perform his duties in good faith, in a manner the Board member 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 Board member is entitled to rely on information, opinions, reports or statements, including financial data prepared or presented by: (i) One (1) or more officers or employees of the Master Association whom the Board member believes to be reliable and competent in the matters presented; Counsel, independent accountants or other Persons as to matters which the Board member believes to be within such Person's professional or expert competence; or A committee of the Board upon which the Board member does not serve, as to matters under its designated authority, which committee the Board member believes to merit confidence, so long as the Board member acts in good faith, after reasonable inquiry when the need is indicated by the circumstances and without knowledge that would cause such reliance to be unwarranted.

(ii)

(iii)

This Section 2.4.1(b) is intended to be a restatement of the business judgment rule established in applicable law. All modifications of the business judgment rule as applicable to the Master Association shall automatically modify this Section 2.4.1(b). Master Association Governance. This Section 2.4 applies to (c) Board actions and Design Review Committee decisions in connection with interpretation and enforcement of the Governing Documents, architectural and landscaping control, regulation of uses within the Community, rule making and oversight of committees. Actions taken or decisions made in connection with these matters shall be reasonable, fair and nondiscriminatory. 2.4.2 Nonliability. (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 or injuries or such injuries that such extent that the extent to the damage except to Acts, except Official Acts, Person's Official such Person's from such resulting from damage resulting the to the liable to is liable Person is No Person damage misconduct. No malicious misconduct. or malicious willful or Person's willful the Person's from the result from damage result injuries for Association) Master the of Master Association (or to any party claiming in the name of the Master Association) for injuries name the in claiming party any to (or Master Association or injuries or such injuries that such extent that the extent to the or fronisuch except to Acts, except Official Acts, -such Person's Person's Official damage resulting from or damage 18 18
40819698.8 40819698 8

damage result result from from such such Person's Person's negligence negligence or or willful willful or or malicious malicious misconduct. misconduct. The The Master Master damage Association is is not not liable liable for for damage damage to to property property in in the the Community Community unless unless caused caused by by the the Association negligence of of the the Master Master Association, Association, the theBoard., Board, the Master Association's officers, the the Manager Manager negligence or the the Manager's Manager's staff, staff. or Nonliabilityof ofVolunteer VolunteerBoard BoardMembers Membersand and Officers. Officers.A A (b) Nonliahility (b) volunteer Master Master Association Association officer officer shall shall not not be be personally personally liable liable to to volunteer Board member or volunteer or death wrongful distress, emotional any Person who suffers injury, including bodily injury, emotional distress, wrongful death or injury, bodily any Person who suffers injury, including property damage or loss as a result of the tortious act or omission of the volunteer officer or Board member if all applicable conditions specified in Section 1365.7 of the California Civil Code are met. Nonliabilitv of Owners. Owners. Pursuant to California Civil Code Nonliability (c) Section 1365,9, no Owner shall be liable for any cause of action in tort which can be brought against the Owner solely because of the Owner's undivided interest in the Master Common Area so long as the Master Association keeps one (1) or more policies of insurance which include coverage for general liability of the Master Association in the amount required by California Civil Code Section 1365.9 and that insurance is in effect for the cause of action being brought. 2.5 MEMBERSHI MEMBERSHIP. P. 2.5

Membership in the acquireaaMembership 2.5.1 Generally. Every Owner shall automatically automaticallyacquire shall Owner Every Generally. 2.5.1 Master Association upon Close of Escrow for such Owner's Lot and retain the Membership 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. Declarant shall be the sole member of the Master Association until the first Close of Escrow occurs in the Community. Thereafter, Declarant shall continue to be a member so long as Declarant owns a Lot in the Community. Each Neighborhood Builder shall be a member of the Master Association for any Lots owned by such Neighborhood Builder in a Phase for which a Close of Escrow has occurred. Memberships are not assignable except to the Person to whom title to the Lot is transferred, and every Membership is appurtenant to and may not be separated from the fee ownership of such Lot. The rights, duties, privileges and obligations of all Owners are as provided in the Governing Governing Documents_ Documents. transferred, betransferred, notbe maynot Owner any 2.5.2 Transfer. The Membership ofof any Owner may Membership The Transfer. pledged or alienated in any way, except on the transfer or encumbrance of such Owner's Lot, and then only to the transferee or Mortgagee of such Lot. A prohibited transfer is void and will not be reflected in the records of the Master Association. Any Owner who has sold his Lot to a contract purchaser under an agreement to purchase may delegate the Owner's 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 Assessments attributable to the contract seller's Lot which accrue before title to the Lot is the to the rights to Membership rights his Membership transferred. delegate his to delegate refuses to or refuses fails or seller fails contract seller the contract If the transferred. If to transfer to the transfer record the may record Association may contract Master Association the Master Escrow, the of Escrow, Close of the Close before the purchaser before contract purchaser will purchaser contract no However, the records. However, no contract purchaser will Association's records. Master Association's the Master in the purchaser in contract purchaser the contract without contract without purchase contract a purchase of a term of the term be during the meetings during Association meetings Master Association at Master vote at to vote entitled to be entitled contract the to rights Membership seller's Membership rights to the contract satisfactory contract seller's the contract of the delegation of the delegation of the evidence of satisfactory evidence
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purchaser. The The Master Master Association Association may may levy levy a a reasonable reasonable transfer transfer fee fee against against a a new new Owner Owner and and purchaser. such Owner's Lot (which fee shall be paid through escrow or 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.

2.5.3 Classes of Membership. Master Association classes of voting Membership are as follows: (a) Class A. Class A Members are all Owners except Declarant and the Neighborhood Builders for so long as there exists a Class B Membership. Class A Members are entitled to one (1) vote for each Lot subject to Assessment. Declarant and the Neighborhood Builders shall become a Class A Member upon conversion of the Class B Membership as provided below. The vote for such Lot shall be exercised in accordance with Section 2.6.1, but no more than one (1) Class A vote may be cast for any Lot.
(b) Class B. B. The Class B Members are Declarant and the Class Neighborhood Builders. Class B Members are entitled to three (3) votes for each Lot owned by Declarant or Neighborhood Builder subject to Assessment. The Class B Membership shall be converted to Class A Membership upon the earlier to occur of the following events:

(i)

The Close of Escrow for the sale of one thousand one hundred and thirteen (1,113) Lots in the overall development composed of the Community and Annexable Territory.
The fifth (5th) anniversary of the first Close of Escrow in the Phase for which a Public Report was most recently issued. The twenty-fifth (25th) anniversary of the first Close of Escrow for the sale of a Lot in the Community.

(ii)

(iii)

Class C Board Appointment Right. Declarant shall have a Class (c) C Board appointment right (whether or not Declarant is an Owner). The Class C Board appointment right shall not be considered a part of the voting power of the Master Association. The Class C Board appointment right entitles Declarant to select a majority of the members of the Board of Directors until the Class C Termination Date. The "Class C Termination Date" shall be the earlier to occur of the following events: (i) The Close of Escrow for the sale of one thousand one hundred and thirteen (1,113) Lots in the overall development composed of the Community and Annexable Territory.

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

Thetwenty-fifth twenty-fifth(25th) The (25th)anniversary anniversaryof ofthe thefirst firstClose Closeof of Escrowfor forthe thesale Escrow Lot in the Community. saleof ofa a Lot in the Community.

(d) Selection of [went), TwentyPercent (d) Percentof Selection ofthe theBoard. Board.Declarant Declarant(whether (whether or not not Declarant Declarant is is an an Owner) Owner) is is entitled entitled to to select select twenty or of the members twenty percent percent (20%) (20%) of the members of of the the Board of Directors until the Selection Termination Termination Date. Board of Directors until the Selection Date. The The "Selection "Selection Termination Termination Date" Date" shall shall be the the earlier earlier to to occur occur of of the the following following events: events: be (1) (1) The Close Close of of Escrow The Escrow for for the the sale sale of of the the earlier earlier to to occur occur of of all of of or or one one thousand all thousand one one hundred hundred and and thirteen thirteen (1,113) (1,113) Lots in in the the overall overall development Lots development composed composed of of the the Community and Community and Annexable Annexable Territory. Territory. The fifth fifth (5th) (5th) anniversary The anniversary of of the the first first Close Close of of Escrow Escrow in in the Phase Phase for for which the which a a Public Public Report Report was was most most recently recently issued. The twenty-fifth twenty-fifth (25th) anniversary anniversary of the first Close of Escrow for the sale of a Lot in the Community. Community.

(ii) (ii)

(iii) 2.6 VOTING RIGHTS . VOTING RIGHTS. 2.6

2.6.1 Limits Generally. All voting 2.6.1 Limits Generally. All voting rights are subjectto tothe the Governing Governing rights are subject Documents. Except as provided in Sections 2.6.2 and 10.3 of this Master Declaration Documents. Declaration and the Bylaws, as long as there is a Class B Membership, any provision of the Governing Documents Bylaws, Membership, which which expressly requires the vote or written consent of a specified percentage (instead of a majority n's voting power before action may be majority of a quorum) of the Master Associatio Association's undertaken shall require the approval of such specified percentage of the voting power of both undertaken the ips_ Except as provided in Section 10.3 of this Master the Class A and the Class Class B B Membersh Memberships. Declaration and Section 4.8 of the Bylaws, on termination of the Class B Membersh Declaration Membership, ip, any provision provision of the Governing Documents which expressly requires the vote or written consent of Owners g a specified percentage (instead of a majority of a quorum) of the Master Owners representin representing Associatio n's voting power before action may be undertaken shall then require the vote or Association's written g such specified percentage of both (a) the Master written consent of Owners representin representing Associatio n's total Class Association's total Class A. A. voting voting power, power, and and (b) (b) the the Master Master Associatio Association's Class A A voting voting power power n's Class represented represented by by Owners Owners other other than than Declarant. Declarant. 2.6.2 toto Initiate Constructi on Defect 2.6.2 Vote Vote Initiate Construction Defect Claim. Commencing onthe thedate date of of Claim. Commenc ing on the the first first annual annual meeting meeting of of the the Owners, Owners, Declarant Declarant relinquishe relinquishes control over over the the Master Master s control Associatio n's ability Association's ability to to decide decide whether whether to to initiate initiate a a constructio construction defect claim claim under under the the Right Right to to n defect Repair means Repair Law Law (a "Defect Claim"). Claim"). This This meansthat thatDeclarant, Declarant,current currentemployees employeesand and agents agents of of Declarant, Declarant, Board Board members members who who are are appointed appointed by by Declarant, Declarant, Board Board members members elected elected by by a a majority majority of of votes votes cast cast by by Declarant, Declarant, and and all all other other Persons Persons whose whose vote vote or or written written consent consent is is inconsisten t with the intent of the preceding sentence, inconsistent with the intent of the preceding sentence, are are prohibited prohibited from from participatin participating and g and voting n or votingin inany anydecision decisionof ofthe theMaster MasterAssociatio Association orOwners Ownersto toinitiate initiate Defect Claim. aa Defect Claim_ 2.6.3 Ownership . When more 2.6.3Joint Joint Ownership. When more than one (1) Person holds anownership ownership than one (1) Person holds an interest rs"), all interestin inany anyLot Lot("co-Owne all such such co-owners co-owners are are Members Members and andmay mayattend attendany anyMaster Master ("co-Owners"), 21 21
40819698.8 40819698.8

Association meetings, meetings, but but such such co-owners co-owners shall shall collectively collectively only Association only be be entitled entitled to to exercise exercise one one (1) (1) vote. Co-owners owning the the majority majority interests interests in in a a Lot Lot may may designate vote. Co-owners owning designate in in writing writing one one (1) (1) of of their their number to to vote. vote. Fractional Fractional votes votes shall shall not not be he allowed. allowed. number DECLARANT'S VETO RIGHT. Declarant shall have a veto right with respect DECLARANT'S 2.7 to specified specified actions actions of of the the Master Association as provided in Section 2.8. Such veto right shall to terminate on the date on which Declarant Declarant no no longer longer owns owns any terminate on the date on which any portion portion of of the the Annexable Annexable Territory Territory or has has a a Mortgage Mortgage or or a a Mortgage Mortgage interest interest in any portion of the Annexable Territory. or 2.8 ACTIONS SUBJECT TO DECLARANT 'S VETO. 2.8 ACTIONS SUBJECT TO DECLARANT'S VETO.The Thefollowing following actions actions are subject to veto by Declarant:
2.8.1 Change in Design. Any change in the general, overall architectural and landscaping design of the Community; 2.8.2 Design Review Committee. The adoption of and any change to the Design Guidelines, all decisions of the Design Review Committee, any decisions made on appeal to the Board, and any decision to terminate the Design Review Committee;

2.8.3 Rules and Regulations. The adoption of any change to the Rules and
Regulations; 2.8.4 Special Benefit Areas. The creation of or modification of a Special

Benefit Area;
2.8.5 Annexations. The annexation to the Community of real property pursuant to Section 13.1; and

2.8.6 Amendments. Any proposed amendment to Article 1, Article 4, Section 4.10, Section 12.5, Article 10, Article 14 or Article 13. 2.9 AND MAINTENA 2.9 REPAIR REPAIR AND MAINTENANCE. NCE. 2.9.1 Maintenance Standards. The Master Association shall maintain everything it is obligated to maintain in a clean, sanitary and attractive condition reasonably consistent with the level of maintenance reflected in the most current Budget, and in confoti confou lance with any maintenance guidelines. Unless specifically provided in any maintenance guidelines, the Board shall determine, in its sole discretion, the level and frequency of maintenance of the Master Common Area and Improvements thereon. Each Owner shall comply with applicable maintenance requirements by maintaining the subject item(s) in a clean, sanitary and and attractive attractive condition condition and and in in conformance conformance with with any any maintenance maintenance guidelines. 2.9.2 2.9.2 By By Owners. Owners. (a) The (a) The Lot. Lot. Each Each Owner Owner shall shall maintain, maintain, at at his his sole sole expense, expense, all all of of his his Lot (except for any Neighborhood Lot (except for any Neighborhood Property, Property, Master Master Maintenance Maintenance Area, Area, or or Master Master Common Common Area Area located located thereon, thereon, unless unless otherwise otherwise specified specified in in a a Neighborhood Neighborhood Declaration Declaration or or Supplemental Supplemental Master Master Declaration) Declaration) and and the the Residence Residence and and all all other other Improvements Improvements on on the the Owner's Owner's Lot Lot including including
22 22
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ty Wall the entirety entirety of of any any wall wall or or fence fence that that is is not not a a Communi Community Wall or or Party Party Watt 'Wall(defined (definedbelow), below) the the near or on located ty Wall and the the structure, structure, cap cap and and interior interior surface surfaceof ofany anyCommuni Community Wall located on or near the and for charges all. boundary of the Lot. Each Owner shall pay when due all charges for any any utility utility service service due when pay shall Owner boundary of the Lot. Each separately metered metered to to his his Lot. Lot. separately
Party Walls. Walls. The The general general rules rules of of law law regarding regarding party party walls walls and and (b) Party (b) Walls. Party to apply omissions or acts liability for property damage due to negligence or willful acts or omissions apply to Party Walls. liability for property damage due to negligence or willful In addition, addition, to to the the extent extent not not inconsiste inconsistent with applicable applicable laws laws the the following following shall shall apply: apply: nt with In (i) (i)

e nce. The Sharing of of Repair Repair and and Maintena Maintenance. The cost cost of of reasonabl reasonable Sharing shared be shall ce of repair and and maintenan maintenance of a a Party Party Wall Wall shall be shared repair equally by by the the Owners Owners of of the the Lots Lots connected connected by by such such Party Party equally le for responsib solely be shall Wall. However, However, each each Owner Owner shall be solely responsible for Wall. repainting the the side side of of any any Party Party Wall Wall facing facing his his Lot. Lot. repainting
Destruction n by Fire or Other Casualty. Unless covered by a Destructio d by the Master maintained blanket insurance policy maintaine a Party Wall is if 4.10.1, Section Association under n Associatio destroyed or damaged by fire or other casualty, any Owner whose Lot is affected thereby may restore it, and the Owner of the other Lot affected thereby shall contribute equally to n thereof without prejudice. However, restoration the cost of restoratio contribution from the such Owner may call for a larger contribution other under any rule of law regarding liability for negligent omissions. or willful acts or omissions.

Notwithstanding any other provision of Weatherproofing. Weatherproofing. Notwithstanding this Article, an Owner who by his negligent or willful act deteriorate, to require repair or causes a Party Wall to deteriorate, replacement replacement shall bear the whole cost of furnishing the necessary protection against such elements or the necessary repairs replacement. or replacement. repairs or
(iv) (iv)

any of any right of The right Land. The With Land. Runs With Right Contribution Runs to Contribution Right to this under Owner other any from Owner contribution from any other Owner under this to contribution Owner to such to such passes to and passes land and the land to the Article appurtenant to is appurtenant Article is title. in s Owner's successors in title. Owner's successor

sewer a sewer utilizes a Other Responsibilities. ilities. Each Owner whose Lot utilizes Other Responsib (c) (c) which lateral which the lateral of the portion of that portion of that repair of system and repair maintenance and the maintenance for the responsible for is responsible lateral is system lateral Wall ty Communi the Community Wall to the adjacent to Lot adjacent exclusively each Lot of each Owner of The Owner Lot. The Owner's Lot. such Owner's serves such exclusively serves face thatface Waifthat Community Wail the Community of the portions of is those portions of those surface of the surface only the maintaining only for maintaining responsible for is responsible the Lot. Owner'sLot. theOwner's
2.9.3 By Master Master Associat Association. ion. 2.9.3 By

Association's MasterAssociation's TheMaster Commencement (a) Obligations.The ofObligations. Commencement of (a) Common MasterCommon ofMaster solelyof composedsolely Phasecomposed obligation inaaPhase Areain CommonArea MasterCommon theMaster maintainthe tomaintain obligationto
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on. Areashall shallcommenc commence onconveyan conveyance ofsuch suchMaster MasterCommon CommonArea Areato tothe theMaster MasterAssociati Association. ce of e on Area TheMaster MasterAssociati Association's obligation tomaintain maintainthe theMaster MasterCommon CommonProperty Propertyin inany anyPhase Phasethat that n to on's obligatio The Master the to Property Common Master includes Lots Lotsshall shallcommenc commence onconveyan conveyance ofsuch such Master Common Property to the Master ce of e on includes ing the le for Association. Until the Master Association is responsible formaintain maintaining theMaster MasterCommon Common responsib is ion Associat Master the Association. Until Cotnmon Master the maintain shall Property, Declarant or the applicable Neighborhood Builder shall maintain the Master Common Builder hood Property, Declarant or the applicable Neighbor ility for nce responsib p of Property. The The Master Master Associati Association must accept accept ownershi ownership of and and maintena maintenance responsibility for on must Property. tendered are ility responsib nce maintena each portion of Master Common Property when title and maintenance responsibility are tendered and title when each portion of Master Common Property , and by Declaran Declarant or a a Neighbor Neighborhood Builder, whether whether in in fee fee simple, simple, by by easement easement or or otherwise otherwise, and hood Builder, t or by if ns instructio escrow nying accompa the Master Association shall execute each deed and any accompanying escrow instructions if any and deed each the Master Association shall execute bond any execute shall it requested to to do do so so by by Declaran Declarant or a a Neighbor Neighborhood Builder, and and it shall execute any bond hood Builder, t or requested No satisfied. are exonerations when presented if the bonded obligations are satisfied. No Owner Owner shall shall interfere interfere ns obligatio bonded the if exonerations when presented hood Neighbor a or t Declaran on, Associati with the the exercise exercise of of the the foregoing foregoing rights rights by by the the Master Master Association, Declarant or a Neighborhood with Builder. Builder. le ion shall (b) Maintenance Items. The The Master Master Associat Association shall be be responsib responsible nce Items. Maintena (b) such unless above, for all all maintena maintenance nce not provided by the Owners pursuant to Section 2.9.2 for ent entity on or governm hood Associati maintenance is designated performed Neighborhood Association government d by a Neighbor maintenance designated to be performe hood Neighbor a on, in this this Master Master Declarati Declaration, Supplemental Declaration, Neighborhood ental Master Declarati on, or in a Supplem in on shall be The Master Associati on. Declaration or a Neighborhood Supplemental Declaration. Association Declarati ental Supplem hood Declaration or Neighbor all maintain shall and Expenses responsible for all items listed in the definition of Common responsible for Master the ally feasible, Master Common Common Property. If determin determined economically ed by the Board to be economic Master n n and eradicatio preventio the for program Association shall adopt an inspection and prevention prevention eradication n preventio inspection Association shall Master The ity. s in the Commun of infestatio infestation wood-destroying organisms Community. stroying pests and organism n by wood-de of Community l integrity of the Community structura Association is responsible for maintaining (a) the cap and structural ing maintain le Association is responsib of lf, in the course of constructed. If, Wall, (b) the surfaces that do not face the Lot on which it is constructed. and (b) Wall, and ing landscap maintaining Association removes or damages any landscaping Community Wall, the Master Association the Community maintaining the Improvements on an Owner's Lot that are located within easement area described in Section Improvements responsible for replacing the 6.1.7(a) Association shall not be responsible Section 6.1.7(b), the Master Association and Section 6.1.7(a) and landscaping Improvements. landscaping Improvements. Association shall also be Additional Additional Items. The Master Association Master the Master of the power of voting power the voting of the responsible majority of a majority Improvements a any Improvements maintaining any for maintaining responsible for be shall property Such on. Associati Association designates for maintenance by the Master Association. Such property shall be Association designates for maintenance by the Master to e to applicabl ts Documen applicable Governing Documents the Governing deemed to the subject to and subject Property and Common Property Master Common be Master to be deemed to the Property. Common Property. Master Common the Master Community the Community for the maintenance for of maintenance costs of (d) Charges All costs Owners. All to Owners. Charges to (d) as Funds as Maintenance Funds Association Maintenance shall Master Association the Master of the out of Expenses out Common Expenses as Common for as paid for be paid shall be provided Declaration. Master Declaration. this Master in this provided in for Association for Master Association the Master to the liable to is liable 2.9.4 Owner is Each Owner Owners. Each by Owners. Damage by 2.9.4 Damage guests, Family, his Owner, an ofan Owner, his Family, guests, actof any theact bythe causedby Areacaused CommonArea MasterCommon theMaster tothe damageto anydamage determine (a)determine Hearing,(a) andHearing, Notice tenants or invitees. The Master Association may, after Notice and after may, on Associati tenants or invitees. The Master Special levyaaSpecial (b) and , insurance whether Association'sinsurance, and (b) levy MasterAssociation's theMaster onthe madeon bemade shallbe claimshall anyclaim whetherany if increase,if theincrease, andthe paidand deductiblepaid anydeductible orany Assessment damageor thedamage repairingthe ofrepairing costof thecost tothe equalto Assessmentequal the orthe Owneror suchOwner bysuch causedby damagecaused any, thedamage tothe attributableto directlyattributable premiumsdirectly insurancepremiums ininsurance any,in is Lotis IfaaLot Declaration.If MasterDeclaration. thisMaster inthis person describedin asdescribed liableas beliable maybe Ownermay suchOwner whomsuch forwhom personfor
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40819698.8 40819698.8

Owner shall shall be be joint joint and and several, that the the jointly owned, owned, the the liability liability of of its its Owner several, except to the extent that jointly contrary. the to owners joint the with Master Association has previously contracted in writing After Notice and Hearing, the cost of correcting the damage shall be a Special Assessment against such Owner.

maintenance of anymaintenance If Neglect. If orNeglect. 2.9.5 Master Common Property Damage any Damageor Property Common Master 2.9.5 the Master Common Property is necessitated in the sole judgment of the Board as a result of the willful or negligent act or neglect of a Neighborhood Association, its members, guests or invitees, or an Owner, his family, guests, or invitees, such maintenance shall be performed at the expense of such Neighborhood Association or Owner, after Notice and Hearing, and a Special Assessment therefor shall be levied against such Neighborhood Association or Owner; provided, however, that the liability of a Neighborhood Association or an Owner for such damage to the Master Common Property shall not be absolute, but shall only be that for which the Neighborhood Association or Owner is legally responsible under California law. The foregoing shall include, without limitation, any settlement damage to wall footings adjoining a Lot, Neighborhood Property or Master Common Property caused by any excavation, construction or excess irrigation occurring on such adjacent Lot, Neighborhood Property or Master Common Property.
ARTICLE 3

DESIGN REVIEW COMMITTEE

3.1 MEMBERS OF COMMITTEE. The Design Review Committee shall be COMMITTEE. OF 3.1 MEMBERS composed of three (3) members. The initial members of the Design Review Committee shall be representatives of Declarant until one (1) year after the original issuance of the Final Subdivision Public Report ("Public Report") for the first Phase of the Community ("First Anniversary"). After the First Anniversary, the Board may appoint and remove one (1) member of the Design Review Committee, and Declarant may, but shall not be obligated to, appoint and remove a majority of the members Review Committee and fill any vacancy of such majority, Design Review the Design. of the members of until the earlier to occur of (a) Close of Escrow for the sale of one thousand three hundred and thirty six (1,336) in the Community, or (b) the fifth (5th) anniversary of the original issuance of the Public Report for the Community, after which the Board may appoint and remove all members of the Design Review Committee. Design Review Committee members appointed by the Board must be Owners, but Design Review Committee members appointed by Declarant need not be Owners. Board members may serve as Design Review Committee members. 3.2 POWERS ANDDUTIES. DUTIES. AND 3.2 POWERS 3.2.1 General Powers and Duties. The Design Review Committee shall consider and act upon all plans and specifications submitted for its approval, including inspection of work in progress to assure conformance with plans approved by the Design Review Committee.

and issue and shall issue Committee shall 3.2.2 Review Committee Design Review The Design Standards. The of Standards. Issuance of 3.2.2 Issuance each accompany each to accompany fee to a fee require a update may require Guidelines may Design Guidelines The Design Guidelines, The Design Guidelines, the Design update the Review Design the which application for approval, and may identify additional factors which the Design Review factors application for approval, and may identify additional
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Committee will will consider consider in in reviewing reviewing submissions. submissions. The The Design Design Review Review Committee Committee may may require require Committee including such detail detail in in pian.s plans and specifications submitted for its review review as as it it deems deems proper, proper, including such and drawings elevation landscape plans, floor plans, site plans, drainage plans, elevation drawings and descriptions descriptions or or plans, drainage plans, site plans, landscape plans, floor samples of of exterior exterior materials materials and and colors. colors. samples 3.2.3 Retaining Retaining Consultants. Consultants. The The Design Design Review Review Committee Committee has has the the power, power, 3.2.3 ) professionals other and architects to but not not the the duty, duty, to to retain retain Persons Persons (including (including but but not not limited limited to architects and other professionals) but to advise advise its its members members in in connection connection with with decisions; decisions; however, however, the the Design Design Review Review Committee Committee to power. ing does not have the power to delegate its decision-making power. does not have the power to delegate its decision-mak

TIONS. REVIEW OF PLANS AND SPECIFICATIONS. 3.3 REVIEW SPECIFICA AND PLANS OF 3.3
3.3.1 Improvemen Improvements ts Requiring Approval. Subject to the exemptions and provisions of Article 14 and Article 15, no construction, installation or alteration of an Improvement, , including landscaping, in the Community and no grading, excavation, filling or Improvement other alteration to the grade or level of the land in the Community, may be commenced until the plans and specifications therefor showing the nature, kind, shape, height, width, color, materials and location thereof are submitted to and approved in writing by the Design Review Committee. However, any Improvement may be repainted without Design Review Committee approval so long as the Improvement is repainted the identical color which it was last painted. The provisions of this Article apply to 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 Sections 714 and 714.1, the County Building Code, zoning regulations, and other laws. 3.3.2 Application Procedure. Until changed by the Board, the address for the submission of such plans and specifications is the Master Association's principal office. Applications will be complete and may be approved or disapproved by the Design Review Committee. The Design Review Committee may reject the application for approval if it detei nines that the plans and specifications of the Owner submitting plans and specifications ("Applicant") are incomplete. The Design Review Committee shall transmit its decision and the reasons therefor to the Applicant at the address listed in the application for approval within fortyfive (45) days after the Design Review Committee receives all required materials. Any application submitted shall be deemed approved unless the Design Review Committee transmits within Applicant within the Applicant to the materials to or materials written information or additional information for additional request for a request or a disapproval or written disapproval materials. required materials. all required receives all Committee receives forty-five Review Committee Design Review the Design date the the date after the days after (45) days forty-five (45)

approve shall approve Committee shall Review Committee 3.3.3 Design Review The Design Approval. The for Approval. Standard for 3.3.3 Standard installation, (a) installation, that (a) determines that it determines if it plans only if approval only its approval for its submitted for specifications submitted and specifications plans and detrimental be detrimental not will proposed locations construction or alterations of the Improvements in the locations proposed will not be the in s construction or alterations of the Improvement of appearance of the appearance (b) the whole, (b) a whole, as a to Community as the Community of the area of surrounding area the surrounding of the appearance of the appearance to the surrounding the surrounding with the harmony with in harmony be in will be any Improvements will proposed Improvements the proposed by the affected by structure affected any structure not will not s Improvement will proposed Improvements the proposed of the structures, alteration of or alteration construction or installation, construction (c) installation, structures, (c) enjoyment the enjoyment or the Community or the Community of the detract attractiveness of and attractiveness wholesomeness and beauty, wholesomeness the beauty, from the detract from burden a burden become not become a will not Improvements will thereof proposed Improvements the proposed of the maintenance of (d) maintenance Owners, (d) the Owners, by the thereof by
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on the the Master Master Association, Association, and and (e) (e) the the proposed proposed Improvements Improvements are are consistent consistent with with this this Master Master on Declaration. Declaration. 3.3.4 Conditions Conditions to to Approval. Approval. The The Design Design Review Review Committee Committee may may condition condition 3.3.4 (a) Applicant's the on Improvement any its approval of proposals or plans and specifications for any Improvement on the Applicant's (a) for its approval of proposals or plans and specifications acceptable to to the the Master Master Association Association against against any any furnishing the Master Association with security acceptable mechanic's lien or other encumbrance which may be Recorded against the Community as a result of such work, (b) changes to the plans and specifications as the Design Review Committee considers appropriate, (c) agreement to grant easements to the Master Association for the maintenance of the Improvements, (d) agreement to install water, gas, electrical or other utility meters to measure any increased consumption, (e) agreement to maintain the Improvements or Association for for the the cost cost of of such such maintenance, maintenance, or or (f) (0 agreement to or reimburse the Master Association complete the proposed work within a stated period of time. The Design Review Committee may require submission of additional plans and specifications or other information before approving or disapproving material submitted. The Applicant shall meet any review or permit requirements of the City and County before making any construction, installation or alterations permitted under this Master Declaration.

3.3.5 Limits on Review. The Design Review Committee's approval or disapproval shall be based solely on the considerations listed in this Article. The Design Review 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.
3.4 DESIGN MEETINGS AND ACTIONS OF THE DESIGNREVIEW REVIEWCOMMITTEE. COMMITTEE. THE OF ACTIONS AND 3.4 MEETINGS long as a So duties. its perform to The Design Review Committee shall meet as necessary majority of the members of the Design Review Committee are Declarant representatives, the Design Review Committee may, by resolution unanimously adopted in writing, designate a Design Review Committee Representative (who may, but need not, be one of its members) to take any action or perform any duties for and on behalf of the Design Review Committee except the granting of variances. In the absence of such designation, the vote or written consent of a majority of the Design Review Committee constitutes an act of the Design Review Committee. All approvals issued by the Design Review Committee must be in writing. Verbal approvals issued by the Design Review Committee, any individual Design Review Committee member or any other representative of the Master Association are not valid, are not binding on the Master Association and may not be relied on by any Person. If, within six (6) months of issuance of the approval, an Owner either does not commence work pursuant to approved plans or obtain an extension of time to commence work, the approval shall be automatically revoked and a new approval must be obtained before work can be commenced. 3.5 The NO WAIVER OF FUTURE APPROVALS. TheDesign DesignReview Review Committee's Committee's APPROVALS. FUTURE OF WAIVER 3.5 NO proposed or proposed done or work done any work for any approval drawings for or drawings specifications or and specifications plans and proposals, plans any proposals, of any approval of not does approval Committee's or Review Committee's approval does not Design Review the Design requiring the matter requiring any matter with any connection with in connection or in drawings specifications, drawings and specifications, plans and waive proposals, plans similar proposals, any similar of any approval of withhold approval to withhold right to the right waive the or matters subsequently or additionally submitted for approval. approval. or matters subsequently or additionally submitted for

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3.6 COMP ENSATION OF ERS.The The COMPENSATION OF MEMB MEMBERS. Design Review Committee's Design 3.6 Review Committee's member s shall receive no compen sation forservices servicesrendered, members shall receive no compensation for rendered,other otherthan thanreimbursement reimbursementfor for expensesincurred incurredby bythem themin inperforming performingtheir theirduties. duties. expenses 3.7 INSPE CTION OF WORKThe . The Design INSPECTION OF WORK. Design Review Committee Review 3.7 Committeeor orits itsduly duly authoriz ed represen tativemay, may,but butshall shallnot notbe beobligated obligatedto, authorized representative which to,inspect inspectany anywork workfor for whichapproval approval of plans is required under this Article ("Work "). The Theright rightto of plans is required under this Article ("Work"). toinspect inspectincludes includesthe theright rightto to requireany anyOwner Ownerto totake takesuch suchaction actionas asmay maybe benecessary necessaryto require toremedy remedyany anynoncompliance noncompliancewith with theDesign DesignReview ReviewCommittee-approved Committee-approvedplans plansfor forthe theWork the with the requirements Workor or with the requirementsof ofthis this Master Declaration Declaration("Noncompliance"). ("Noncompliance"). Master 3.7.1 Time Time Limit. Limit. The The Design Design Review Review Committee's 3.7.1 Committee's right right to to inspect inspect the the Work Work and notify the respons ible Owner of any Noncompliance shall and notify the responsible Owner of any Noncompliance shall terminate terminate sixty sixty (60) (60) days days after after the the Work is is completed completed and and the the Design Design Review Review Committee Committee receives Work a form receives written written notice notice on on a form provided by by the the Committee Committee from from the the Owner Owner that that the the Work provided Work is is completed. completed. If If the the Design Design Review Review Committee fails fails to to send send a a notice notice of of Noncompliance Noncompliance to to an Committee expires, an Owner Owner before before this this time time limit limit expires, the Work Work shall shall be be deemed deemed to to comply comply with with the the approved approved plans. the plans. If If an an Owner Owner fails fails to to complete complete the the work within one (I) year from the approval for the Work is issued, then a Noncompliance work within one (I) date approval Noncompliance is is deemed to to exist exist and and the Master Association Association has the right, but not the obligation, deemed obligation, to pursue the the remedies listed listed in in this Section. Section. remedies 3.7.2 Remedy Remedy for Noncompliance. Noncompliance. If an Owner fails to remedy any 3.7.2 Noncompliance within within sixty (60) days after the date of notice from the Design Review Noncompliance Committee, the the Design Design Review Committee Committee shall notify the Board in writing of such failure. Committee, After , the Board shall determi ne whether there is Noncom After Notice Notice and and Hearing Hearing, determine Noncompliance if so, so, pliance and, if the nature thereof and the estimate d cost of correcti ng or removin the nature thereof estimated correcting removing g the same. If a Noncom pliance exists, Noncompliance exists, the Owner shall remedy or remove the same within a period of not not more more than forty-fiv e (45) days after the date that notice of the Board ruling is given to the Owner. If than forty-five (45) If the the Owner Owner does does not not comply with the Board ruling within that period, the Master Associa Association may tion may record pliance (if allowed by law), correct the Noncom record a a Notice Notice of of Noncom Noncompliance Noncompliance charge pliance and charge the tion's costs, the Owner Owner for for the the Master Master Associa Association's costs, or or commen commence an action action for for damage damages or injuncti injunctive ce an s or ve relief, as iate, to pliance. relief, as appropr appropriate, to remedy remedy the the Noncom Noncompliance. 3.S VARIA NCES. The VARIANCES. The Design Design Review Review Commi Committee may authoriz authorize variances from 3.S ttee may e variance s from complia nce with any tural provisio ns of compliance with any of of the the architec architectural provisions of this this Master Master Declara Declaration or the the Design Design tion or Guideli nes, when tances such phy, natural Guidelines, when circums circumstances such as as topogra topography, natural obstruct obstructions, hardship, aesthetic or ions, hardship , aestheti c or environ mental conside ration s must environmental consideration require. require. Such Such variance variances must be be evidenc evidenced in writing, writing, must must be be ed in signed ttee, and signed by by a a majority majority of of the the Design Design Review Review Commi Committee, and become become effectiv effective on Recorda Recordation. e on tion. After Declara nt's right to appoint After Declarant's right to appoint a a majority majority of of the the Design Design Review Review Commi Committee's members ttee's member s expires, expires,the theBoard Boardmust mustapprove approveany anyvariance variancerecomm recommended bythe theDesign DesignReview ReviewCommi Committee ended by ttee before any such variance become s effectiv e. If before any such variance becomes effective. Ifvariance variances aregranted granted, noviolatio violation ofthe the s are , no n of covenan ts, conditio ns and ons in covenants, conditions andrestricti restrictions inthis thisMaster MasterDeclara Declaration shallbe bedeemed deemedto tohave have tion shall occurre d with respect to the matter for occurred with respect to the matter forwhich whichthe thevariance variances weregranted granted. Thegranting grantingof ofaa s were . The variance ns of variancedoes doesnot notwaive waiveany anyof ofthe theprovisio provisions ofthis thisMaster MasterDeclara Declaration for any purpose except tion for any purpose except as to the particul ar property and particul ar provisio n of as to the particular property and particular provision ofthis thisMaster MasterDeclara Declaration coveredby bythe the tion covered variance , nor on to the use of variance, nordoes doesit itaffect affectthe theOwner's Owner'sobligati obligation tocomply complywith withall alllaws lawsaffectin affecting g the use of his Lot. his Lot. 28 28
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PRE-APPROVALS.The 3.9 TheDesign DesignReview ReviewCommittee PRE-APPROVALS. Committeemay 3.9 mayauthorize authorizepreapproval preapproval of specified typesof ofconstruction constructionactivities activitiesif, if,in inthe theexercise exerciseof of specified types ofthe theDesign DesignReview ReviewCommittee's Committee's judgment,such suchpreapproval preapprovalis isappropriate appropriatein incarrying carryingout judgment, outthe thepurposes purposesof ofthe theGoverning Governing Documen ts. Documents. 3.10 APPEALS. APPEALS. So So long long as as Declarant Declarant has has the the right 3.10 right to to appoint appoint and and remove remove a a majority majority of the Design Review Committe e's members, members, the the Design Design Review of the Design Review Committee's Review Committee's Committee's decisions decisions are are final. There There is is no no appeal appeal to to the the Board. Board. After After Declarant's Declarant's right final. majority of the right to to appoint appoint a a majority of the Design Review Review Committee's Committee's members members expires, expires, the the Board Board may, Design may, but but shall shall not not be be obligated obligated to, to, adopt policies policies and and procedures procedures for for the the appeal appeal of of Design Design Review adopt the Review Committee Committee decisions decisions to to the Board Board by the Applicant (and no other persons), by the Applicant (and no other persons), ARTICLE 4 4 ARTICLE RESIDENCE AND AND USE USE RESTRICTIONS RESTRICTIONS RESIDENCE Community shall be held, used and enjoyed subject to the following The Community restriction s and subject to (a) the exemptions exemptions of Declarant and Neighborhood restrictions Neighborhood Builders set forth in the Governing Documents, and (b) any restrictions restrictions on non-residential in the Governing Documents, non-residential property which may be set forth forth in in a Supplemental Supplemental Master Declaration Declaration or a Notice of Addition. set SINGLE FAMILY RESIDENCE. 4.1 RESIDENCE. Each Residence shall be used as a dwelling 4.1 for a a single single Family and for no other purpose. Subject to any Owner occupancy for occupancy requirements requirements that may be separately imposed by Declarant or a Neighborh may be separately Neighborhood ood Builder, an Owner may rent the Owner's Owner's Lot Lot to a single Family provided that such Lot is rented pursuant to a lease or rental agreemen t which is (a) in writing, and (b) expressly made subject to the provisions of this Master agreement Declaratio n. Any failure by a tenant of a Lot to comply with the provision Declaration. provisions s of this Master Declaratio n shall constitute a default under the lease or rental agreemen Declaration agreement. t. 4.2 SS OR COMME RCIAL ACTIVI BUSINESS OR COMMERCIAL ACTIVITY. 4.2 BUSINE TY. 4.2.1 General Rules. Except for the portions of the Commun Community ity zoned for commerci al uses, no part of the Communi ty may commercial uses, no part of the Community may be be used used for for any any business, business, commerci commercial al (including ring, mercantile (including auctions auctions or or similar similar events), events), manufactu manufacturing, mercantile, storage, vending vending or or other other , storage, nonreside ntial purposes, including any activity for which nonresidential purposes, including any activity for which the the provider provider is is compensa compensated or receives receives ted or any tion, regardless any considera consideration, regardless of of whether whether the the activity activity is is engaged engaged in in full full or or part-time, part-time, generates generates or or does does not not generate generate a a profit, profit, or or requires requires or or does does not not require require a a license. license. This This Section Section does does not not preclude cribed activities preclude any any of of the the above-des above-described activities provided provided that: that: (a) (a) the the activity activity complies complies with with all all applicable applicable Laws; Laws; (b) (b) the the patrons patrons or or clientele clientele of of the the activity activity do do not not visit visit the the Lot Lot or or park park automobil es or ty; (c) automobiles or other other vehicles vehicles in in the the Communi Community; (c) the the existence existence or or operation operation of of the the activity activity is is not not apparent apparent or or detectable detectable by by sight, sight, sound sound or or smell smell from from outside outside the the boundarie boundaries of the Lot; (d) the s of the Lot; (d) the activity does not increase the Master Associatio n's liability activity does not increase the Master Association's liability or or casualty casualty insurance insurance obligation obligation or or premium; premium; and and (e) (e) the the activity activity is is consistent consistent with with the the residentia residential character of of the the Communi Community and l character ty and this n. thisMaster MasterDeclaratio Declaration. following : following: 4.2.2 s. This 4.2.2Exception Exceptions. ThisSection Sectionshall shallnot notbe beinterprete interpreted toprohibit prohibitany anyof ofthe the d to

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The hiring of employees (a) The hiring of employees or contractors to provide maintenance, or contractors to provide (a) maintenance, const ructio n or repai r of any Impro veme nt consi stent construction or repair of any Improvement consistent with this Master Declaration or any with this Master Declaration or any Supplemental Master Declaration; Supplemental Master Declaration; (b) (b) (c) (c) with all of the follow ing: with all of the following: Exerciseby byDeclarant Declarantof ofany Exercise anyrights rightsreserved reservedto toititunder underArticle Article14; 14; Theoperation operationof ofsmall smallhome-based The home-basedservice servicebusinesses businessesthat thatcomply comply (i) (i) (ii) (ii) (iii) (iii) Theoperator operatorof ofthe The thebusiness businesslives livesin inthe theResidence Residenceon onaa permanent,full-time full-timebasis; permanent, basis; Whenconducted conductedin When inthe theCommunity, Community,business businessactivities activitiestake take placesolely solelyinside insidethe place theResidence; Residence; Visits by by clientele clientele or Visits or suppliers suppliers are are limited limited to to regular regular business hours hours and and clientele business clientele and and suppliers suppliers park park their their vehicles only only in in the vehicles garage of the the driveway driveway or or garage of the Lot; Lot; The activity activity complies complies with all laws, regulations regulations and and ordinances applicable applicable to the Community; ordinances Community; The activity activity complies complies with the Master Master Declaration; Declaration; operator of the business The operator business posts no signage signage anywhere anywhere in in the Comm unity; Community; Other than visits by client clientele suppliers, there is is no no ele or suppl iers, there visibl e evide nce in visible evidence in the the Comm Community of the activity; unity of the activity; (viii) ty does (viii) The The activi activity does not not gener generate noise or or odors odors that that are are ate noise appar ent outsid apparent outside the Resid Residence; and e the ence; and (ix) (ix) The ess does The busin business does not not incre increase the Mast Master Association's ase the er Asso ciation's

(iv) (iv) (v) (v) (vi) (vi)

(d) The sion of me health (d) Theprovi provision ofin-ho in-home healthcare careor orassist assisted-living services to ed-living servic es to any reside nt of the Comm unity; any resident of the Community; The sion of (e) y home Theprovi provision offamil family homechild childcare careservic services asdefin defined in (e) es as ed in Calif ornia Healt h and Safet y Code on 1597 A0, et et seq. solong longas assuch suchservic services comply with California Health and Safety CodeSecti Section 1597A0, seq. so es comply with all appli cable zonin g requi reme nts and state law, all applicable zoning requirements and state law,provi provided, however, thatthe theMast Master Association ded, howe ver, that er Asso ciation has r to bit use ational facili hasthe thepowe power tolimit limitor orprohi prohibit useof ofrecre recreational facilities inthe theMast Master Common Areaby by ties in er Common Area clien tele of the busin ess; or clientele of the business; or Even ts and (0 ties that Events andactivi activities that are sponsored by the Master Association, (t) are spons ored by the Mast er Asso ciation, as evide nced by the conse nt of the Board . as evidenced by the consent of the Board.

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4.3 NUISANCES. NUISANCES.Noxious Noxiousor oroffensive offensiveactivities 4.3 activitiesare areprohibited prohibitedin inthe theCommunity Community and on any public street abuttin g or visible fromthe theCommunity. and on any public street abutting or visible from Community.Large Largepower powerequipment equipmentand and largepower powertools tools(excluding (excludinglawn lawnmowers mowersand andother otherequipment large equipmentused usedin inconnection connectionwith withordinary ordinary landscapemaintenance), maintenance),off-road off-roadmotor motorvehicles vehiclesand andobjects objectswhich landscape whichcreate createor oremit emitloud loudnoises noisesor or noxiou s odors may not be parked,stored storedor orlocated locatedor noxious odors may not be parked, the orused usedin inthe theCommunity Communitywithout without the Board'sprior priorwritten writtenapproval. approval.Storage Storageof ofbuilding buildingmaterials Board's materialsis isprohibited, prohibited,except excepton onaa tempo rary basis during constr uction,in inareas areasapproved approvedby temporary basis during construction, Board bythe theCommittee. Committee.The The Boardis isentitled entitled todetermine determineif ifany anynoise, noise,odor, odor,or oractivity activityproducing producingsuch to or odor constitutes a nuisance. suchnoise noise or odor constitutes a nuisance. TheBoard Boardmay maydelegate delegateresponsibility responsibilityfor forenforcing enforcingthis The thisSection Sectionto tothe theOwners. Owners.No NoOwner Ownermay may (a) permi t or cause anythingto tobe bedone doneor orkept keptin inthe theCommunity (a) permit or cause anything may (i) increase Communitywhich which may (i) increasethe therate rate ofinsurance insurancein inthe theCommunity, Community,(ii) (ii)result resultin incancellation cancellationof of ofsuch suchinsurance, insurance,or or(iii) (iii)obstruct obstructor or interferewith withthe therights rightsof ofother otherOwners, Owners,or or(b) (b)commit commitor interfere orpermit permitany anynuisance nuisancethereon thereonor orviolate violate any law. law. Each Each Owner Owner shall shall comply comply with with all all requirements requirements of any of the the local local or or state state health health authorities authorities and with all other laws regard ing occupancy occupancy and and use use of and with all other laws regarding accountable of a a Lot. Lot. Each Each Owner Owner is is accountable to to the the Master Association Association and and other other Owners Owners for for the the conduct conduct of Master residing in or visiting the of Persons Persons residing in or visiting the Owner's Lot. Lot. Any Any damage damage to to the the Master Master Common Common Area, Area, personal Owner's personal property property of of the the Master Master Assoc iation, or proper ty of of another another Owner Owner caused caused by by such Association, or property be repaired such Persons Persons shall shall be repaired at at the the sole sole expen se of the Owne r of the Lot where such Persons are expense of the Owner of the Lot where such Persons are residing residing or or visiting. visiting. No No plants plants or or seeds seeds infected with with noxious noxious insects insects or plant diseases diseases may be brought infected brought upon, grown or maintained maintained in in the the Comm unity. Community. 4.4 SIGNS. Subject Subject to California California Civil Code Sections 4.4 SIGNS. Sections 712, 713 and 1353.6, 1353.6, no no sign, sign, advert ising device or or other other display display of any kind shall be displayed advertising device or on displayed in the Community Community or on any any public street street in in or or abutting abutting the Community Community except except for the following public following signs: 4.4.1 r Assoc iation and Neigh 4.4.1 Maste Master Association Neighborhood Association Signs. Entry borhood Assoc iation Signs . Entry monum ents, Comm unity identif ication signs and traffic monuments, Community identification parking control maintained by or parkin g contro l signs mainta ined by the r Assoc iation or borhood Assoc the Maste Master Association or by a Neigh Neighborhood Association; iation; 4.4.2 ss Signs . Each 4.4.2 Name Name or or Addre Address Signs. Each Resid Residence may have have one one (1) (1) namep nameplate or ence may late or simila r Owne r name or addres s identif ication similar Owner name or address identification sign sign which which compl complies with Desig Design Review ies with n Revie w Comm ittee rules; Conunittee rules; 4.4.3 ity Servic es Signs. 4.4.3 Secur Security Services Signs. Each Each Lot Lot may may have have one one (1) (1) sign sign advisi advising of the the ng of existe nce of securi ty servic es protec ting a existence of security services protecting a Lot Lot which which compl complies with Desig Design Review Committee ies with n Review Committee rules; rules; 4.4.4 4.4.4For ForSale Saleand andLease LeaseSigns_ Signs_Each EachLot Lotmay mayhave haveone one(1) (1)sign signadvert advertising ising the Lot for ies with the Lot forsale saleor orlease leasethat thatcompl complies withthe thefollow following requirements: ing requir ements: (a) posses ses reason able design (a) possesses reasonable designand anddimen dimensions (whichshall shallnot not sions (which exceed eighte en (18) exceed eighteen (18)inches inchesby bythirty thirty(30) (30)inches inchesin insize) size)and anddoes doesnot notadvers adversely affect public ely affect public safety , includ ing traffic ; and safety, including trafficsafety safety; and Comm ittee. Committee. (b) (b) is isof ofaacolor, color,style styleand andlocatio location authorized bythe theDesig Design Review n author ized by n Revie w

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4.4.5Noncommercial NoncommercialSigns. Signs.Each EachLot Lotmay 4.4.5 mayhave haveaanoncommercial noncommercialsign, sign, poster , flag or banne r that compl ies with the follow ingrequirements: poster, flag or banner that complies with the following requirements: (a) (a) (b) (b) signor orposter, poster,is isnot notmore ififaasign morethan than99square squarefeet feetin insize; size; ifaaflag flagor orbanner, banner,is isnot notmore if morethan than15 15square squarefeet feetin insize; size;and and

isnot notmade madeof oflights, lights,roofing, roofing,siding, is (c) siding,paving pavingmaterials, materials,flora, flora,or (c) or balloo ns, or any othersimilar similarbuilding, building,landscaping, landscaping,or balloons, or any other and does ordecorative decorativecomponent, component, and doesnot not includethe thepainting paintingof ofarchitectural architecturalsurfaces. surfaces. include 4.4.6Other OtherSigns. Signs.Each EachLot Lotmay mayhave havesuch 4.4.6 suchother othersigns signsor ordisplays displaysthat thatare are author ized by the Desig n Revie w Comm ittee. authorized by the Design Review Committee. 4.5 PARK ING AND VEHI CULAR REST PARKING AND VEHICULAR RESTRICTIONS_ RICTIONS_ 4.5 4.5.1 Authorized Authorized Vehicles. Vehicles. Authorized Authorized Vehicles 4.5.1 Vehicles that that belong belong to to Owners, Owners, reside nts of Lots in the Comm unity or their their guests guests and and invitees, residents of Lots in the Community or invitees, may may be be parked parked in in any any portion portion of of the Community Community intended intended for for parking parking of of motorized motorized vehicles, vehicles, provided the that no provided however, however, that no Owner Owner may park park a a vehicle vehicle in in a a manner manner which the Master Master Association Association determines may determines restricts restricts either either the the passag e of pedest rians or vehicles over driveways, driveways, streets or sidewalks passage of pedestrians or vehicles sidewalks in the Community. Community. The The Maste r Assoc iation has the power to identif y additio Master Association has the identify additional nal vehicles vehicles as Authorized Authorized Vehicles Vehicles in in the the Rules and and Regulations Regulations and and to adapt this restriction restriction to other types of vehicles. Rules vehicles. 4.5.2 cted Vehic les. Restri cted Vehic 4.5.2 Restri Restricted Vehicles. Restricted Vehicles wholly within an an les may be parked wholl y within Owne r's garage or on a sideya rd, screen ed Owner's garage or on a sideyard, screened from view in a manne manner approved the Desig Design r approv ed by the n Revie w Comm ittee. Owne rs who park Restri cted Vehic Review Committee. Owners Restricted Vehicles sideyard shall also be requir required les on a sideya rd also be ed to te pad d for the purpo se of accom to install install a a concre concrete pad create created purpose accommodating weight of the the Restri Restricted modating the weigh t of cted Vehic le. Vehicle. 4.5.3 ited Vehic les. Prohib ited Vehic 4.5.3 Prohib Prohibited Vehicles. Prohibited Vehicles may not not be be parke parked, stored or or les may d, stored kept on any public or privat e street in, adjace nt to kept on any public or private street in, adjacent to or or visible visible from from the the Comm Community or any any other other unity or Maste r Comm on Area g area, t for Master Common Area parkin parking area, excep except for brief brief period periods for loadin loading, unloading, making s for g, unloading, making delive ries or ency repair s. If e qualif ies as deliveries or emerg emergency repairs. If a a vehicl vehicle qualifies as both both an an Autho Authorized Vehicle and a a rized Vehic le and Prohib ited Vehic le, or cted Vehic le and Prohibited Vehicle, or a a Restri Restricted Vehicle and a a Prohib Prohibited Vehicle, then the the vehicl vehicle is ited Vehic le, then e is presum ed to ited Vehic le, unless presumed to be be a a Prohib Prohibited Vehicle, unless the the vehicl vehicle is expres expressly classified as an an Autho Authorized e is sly classif ied as rized Vehic le or cted Vehic le in g by Vehicle orRestri Restricted Vehicle inwritin writing bythe theBoard Board. Prohibited Vehicles mayonly onlybe beparked parked . Prohib ited Vehic les may in r's fully ed garage inan anOwne Owner's fullyenclos enclosed garagewith withthe thedoor doorclosed closedso solong longas astheir theirpresen presence inthe the ce in Comm unity does not otherw ise r Decla Community does not otherwiseviolate violatethis thisMaste Master Declaration. ration. 4.5.4 al Restri ctions. Subje ct to 4.5.4Gener General Restrictions. Subject tothe therestric restrictions onRestri Restricted Vehicles tions on cted Vehic les and Prohib ited Vehic les, all vehicl es owned and Prohibited Vehicles, all vehicles ownedor oroperat operated byor orunder underthe thecontro control ofan. an.Owne Owner oraa ed by l of r or reside nt of r's Lot unity must resident ofan anOwne Owner's Lotand andkept keptin inthe theComm Community mustbe beparked parkedin inthe theassign assigned garage of ed garage of that Owne r to the extent of the space availa ble; provid that Owner to the extent of the space available; provided thateach eachOwne Owner shallensure ensurethat thatany any ed that r shall such modates at r of suchgarage garageaccom accommodates atleast leastthe thenumbe number ofAutho Authorized Vehicles for which it was rized Vehic les for which it was origin ally constr ucted by rant or borhood Builde originally constructed byDecla Declarant orNeigh Neighborhood Builder. AnOwne Owner maypark parkAutho Authorized r. An r may rized Vehic les on ay of r's Lot Vehicles onthe thedrivew driveway ofthat thatOwne Owner's Lotand andon onstreets streetswithin withinthe theComm Community; provided unity; provid ed howev er, an Owne r may parkve hicles owned or operat however, an Owner may parkvehicles owned or operated by such Owner on the street within the ed by such Owne r on the street within the
40819698.8

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=40819698.8

Communityonly onlyif ifthe thedriveway drivewayof ofthat thatOwner's Owner'sLot Lotis isoccupied Community occupiedby byother otherAuthorized AuthorizedVehicles. Vehicles. Nomaintenance maintenanceor orrestoration restorationof ofany anyvehicle vehiclemay maybe beconducted conductedin No except inthe theCommunity, Community, exceptin inan an enclosed garage when the garage door isclosed, closed,provided providedsuch enclosed garage when the garage door is suchactivity activityis isnot notundertaken undertakenas asa a business, and and provided provided that that such such activity activity may may be be prohibited prohibited entirely business, entirely by by the the Board Board if if the the Board Board determine s that it constitute s a nuisance. Notwithst anding anything determines that it constitutes a nuisance. Notwithstanding anything herein herein to to the the contrary, contrary, the the use of of golf golf carts carts and and neighborhood neighborhood electrical electrical vehicles vehicles may may be use the Rules be regulated regulated pursuant pursuant to to the Rules and and Regulatio ns and by the Board. Regulations and by the Board. 4.5.5 Parking Parking Regulations. Regulations. The The Board Board may 4.5.5 may establish establish additional additional regulations regulations regarding any any parking parking areas areas not not assigned assigned to to individual individual Lots, regarding designating Lots, including including designating "parking," "parking," "guest parking," and "no parking" areas. The The Board Board may may take "guest parking," and "no parking" areas. take all all actions actions necessary necessary to to enforce enforce all all parking and and vehicle vehicle use use regulations regulations for for the the Community, Community, including parking vehicles including removing removing violating violating vehicles from the the Community Community pursuant pursuant to to California California Vehicle Vehicle Code Code Section from Section 22658.2 22658.2 or or other other applicable applicable law. lithe lithe Board Board fails fails to to enforce enforce any any of of the the parking parking or or vehicle law. vehicle use use regulations, regulations, the the City City may may enforce such regulation s. Notwithst anding anything herein to enforce such regulations. Notwithstanding anything herein to the the contrary, contrary, under under no no circumstances shall golf carts or neighborhood neighborhood electrical vehicles be parked in any driveways or circumstances on any any streets streets in the Community Community overnight or while being charged. on 4.6 ANIMAL REGULATIONS. REGULATIONS. Up to two (2) domestic dogs, cats, birds or other 4.6 customary household pets may be kept in each Residence; Residence; provided that they are not kept, bred customary or maintaine d for commerci al purposes or unreasonable quantities. or maintained commercial in unreasonable quantities. Small household pets such as fish fish and and caged birds may be kept in reasonable reasonable numbers so long as there is no external as evidence of of their presence in the Community. Community. Animals belonging to Owners, tenants, residents evidence or guests in the Communi ty or guests in Community must be kept in the Residence Residence; ; provided however, when outdoors, animals animals must must be kept under the control of a Person capable of controllin controlling g the animal either on a leash or other appropria te restraint when outside the Residence leash or other appropriate Residence. Furthermore, . Furthermo re, each Owner shall be be absolutely absolutely liable to each and every other Owner, their families, tenants, residents and guests for for damages damages or injuries caused by any animals brought or kept in the Communi Community ty by an Owner, by members by members of the Owner's Family, or by the Owner's guests, tenants or invitees. Each Owner shall ly remove any excremen t and clean all other unsanitary conditions caused by shall immediate immediately excrement such Owner's animals on any portion of the Communi such Owner's Community. ty. 4.7 IZED ANTENN AE. No Person AUTHORIZED ANTENNAE. No Person may install onthe theexterior exterior of of any any may install 4.7 AUTHOR on Residence , rooftops, balcony railings or in Residence, rooftops, balcony railings or in a a yard yard any any antenna antenna or or over-the-a over-the-air receiving device, device, ir receiving except d Antenna, except for for an an Authorize Authorized Antenna, unless unless authorized authorized in in advance advance by by the the Design Design Review Review Committe e. An d Antenna Committee. An Authorize Authorized Antenna may may be be mounted mounted on on a a mast mast to to reach reach the the height height needed needed to to receive an acceptable receive an acceptable quality quality signal, signal, subject subject to to local local governme government agency permitting permitting requireme requirements nt agency nts for for safety safety purposes. purposes. 4.7.1 ns on n. The 4.7.1 Restrictio Restrictions on Installatio Installation. The Committe Committee may adopt adopt reasonabl reasonable e may e restriction s on n and d Antenna restrictions on installatio installation and use use of of an an Authorize Authorized Antenna as as part part of of its its Design Design Guideline Guidelines in s in order to minimize visibility of d Antenna order to minimize visibility of the the Authorize Authorized Antenna from from other other Lots. Lots. Such Such restriction restrictions may s may designate n locations, designate one one (1) (1) or or more more preferred preferred installatio installation locations, or or require require camouflag camouflage such as paint e such as paint (subject rer's recommen dations), screening (subjectto tothe theantenna antennamanufactu manufacturer's recommendations), screeningvegetation vegetationor orother other Improvem ents. However, Improvements. However,no norestriction restrictionimposed imposedby bythe theCommitte Committee may(a) (a)unreasona unreasonably delay e may bly delay or prevent the installatio n, maintenan ce or prevent the installation, maintenanceor oruse useof ofan anAuthorize Authorized Antenna,(b) (b)unreasona unreasonably d Antenna, bly

10819698.8 10E19698.8

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increase the the cost cost of of the the installation, installation, maintenance maintenance or or use use of of an an Authorized increase Authorized Antenna, Antenna, or or (c) (c) preclude acceptable acceptable quality quality reception. reception. preclude 4.7.2 Prohibitions Prohibitions on on Installation. Installation. The The Committee 4.7.2 Committee may may prohibit prohibit the the installation of of an an Authorized Authorized Antenna Antenna in in a aparticular particularlocation installation locationif, if in the Committee's opinion, opinion, the the installation, location or maintenance maintenance of of such. such Authorized Antenna unreasonably affects the safety installation, location or safety of the the Owners Owners or or any any other other Person, Person, or or for for any any other other safety-related safety-related reason of reason established established by by the the Committee. The Committee may also prohibit an Owner from installing an Authorized Antenna on any real property which such Owner does not own or is not entitled to exclusively use or control under the Governing Documents. Further, the Committee has the power to prohibit or restrict the installation of any antenna or other over-the-air receiving device that does not meet the definition of an Authorized Antenna above. 4.7.3 Review Installation. The 4.7.3 Reviewafter after Installation. The Committee may reviewthe the location location and Committee may review installation of an Authorized Antenna after it is installed. After its review, the Committee may require that the Authorized Antenna be moved to a preferred location (if one has been designated) for safety reasons or to comply with reasonable restrictions subject to this Section 4.7 and applicable law.
4.8 TRASH. Trash Trashmust mustbe bestored stored in in sanitary sanitary trash trash containers. containers. No trash or containers may be left or stored outdoors. However, trash containers may be set out in an area designated by the Committee for a reasonable period of time on trash collection days (not to exceed twelve (12) hours before and after scheduled trash collection hours). At all other times, Owners must store trash containers in the garage or within their fenced yard until scheduled collection times. Each Owner shall at all times maintain adequate space in the garage or fenced yard for storage of trash containers.

4.9 NTS. 4.9 IMPROVEME IMPROVEMENTS. 4.9.1 Outside Improvements. The following Outside Improvements. The following outsideinstallations installations are are outside prohibited: (a) clotheslines, balcony, patio or deck covers, wiring, air conditioning equipment, water softeners, other machines and other similar Improvements, (b) mechanical equipment such as air conditioners or heating units that protrude through the walls or roofs of buildings, and (c) other exterior additions or alterations to any Lot. Outdoor patio or lounge furniture, plants and barbecue equipment may be kept in accordance with the Rules and Regulations. No outdoor fires are permitted, except in barbecue grills and fire pits designed and used in such a manner that they do not create a fire hazard. No clothing, fabrics or unsightly articles may be hung, dried or aired on or over any Lot. This Section 4.9.1 does not apply to Improvements installed (a) as part of the original construction of the Community by Declarant, (b) by Neighborhood Builders, (c) by the Master Association, or (d) with the approval of the Design Review Committee. 4.9.2 Improvements. The Board 4.9.2 Inside Inside Improvements. The Board has the power, butnot notthe theduty, duty, to to has the power, but promulgate promulgate Design Design Guidelines Guidelines for for window window coverings coverings that that are are exposed exposed to to view view from from streets, streets, the the Master Master Common Common Property Property or or other other Lots. Lots.

34 34
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4.9.3 Mechanic's Mechanic's Liens. No Owner 4.9.3 Liens. No Owner may maycause cause or or permit permit any any mechanic's mechanic's lien to be be filed filedagainst againstthe theMaster MasterCommon CommonProperty Propertyor oranother another Owner's to Owner's Lot Lot for for labor labor or or materials materials alleged to to have have been been furnished furnished or delivered to such Owner. Any Owner who permits a alleged mechanic's lien to be so filed shall immediately cause the lien to be discharged within five (5) days after notice to the Owner from the Board. If any Owner fails to remove any mechanic's lien from the Master Common Property, the Board may discharge the lien and levy a Special Assessment against against the the violating violating Owner's Owner's Lot Lot to recover the cost of discharge. Assessment 4.9.4 Indemnification. Neither the Declarant, Neighborhood Builders, nor the Master Association are liable or responsible for any damage that results from Improvements constructed or modified by an Owner.
4.10 INSURANCE

Dutyto to Obtain Obtain Insurance; Insurance; Types. The Master Association shall obtain 4.10.1 Duty and keep in effect at all times the following insurance coverages:
Public Liability. Adequate public liability insurance {including (a) coverage for medical payments), with limits acceptable to Fannie Mae and as required by Section 1365.9 of the California Civil Code, insuring against liability for bodily injury, death and property damage arising from the activities of the Master Association and the Owners on the Master Common Property.

Fire and Casualty Insurance. (b) Insurance. Fire Fireand andcasualty casualty insurance insurance with extended coverage, without deduction for depreciation, in an amount as near as possible to the full replacement value of all insurable Improvements on the Master Common Property. The casualty insurance shall not include earthquake coverage unless the Board is directed to obtain earthquake coverage by a majority of the Master Association's voting power. Fidelity Insurance. Fidelity insurance insurancecoverage coverage for for any any Person Person (c) handling funds of the Master Master Association, Association, whether whether or or not not such such persons persons are are compensated compensated for their services, in an amount amount not not less less than thanthe theestimated estimatedmaximum maximumof of funds, funds, including including reserve reserve funds, funds, in the custody of the Person during the term of the insurance. The aggregate amount of the fidelity insurance coverage may Annual may not not be be less less than than the the sum sum equal equal to to one-fourth one-fourth(1/4) (1/4) of of the the Annual Assessments on all Lots in the Community, plus reserve funds. (d) Other Insurance. Insurance.Such Suchother other risks other insurance insurance insuring other customarily insured by associations managing planned unit developments similar in construction, location and use. Such additional insurance may include general liability insurance and director's and officer's errors and omissions insurance in the minimum amounts established in Section 1365.9 of the California Civil Code. Beneficiaries. Beneficiaries.The TheMaster MasterAssociation's Association'sinsurance insurance shall shall be be kept kept (e) for the benefit of the Master Association, the Owners, and the Mortgagees, as their interests may appear appear as as named named insureds, insureds, subject, subject, however, however, to to loss loss payment payment requirements requirements established established in in this this Master Declaration. Master Declaration.

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4.10.2 Waiver Waiverof ofClaim ClaimAgainst AgainstAssociation. Association.All 4.10.2 policies All policiesof ofinsurance insurancekept kept by by or for for the the benefit benefit of of the the Master Master Association Association and and the the Owners Owners must or must provide provide that that the the Master Master Association.and andthe theOwners Ownerswaive waiveand andrelease releaseall Association allclaims claims against against one one another, another, the the Board, Board, Neighborhood Builders and Declarant, to the extent of the the insurance insurance proceeds proceeds available, available, whether whether or not not the the insurable insurable damage damage or or injury injury is is caused caused by by the the negligence or breach of any agreement negligence of of or or breach of any agreement by any of the Persons. Rightand andDuty Dutyof ofOwners Ownersto toInsure. 4.10.3 Right Owner is Insure.Each Each Owner isresponsible responsible for for insuring his personal property and all other property and Improvements on his Lot. Nothing in this Master Declaration precludes any Owner from carrying any public liability insurance he considers desirable; however, Owners' policies may not adversely affect or diminish any coverage under any of the Master Association's insurance policies. Duplicate copies of Owners insurance policies shall be deposited with the Master Association on request. If any loss intended to be covered by the Master Association's insurance occurs and the proceeds payable are reduced due to insurance carried by any Owner, such Owner shall assign the proceeds of the Owner's insurance to the Master Association, to the extent of such reduction, for application to the same purposes as the reduced proceeds are to be applied. 4.10.4 Notice Notice of Expiration Requirements.IfIf 4.10.4 Expiration Requirements. available, available,each eachof ofthe the Master Master Association's insurance policies must contain a provision that the policy may not be canceled, terminated, materially modified or allowed to expire by its terms, without at least thirty (30) days' prior written notice to the Board and Declarant, and to each Owner and Mortgagee, 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. In addition, fidelity insurance shall provide that it may not be canceled or substantially modified without at least thirty (30) days' prior written notice to any insurance trustee named pursuant to Section 4.10.5. 4.10.5 Trustee for for Policies. Policies_The The MasterAssociation 4.10.5 Trustee Master Associationis istrustee trustee of of the the interests interests of all named insureds under the Master Association's insurance policies. Unless an insurance policy provides for a different procedure for filing claims, all claims must be sent to the insurance carrier or agent by certified mail and be clearly identified as a claim. The Master Association shall keep a record of all claims made. All insurance proceeds under any Master Association insurance policies must be paid to the Board as trustees. The Board has the authority to negotiate loss settlements with insurance carriers. The Board is authorized to make a settlement with any insurer for less than full coverage for any damage, so long as the Board acts in accordance with the standard of care established in this Master Declaration. Any two (2) officers of the Master Association may sign a loss claim form and release form foil!, in connection with the settlement of a loss claim, and such signatures are binding on all the named insureds. A representative chosen by the Board may be named as an insured, including a trustee with whom the the Master Master Association Association may may enter enter into into an an insurance insurance trust trust agreement agreement and and any any successor successor to to such such trustee, trustee, who who shall shall have have exclusive exclusive authority authority to to negotiate negotiate losses losses under under any any insurance insurance policy policy and and to to perform perform such such other other functions functions necessary necessary to to accomplish accomplish this purpose. 4.10.6 Trustee. Except Exceptas asotherwise 4.10.6 Actions as Trustee. this otherwisespecifically specifically provided in this Master Master Declaration, Declaration, the the Board Board has has the the exclusive exclusive right right to to bind bind the the Master Master Association Association and and the the Owners Owners to to all all matters matters affecting affecting insurance insurance carried carried by by the the Master Master Association, Association, the the settlement settlement of of a a loss claim, loss claim, and and the the surrender, surrender, cancellation, cancellation, and and modification modification of of all all such such insurance. insurance. Duplicate Duplicate 36 36
40819698.8 40819698.8

originals or or certificates certificates of of all all policies policies of of fire fire and and casualty casualty insurance originals insurance kept kept by by the the Master Master Association and and of of all all renewals renewals thereof, thereof, together together with with proof Association proof of of payment payment of of premiums, premiums, shall shall be be delivered by the Master Association to all Owners and Mortgagees delivered by the Master Association to all Owners and Mortgagees who who requested requested them them in in writing. writing. 4.10.7 Annual Annual Insurance Insurance Review. Review. The The Board 4.10.7 Board shall shall review review the the Master Master Association's insurance policies policies at at least least annually. annually. If If economically Association's insurance economically feasible, feasible, the the Board Board shall shall obtain a current appraisal of the full replacement value of the Improvements on the Master Common Property without deduction for depreciation, from a qualified independent insurance appraiser, before each such annual review. 4.10.8 Required Waiver. All of the Master Association's insurance policies insuring against physical damage must provide, if reasonably possible, for waiver of
(a) Owners; (b) Any defense based on coinsurance; Subrogation of claims against the Owners and tenants of the

Any right of setoff, counterclaim, apportionment, proration or (c) contribution due to other insurance not carried by the Master Association;
Any invalidity, other adverse effect or defense due to any breach of (d) 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 insured;

Any right of the insurer to repair, rebuild or replace, and, if the (e) Improvement is not repaired, rebuilt or replaced following loss, any right to pay under the insurance an amount less than the replacement value of the Improvements insured; Notice of the assignment of any Owner of his interest in the (f) insurance by virtue of a conveyance of any Lot; insurer; (g) Any right to require any assignment of any Mortgage to the

Any denial of an Owner's claim because of negligent acts by the (h) Master Association or other Owners; and Prejudice of the insurance by any acts or omissions of Owners that (i) are not under the Master Association's control. 4.11 4.11 FURTHER FURTHER SUBDIVISION. SUBDIVISION. Except Except as as otherwise otherwise provided provided in in this this Master Master Declaration, Declaration, no no Owner Owner may may physically physically or or legally legally subdivide subdivide his his Lot Lot in in any any manner, manner, including including dividing dividing such such Owner's Owner's Lot Lot into into time-share time-share estates estates or or time-share time-share uses. uses. This This provision provision does does not not limit limit the the right right of of an an Owner Owner to to (a) (a) rent rent or or lease lease his his entire entire Lot Lot by by a a written written lease lease or or rental rental agreement subject to this Master IviasterDeclaration; Declaration;(b) (b) rent rent a a room room in in his his Residence; Residence; (c) (c) sell sell such such 37 37
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Owner'sLot; Lot;or or(d) (d)transfer transferor orsell sellany anyLot Lotto tomore morethan thanone Owner's onePerson Personto tobe beheld heldby bythem themas as tenants-i n-comm on, joint tenants, tenants by the entiretyor tenants-in-common, joint tenants, tenants by the entirety oras ascommunity communityproperty. property. 4.12DRAINAGE. DRAINAGE.No Noone onemay mayinterfere interferewith withor 4.12 oralter alterthe theestablished establisheddrainage drainagepattern pattern over any Lot unless an adequate alternati ve provisio nis over any Lot unless an adequate alternative provision ismade madefor forproper properdrainage drainagewith withthe the Board'sprior priorwritten writtenapproval. approval.For Forthe thepurpose purposeof ofthis thisSection, Board's Section,"established" "established"drainage drainagemeans, means, for any any Lot, Lot, the the drainage drainage which which (a) (a) exists exists at at the the time time of of the for Close of Escrow of such the first first Close of Escrow of such Lot, Lot, or or (b) is shown in any plan approve d by by the the Board. Board. Each Each Owner, (b) is shown in any plan approved Owner, by by accepting accepting a a grant grant deed deed to to his his Lot, acknowledges acknowledges and and understands understands that that in in connection connection with Lot, with the the development development of of the the Community, Community, Declaran t or Neighbo rhood Builders may have installed installed one Declarant or Neighborhood Builders may have one (1) (1) or or more more "sub-drains" "sub-drains" beneath beneath the surface surface of of such such Owner's Owner's Lot. Lot. The The sub-drains sub-drains and and all the all appurtenant appurtenant improvements improvements constructed constructed or installed installed by by Declarant Declarant or or Neighborhood Neighborhood Builders Builders ("Drainage ("Drainage Improvements"), or Improvements"), if if any, any, provide for for subterranean subterranean drainage drainage of of water water from from and and to to various provide various portions portions of of the the Community. Community. Drainage Improvements, Improvements, if if any, any, shall shall not not be be modified, modified, removed Drainage removed or or blocked blocked without without first first making making alternati ve drainage arrangem ents approved approved by by the the Board. Board. alternative drainage arrangements 4.13 WATER WATER SUPPLY SYSTEM. SYSTEM. No individual individual water supply, sewage disposal or 4.13 or self-gen erating water softener system is permitte d on any Lot unless such system is designed, self-generating water permitted designed, located, constructed constructed and equipped in accordance accordance with the requirements, located, requirements, standards standards and recomm endation s of any water district having jurisdict recommendations jurisdiction ion in the City and all other applicable applicable governmental authorities authorities with jurisdiction. jurisdiction. governmental 4.14 VIEW VIEW OBSTRUCTIONS. OBSTRUCTIONS. Each Owner acknowledges 4.14 acknowledges that (a) there are no protecte d views in the Commu nity and that no Lot is assured the existenc protected views Community existence unobstructed e or unobstru cted continua tion of r view, and (b) any construc continuation of any any particula particular construction, landscaping (including the growth tion, landscap ing (includin g of landscap ing) or other installati on of Improve ments of landscaping) or installation Improvements by Declaran Declarant. Neighborhood or t. Neighbo rhood Builders or other other Owners Owners may may impair the view from any Lot, and each Owner hereby consents to such view view impairm ent. impairment. 4.15 LATION OF YARD LANDS 4.15 INSTAL INSTALLATION LANDSCAPING. Declarant CAPING. If not installed by Declara nt or Neighbo rhood Builder, or Neighborhood Builder, each each Owner Owner shall shall complete complete the the installati installation of landscap landscaping on all on of ing on all portions portions of of the the yard yard on on such such Owner's Owner's Lot Lot in in accordan accordance with a a plan plan approve approved by the the Design Design ce with d by Review tee within Review Commit Committee within one one hundred hundred and and twenty twenty (120) (120) days days after after the the Close Close of of Escrow. Escrow. Each Each Owner shall obtain all permits necessar y and shall comply Owner shall obtain all permits necessary and shall comply with with all all requirem requirements of the the City_ City_ The The ents of types ing an types of of trees trees and and landscap landscaping an Owner Owner may may install install on on his his Lot Lot are are set set forth forth in in the the Design Design Guidelin es pursuant ents. In Guidelines pursuant to to City City requirem requirements. In addition addition, each Owner Owner shall shall be be required required to to replace replace , each any tree located within such Owner's any tree located within such Owner's Lot Lot in in accordan accordance with City City requirem requirements. ce with ents. 4.16 NTIAL LOT T TREES 4.16 RESIDE RESIDENTIAL LOT STREE STREET TREES, No Owner Owner may may remove remove or or alter alter any any , No trees or other landscap ing installed by t or trees or other landscaping installed byDeclaran Declarant ora aNeighbo Neighborhood Builderon ona aLot Lotwithout withoutthe the rhood Builder prior priorwritten writtenconsent consentof ofthe theBoard Boardand andthe theDesign DesignReview ReviewCommit Committee. tee. 4.17 S OF ED. Subject 4.17RIGHT RIGHTS OFDISABL DISABLED. Subjectto toArticle Article3, 3,each eachOwner Ownermay maymodify modifyhis his Residenc e Residenceand andthe theroute routeover overthe theLot Lotleading leadingto tothe thefront frontdoor doorof ofhis hisResidenc Residence, at his sole e, at his sole expense ce with ia Civil expensein inaccordan accordance withCaliforn California CivilCode CodeSection Section1360. 1360.

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4.18TEMPORARY TEMPORARYBUILDINGS. BUILDINGS. No Nooutbuilding, 4.18 outbuilding,tent, tent,shack, shack,shed shedor orother other temporary building building or or Improvement Improvement may may be be placed placed upon temporary upon any any portion portion of ofthe theCommunity Communityeither either temporaril y or permanent ly, without prior written temporarily or permanently, the prior written consent consent of of the the Design Review Review Committee. Committee. Nogarage, garage, carport, carport,trailer, trailer, camper, motor home, recreation vehicle or other vehicle vehicle may No may be be used used as a residence in the Communit y, either temporarily or permanently. permanently. as a residence in the Community, either temporarily or 4.19 MASTER MASTER COMMON COMMON PROPERTY. PROPERTY. The 4.19 The Master Master Common Common Property Property may may not not be be altered without the Board's prior written consent. altered without the Board's prior written consent. 4.20 DRILLING. DRILLING. No No oil oil drilling, drilling, oil, oil, gas gas or 4.20 or mineral mineral development development operations, operations, oil oil refining, geothermal geothermal exploration exploration or or development, development, quarrying refining, of any kind quarrying or or mining mining operations operations of any kind may be be conducted conducted in in the the Community, Community, nor nor are are oil oil wells, wells, tanks, may tanks, tunnels tunnels or or mineral mineral excavations excavations or or shafts permitted permitted upon upon the the surface surface of of any any Lot Lot or or within within five shafts below the surface five hundred hundred (500) (500) feet feet below the surface of the the Community. Community. No No derrick derrick or or other other structure structure designed designed for of for use use in in boring boring for for water, water, oil, oil, geothermal heat or natural gas may be erected, maintained or peunitted geothermal permitted on on any any Lot. Lot. 4.21 POLLUTANT POLLUTANT CONTROL. CONTROL. The Community Community is subject to the provisions of the federal Clean Water federal Act by application of its municipal component known as the National Pollutant Discharge Elimination Elimination System ("NPDES"). ("NPDES"). NPDES is implemented Pollutant implemented by the State of California (through its statewide California general NPDES permits), the County (through its Municipal Storm Water Permit) and the City (through its Standard Urban Storm Water Mitigation Plan), Storm each of which impose procedures known as best management management practices ("BMPs") for the each handling and discharge of runoff from the Community Community into storm drains and waterways_ handling waterways_ BMPs govern y before, during, and after constructio govern activities in the Communit Community construction. The Master n. Associatio n and the Owners shall comply with any NPDES requiremen Association requirements post-construction ts and post-constr uction BMPs y. BMPs that may apply to the Communit Community. 4.22 WINDOW COVERIN GS: INSIDE INSTALL COVERINGS: INSTALLATIONS. ATIONS. No window in any Residence Unit may be partially or completely covered, inside or outside, with aluminum foil, Residence newspaper , paint, reflective tint or any other material the Committee deems inappropria newspaper, inappropriate te for such use. However, each Owner may use plain clean white sheets to cover windows for a period such not not to exceed exceed six six (6) (6) months months after the Close of Escrow for sale or resale of the Lot pending the installation installation of drapes, curtains, shutters or other appropriate interior window coverings. The Board Board may, may, but but is is not not required required to to identify identify in in the the Design Design Guidelines Guidelines specific specific types types and and colors colors of of permitted or prohibited window coverings. permitted or prohibited window coverings. 4.23 S. Each 4.23 SOLAR SOLAR ENERGY ENERGY SYSTEM SYSTEMS. Each Owner Owner may may install install a a solar solar energy energy system system on on the the Owner's Owner's Lot Lot which which serves serves the the Owner's Owner's Residence, Residence, so so long long as as (a) (a) the the design design and and location location of ts of of the the solar solar energy energy system system meet meet the the requiremen requirements of applicable applicable Laws Laws and, and, (b) (b) design design and and location location of of the the system system receive receive the the prior prior written written approval approval of of the the Committee Committee. . 4.24 ANCE WITH 4.24 COMPLI COMPLIANCE WITH REPORT REPORTING REQUIREMENTS. By accepting accepting and and ING REQUIRE MENTS. By recording recording a a deed deed to to a a Lot, Lot, each each Owner Owner covenants covenants and and agrees agrees to to cooperate cooperate in in regular regular age age and and occupancy occupancy surveys surveys conducted conducted by by the the Master Master Associatio Association. Each Owner Owner understand understands, n. Each s, acknowled ges and acknowledges and agrees agrees that that such suchsurveys surveysare arerequired requiredto toretain retaineligibility eligibilityfor forfamilial familialstatus status and age discrimina tion exemption s available and age discrimination exemptions availablefor forseniors seniorshousing housingunder understate stateand andfederal federallaw. law. Each EachOwner Ownershall shallfully fullyand andtruthfully truthfullyrespond respondto toall allrequests requestsby bythe theMaster MasterAssociatio Association for n for 39 39
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information on all occupants of the Owner's Lot, which information on all occupants of the Owner's Lot, which information, inin the judgment the information, the judgmenof t of the Board, is reasonably necessary to ensure complian ce with state and federal laws respecting with Board, is reasonably necessary to ensure compliance state and fede ral laws resp ectin g senior housing. In the event of the change of occu pancyof senior housing. In the event of the change of occupancy the community, the ofany anyLot Lotin in the Com mun ity, the Owner shall immediately inform the Board in writing and shall provide to the Board the names and Owner shall immediately infor m the Board in writing shall provide to the Board the names and ages of all current occupants, and such othe information and ages of all current occupants, and such other r information as the Board reasonably requests to as the Board reasonably requests to verify the ages and qualifications of all occupant Each verify the ages and qualifications of all occupants.s. Each Owner shall be responsible for ensuring Owner shall be responsible for ensuring that all occupants of the Owner's Lot comply at all times that all occupants of the Owner's Lot comply at all times with all provisions of with all provisions ofthis thisMaster Master Declaration and any rules and regulations of the Mas Declaration and any rules and regulations of the Master restrictions terAssociation, Association,including inclu ding restr ictionson on age of occupants and duration of visits. Each Own er,by age of occupants and duration of visits. Each Owner, to a Lot in the byaccepting acceptingtitle title to a Lot in the Community, agrees to indemnify, defend and hold harmlessthe Community, agrees to indemnify, defend and hold harmless theMaster MasterAssociation Associationand and Declarant from any and all claims, losses, dam agesand andcauses Declarant from any and all claims, losses, damages which may arise causesof ofaction actio n which may arisefrom from such Owner's failure to so comply. such Owner's failure to so comply. 4.25IMPROVEMENTS IMPROVEMENTS NEA R SLO PES. Imp Improvements such as as poo pools, 4.25 NEAR SLOPES. rovements such ls, spas, spas, concrete slabs, decks, planters and walls that have notbeen concrete slabs, decks, planters and walls that have not qualified soils and beendesigned designed by by qual ified soils and structural engineers to compensate for expansiv e soil conditions structural engineers to compensate for expansive soil slope creep should conditions and and slop e cree p shou ld not not be be located within ten (10) feet of the top or, toe of slopes. Minor located within ten (10) feet of the top or, toe of slopes. cracking of Minor lifting lifting and and crac king of Improvements constructed at the top or toe of slopes may Improvements constructed at the top or toe of slopes may occur occur even even when when such such Improvements Improvements are constructed with qualified professional assis tance. are constructed with qualified professional assistance. 4.26 DING. The grad ing and drai nage desi The grading and drainage design of Lotshou should not be be alter altered 4.26 GRA GRADING. gn of aa Lot ld not ed by by any Owner or by any contractors or agents of an Owner in the course any Owner or by any contractors or agents Owner Improvements course of installing insta lling Improvements such as patios, planters, walls, swimming pool s or spas in a manner such as patios, planters, walls, swimming pools will redir redirect surface manner that will ect surfa ce water flow toward the Residence or onto adjacent water flow toward the Residence or adjacent prop property or that will trap water so that it ponds erty trap wate r so that it pond s and floods. Drainage devices such as concrete es, area drain lines and and floods. Drainage devices such concrete ditch ditches, and gutte gutters should be rs shou ld be carefully designed by a licensed engineer and insta lled by a cont carefully designed by a licensed engineer installed contractor licensed by the the State State of of ractor licen sed by California_ Drainage devices installed by the Dec larant that are desi California. Drainage devices installed Declarant designed to serv serve more than one one gned to e mor e than Lot or any Master Common Area should not be Lot or any Master Common Area should not be alter altered or mod modified in a a man manner that will redirect ed or ified in ner that will redirect or obstruct the drainage through these drainage or obstruct the drainage through these drainage devi devices. Any grad grading and drain drainage modifications ces. Any ing and age mod ifications are subject to applicable Laws, subject to appr oval by are subject to applicable Laws, subject to approval by the the Com Committee and subj subject to the term terms of mittee and ect to the s of any other drainage easements that may be of reco rd. any other drainage easements that may be of record. 4.27 SWIMMING, FISHING AND BOATIN Except expressly permitted in 4.27 SWIMMING, FISHING AND BOATING. G. Exc ept as as expr essly perm itted in the Rules and Regulations, no Person shall be itted to the Rules and Regulations, no Person shall beperm permitted tofish, fish,swim swimor orboat boatin inany anyof ofthe thelake lakes s located within the Community. Additional restr ictions rega located within the Community. Additional restrictions regarding theuse useand andenjo enjoyment ofthe the rding the yme nt of lakes may be included in the Rules and Regulati ons or lakes may be included in the Rules and Regulations orothe otherwise established bythe theBoa Board. rwise estab lished by rd. 4.28 RECREATIONAL CLUB. DecDeclarant plans to construct and sell the Club to the 4.28 RECREATIONAL CLUB. larant plan s to cons truct and sell the Club to the Master Association in fee. The Club will be a ational club Master Association in fee. The Club will be arecre recreational club within the Community. Owners with in the Community. Owners will be required to pay monthly Club Charges whic h shal will be required to pay monthly Club Charges which shall be assessed by the Master Association l be asse ssed by the Mas ter Asso ciation against each Owner's Residence as a part of the Ann against each Owner's Residence as a part of the Annual Assessments levied to operate and ual Asse ssments levie d to oper ate and maintain the Master Common Property. Club Cha rges will maintain the Master Common Property. Club Charges will include the installment payments for inclu de the insta llment paym ents for the Master Association's purchase of the Club Faci lities purs the Master Association's purchase of the Club Facilities pursuant to the Club Note. The Board uant to the Club Note . The Boa rd may, from time to time, promulgate rules for use and may, from time to time, promulgate rules for use and operation of the Club, including reasonable oper ation of the Club, including reasonable hours of operation. Owners and other residents livin hours of operation. Owners and other residents living the area of the Club Facilities will most g inin the area of the Club Faci lities will mos t likely experience and otherwise be subject to or othe likely experience and otherwise be subject to or otherwise inconvenienced by pedestrian and rwise inco nvenienced by pedestrian and vehicular traffic in the areas surrounding the Club . Resi vehicular traffic in the areas surrounding the Club. Residents the Community may experience dents ofof the Com munity may expe rience
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glare from night-lighted activities at the Club. Resi dents glare from night-lighted activities at the Club. Residents of the Community may also experience of the Community may also experience noises originating from the activities at the Club , traffic noises originating from the activities at the Club, traffic noises from vehicles going to and from noises from vehicles going to and from the Club, and noises from landscaping and other maintenance the Club, and noises from. landscaping and other maintenance activities. activities. ARTICLE ARTICLE 55 GOLF COURSEPROVISIONS PROVISIONS GOLF COURSE S.I. GOLF GOLF COURSEEach . Each Owner, by acceptance COURSE. Owner, by acceptance of aa deed to aa Lot of deed to Lotin inthe the Community acknowledges, understands and agre esto tothe Community acknowledges, understands and agrees thefollowing: following: 5.1.1Use Useof ofGolf Golf Course. golf course 5.1.1 Course. AA golf course ("Golf Course") through ("Golf Course"weaves ) weaves throughthe the Community, but is not a part of the Community Community, but is not a part of the Community nor nor own owned bythe theMas Master Association. In order ed by ter Asso ciation. In order to use the Golf Course, Owners will be required topay paysuch to use the Golf Course, Owners will be required to such other suchfees feesand andsatisfy satis fy such other conditions as may be required by the owner of the Golf Course. conditions as may be required by the owner of the Golf nor Course. Neither Neither Declarant Decl aran t nor the the Master Association have provided any representa tions, warranties Master Association have provided any representations, respecting warranties or or assurances assu ranc es resp ectin g the the amount or level of such fees or other conditions. EAC amount or level of such fees or other conditions. EACH OWNER, BY ACCEPTANCE OF H OW NER, ACC EPT ANC E OF A A DEED TO A LOT IN THE COMMUNITY ACK NOWLEDGES,UNDERSTANDS DEED TO A LOT IN THE COMMUNITY ACKNOWLEDGES, AND UND ERS TAN DS AND AGREES THAT (I) THE RIGHT TO ACCESS USE AND AGREES THAT (I) THE RIGHT TO ACCESS,, USE ENJOY THE GOLF AND ENJ OY THE GOLF COURSE COURSE AND ITS FACILITIES IS COMPLETELY SEP ARATE FROM AND ITS FACILITIES IS COMPLETELY SEPARATE UNRELATED FROMAND AND UNR ELATED TO TO THE OWNERSHIP OF A LOT IN THE COM MUNITY, AND THE OWNERSHIP OF A LOT IN THE COMMUNITY, OF A AND (2) THE PURCHASE PUR CHA SE OF A LOT IN THE COMMUNITY DOES NOT INC LUDE OR LOT IN THE COMMUNITY DOES INCLUDE OR OTH OTHERWISE CONFER TO ERW ISE CON FER TO THE OWNER ANY RIGHT TO ACCESS, USE THE OWNER ANY RIGHT TO ACCESS, USE OR OR ENJ ENJOY THE GOL GOLF COURSE OR OY THE F COU RSE OR ANY OF ITS FACILITIES. ANY OF ITS FACILITIES. 5.1.2 GolfBall BallOverflight Overflightand andDamage. Damage_Living 5.1.2 Golf adjacent Living adjacentto toor ornear near the the Golf Golf Course carries with it the risk of damage caused Course carries with it the risk of damage caused to to Pers Persons and prop property by golf balls. Each ons and erty by golf balls . Each Owner of a Lot in the Community takes title subj ect to Owner of a Lot in the Community takes title subject to a a none nonexclusive easement for the the bene benefit xclusive ease ment for fit of Persons using the Golf Course for golf ball over flight over of Persons using the Golf Course for golf ball overflight over and and acro across all Lots in the ss all Lots in the Community and through the air space above the Community and through the air space above the Com Community. Owners of Lots Lots may may expe expect that munity. Own ers of ct that golf balls will enter their Lots and may damage golf balls will enter their Lots and may damage Impr Improvements orinjur injure Persons. Neither ovements or e Pers ons. Neit her Declarant nor the Master Association have provided Declarant nor the Master Association have providedany anyassu assurances whatsoever concerning the rances what soev er conc ernin g the frequency with which golf balls will enter the adjac ent Lots frequency with which golf balls will enter the adjacent Lots, norany anyguar guaranties asto towhat what, if , nor anties as , if any, action may be taken by the Golf Course own er to any, action may be taken by the Golf Course owner tomitig mitigate golfball ballover overflight. ate golf flight. 5.1.3 Golf Course Course Irrigation. Irrigation. The Golf 5.1.3 Golf The Golf Course by well wellwate water Coursemay may be be irrigated irrigated by r or reclaimed water, neither of which may be suita ble for or reclaimed water, neither of which may be suitable fordom domestic use.Duri During irrigation, winds estic use. ng irrig ation , wind s may carry some irrigation spray onto residential may carry some irrigation spray onto residentialLots Lotsin inthe theCom Community. Byacce accepting deedto to munity. By pting aadeed Lots in the Community, each Owner acknowledges Lots in the Community, each Owner acknowledgesand andunde understands (i) that reclaimed water may rstands (i) that recla imed wate r may stain Improvements or affect landscaping on resid ential Lots stain Improvements or affect landscaping on residential Lots, and (ii) that neither Declarant nor , and (ii) that neither Declarant nor the Master Association have any control over the irrig the Master Association have any control over the irrigation or maintenance of the Golf Course. ation or main tenance of the Golf Cour se. Owners agree to take appropriate precautions to mini Owners agree to take appropriate precautions to minimize the effect of water overspray on their mize the effect of water overspray on their Lots. Lots. 5.1.4 icide/Fertilizer Ove rspray. The 5.1.4 Pest Pesticide/Fertilizer Overspray. Golf Cour Course may from Theowner owner of of the Golf se may from time to time treat the Golf Course with sprayed ferti time to time treat the Golf Course with sprayed fertilizer or pesticides. During treatment, winds lizer or pesti cides. Duri ng treat ment, wind s may carry sprayed materials onto adjacent residentia may carry sprayed materials onto adjacent residential Lots the Community. By accepting l Lots inin the Community. By accepting a a 41 41

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deed to Lot in the Community, each Owner acknowledges deed to aa Lot in the Community, each Owner acknowledges and understands (i) that oversprayed and understands (i) that oversprayed fertili zers or pestic ides may enter the Lot, (ii) that such fertilizers or pesticides may enter the Lot, (ii) that such materials may harm some landscaping or materials may harm some landscaping or other Improvements constructed on the Lot, and (iii)that other Improvements constructed on the Lot, and (iii) nor the Master thatneither neitherDeclarant Declarant nor the Master Associationhave haveany anycontrol control, over the application of Association over the application of fertilizers or pesticides in maintenance fertilizers or pesticides in maintenanceof of the Golf Cours e. Owne rsof ofLots Lotsin inthe theCommunity Communityagree the Golf Course. Owners precautions agreeto totake takeappropriate appropriate precautionsto to minimizethe theeffect effectof ofany anyoverspray oversprayof offertilizers fertilizersand andpesticides minimize pesticideson ontheir theirLots. Lots. 5.L5Golf GolfCourse CourseNoise. Noise.Golf Golfcourse courseuse 5.L5 usebegins beginsimmediately immediatelyafter afterdaylight daylight and contin ues to dark up to seven (7) days per week and continues to dark up to seven (7) days per week. .Golf GolfCourse Coursemaintenance maintenanceincluding including irrigationand andapplication applicationof offertilizers fertilizersor orpesticides pesticidesmay irrigation maybe becarried carriedon onduring duringnighttime nighttimeand and daylig ht hours . By acceptingaadeed deedto toaaLot Lotin inthe theCommunity, daylight hours. By accepting Owner acknowledges Community,each each Owner acknowledgesand and understandsthat thatGolf GolfCourse Courseuse useand andmaintenance maintenancewill understands willcreate createnoise noiseand andother otherdisturbances disturbances whichmay mayresult resultin ininconvenience inconvenienceand anddisturbance disturbanceto which toOwners Ownersor orresidents residentsof ofthe theCommunity, Community, includ ing interr uption of sleep. including interruption of sleep. 5.1.6 Continuation Continuation of of Golf Golf Course Course Operations. 5.1.6 Operations. Declarant Declarant provides provides no no assura nces, repres entations or or warranties warranties that that the the Golf Golf Course assurances, representations will continue in golf Course will continue in use use as as a a golf cours e for any partic ular period of time. Neither Declarant Declarant nor course for any particular period of time. Neither nor the the Master Master Association Association have have any any ownership or or control control of of the the Golf Golf Course. Course. Use Use of of the the Golf ownership change in the future Golf Course Course may may change in the future and and Declarant has has made made no no representations representations or warranties warranties regarding Declarant regarding the future use of of the the Golf Golf Course. Course. Owners, by by acceptance acceptance of a deed to a Lot, for themselves Owners, themselves and on on behalf behalf of of their their famil y, guest s, tenants, tenants, invitees invitees and licensees, licensees, hereby hereby release family, guests, Declarant, the Master Association release Declarant, Master Association and their respective respective partners, partners, officers, officers, directors, directors, shareholders, shareholders, trustees, and their employees trustees, agents agents arid and emplo yees (colle ctivel y the ased Partie s"), from all claim (collectively the "Rele "Released Parties"), claims, demands, expenses, damages, costs, s, dema nds, expenses, damages, costs, cause s of , obliga tions, losses and ties, includ causes of action action, obligations, arid liabili liabilities, including damage Residences and other other ing dama ge to Resid ences and prope rty dama ge and dama ges for perso nal injury or death (colle property damage and damages personal (collectively, the "Claims") which in ctively, "Claims") which in any way arise from or relate to the matte rs disclo sed in this Sectio any way arise from or relate matters disclosed Section Master Declaration. n of the Maste r Decla ration. Owne rs shall nify, defen d and Owners shall indem indemnify, defend and hold hold the the Relea Released Parties free and and harml harmless from any and all all sed Partie s free ess from any and Claim s made s, tenan ts, invite es or Claims made by by the the guest guests, tenants, invitees or licens licensees of Owne Owners against any of the Released ees of rs against any of the Released Partie s. Parties. ART ICLE 6 ARTICLE 6 PROP ERTY EASE MENTS AND PROPERTY EASEMENTS ANDRIGH RIGHTS TS 6.1 EMENTS. 6.1 EAS EASEMENTS. 6.1.1 tenance and ir. Decla 6.1.1Main Maintenance andRepa Repair. Declarant reserves forthe thebenef benefit ofthe the rant reserv es for it of Maste r Assoc iation and r Assoc iation agent Master Association andall allMaste Master Association agents, officers and employees, nonexclusive s, officers and employees, nonexclusive easem ents over r Comm on Prope rty as easements overthe theMaste Master Common Property asneces necessary tofulfill fulfillthe theobliga obligations andperfo perform sary to tions and rm the r Assoc iation. theduties dutiesof ofthe theMaste Master Association. 6.1.2 y Easem ents, Decla rant reserv 6.1.2Utilit Utility Easements, Declarant reserves easements toinstal install andmaint maintain es easem ents to l and ain utiliti es over the Maste r Comm on Prope rty for the utilities over the Master Common Property for the benefit of the Owners and their Lots. benef it of the Owners and their Lots. Decla rant reserv es the right to grant additi onal easem Declarant reserves the right to grant additional easements and rights-of-way throughout the ents and rights -of-way throu ghout the Comm unity to utility comp anies and public agenc ies as Community to utility companies and public agencies as deems necessary for the proper itit deem s necessary for the proper 42 42

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development and disposal of the Community. Such development and disposal of the Community. Such right of Declarant shall expire on right of Declarant shall expire onthe theClose Close of Escro w for the sale of the last Lot in the Communityand of Escrow for the sale of the last Lot in the Community andthe theAnnexable AnnexableTerritory. Territory. 6.1.3 Encroachments. Encroachments. Declarant reserves,for 6.1.3 Declarant reserves, forits itsbenefit, benefit,for forthe thebenefit benefitof ofthe the Neigh borho od Build ers and for the benef it of Owne Neighborhood Builders and for the benefit of Owners rsand andtheir theirLots, Lots,aareciprocal reciprocaleasement easement appurtenantto toeach eachLot Lotover overthe theother otherLots Lotsand andthe theMaster appurtenant MasterCommon CommonProperty Propertyto toaccommodate accommodate (a) any existin g encro achme nt of any wall, fence or (a) any existing encroachment of any wall, fence or any anyother otherImprovement Improvementinstalled installedby by Declarantor orapproved approvedby bythe theDesign DesignReview ReviewCommittee, Committee,and Declarant and(b) (b)shifting, shifting,movement movementor ornatural natural settlingof ofthe theResidences Residencesor orother otherImprovements. Improvements. settling 6.1.4 Completion Completion Improvements. 6.1.4 ofof Improvements. Declarant reserves easements to enter Declarant reserves easements to enterthe the Comm unity to comp leteany anyImprovement Improvementwhich whichDeclarant Declarantconsiders Community to complete to implement considersdesirable desirable to implement Declarant's development development plan. plan. Declarant's 6.1.5 Owners' Owners' Easements in Master 6.1.5 Easements in Master Common Property. Declarant reserves, Common Property. Declarant reserves, for the benef it of every Owne r, his Famil y, guests , tenants and for the benefit of every Owner, his Family, guests, tenants and invitees, invitees, nonexclusive nonexclusive easements easements for vehicular vehicular and and pedestrian pedestrian access access over over the the Master Master Common for Common Property Property in in connection connection with with the the use use and enjoy ment of each each Lot Lot in in the the Community. Community. This This easement and enjoyment of appurtenant to and passes easement is is appurtenant to and passes with with title to to every every Lot Lot in in the the Community. Community. title 6.1.6 Easements Easements for Maintenanceof ofMaster 6.1.6 for Maintenance MasterMaintenance MaintenanceAreas. Areas. Declarant Declarant reserv es, for the benef it of the Maste r Assoc iation , nonexclusive nonexclusive easements reserves, for the benefit of Master Association, easements (a) for for maintenance maintenance of the the Master Master Maintenance Maintenance Areas designated designated in this Master of Master Declaration Declaration or any Notice Notice of of Addit ion or emental Maste r Decla ration, and (b) over the prope Addition or Suppl Supplemental Master Declaration, property such Master rty Master Maint enance Areas d for access , ingres s and egress neces Maintenance Areas are are locate located access, ingress necessary perform such sary to perfor m such maint enanc e. No Owne r may re with the Maste maintenance. No Owner may interfe interfere Master Association's exercise of its rights under under r Assoc iation's exerci se of its rights the easem ent reserv ed in this Sectio n. Decla rant shall have the right to grant these the easement reserved in this Section. Declarant these easem easements to ents to the r Assoc iation before yance of any Lot to an Owne the Maste Master Association before and after the conve conveyance Owner. r. 6.1.7 Community Wall Easements.Declarant 6.1.7 Community Wall Easements. of the the Declarant reserves reserves for for the the benefit benefit of Maste r Assoc iation the follow ing easem ents: Master Association the following easements: An ent over (a) An easem easement over all all Lots Lots abutti abutting the Maste Master Common Area ng the r Comm (a) on Area owned by the Maste r Assoc iation , consis ting owned by the Master Association, consisting of of a a three three (3) (3) foot foot wide wide strip strip of of land land along along the the entire entire length rty line ting such lengthof ofthe theprope property linesepara separating suchLot Lotfrom fromthe theMaste Master Common Area owned by the r Comm on Area owned by the Maste r Assoc iation, to modate the gs and Master Association, toaccom accommodate thefootin footings andother otherstruct structural components ofany any ural comp onents of Comm unity Wall d on diately adjace Community Walllocate located onor orimme immediately adjacent tosuch suchprope property line,includ including any nt to rty line, ing any encro achme nts thereo f onto the Lot: and encroachments thereof onto the Lot: and An ent for (b) Aneasem easement foraccess accessover oversuch suchLots Lotsas asreason reasonably necessary for (b) ably neces sary for maint aining unity Walls d as maintainingthe theComm Community Wallsand andrelate related asImpro Improvements. vements. 6.1.8 DrainageEasements. Easements.Declarant Declarantreserves 6.1.8 Drainage benefit ofthe the reserves for for the benef it of Comm unity, the rs, the borhood Build ers, and Community, theOwne Owners, theNeigh Neighborhood Builders, andthe theMaste Master Association, reciprocal r Association, recipr ocal nonex clusiv e easem ents for draina ge nonexclusive easements for drainageof ofwater waterover, over,across acrossand andin inthe theComm Community. unity. 6.1.9 Easement for Decla rant and 6.1.9 Easement Declarant and Neigh Neighborhood Builders Over Master borhood Build ers Over Maste r Comm on Prope rty. Decla rant hereb y expressly reserv Common Property. Declarant hereby expressly reserves for the the benef benefit ofDecla Declarant and all es for it of rant and all
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Neighborhood Builders, for the benefit of their respe ctive Neighborhood Builders, for the benefit of their respective agents, subcontractors, agents, subcontractorsinvitees, , invitees, employees and contractors, and for the benefit of their respective employees and contractors, and for the benefit of their respective successors and assigns, a successors and assians, nonexclusive easement appurtenant to the Annexable nonexclusive easement appurtenant to the Annexable Territory, in, to, and over the Master Territory, in, to, and over the Master Common Property for access, ingress, egress, use and Common Property for access, ingress, egress, use and enjoyment, in order to show the enjoyment, in order to show the Community or Annexable Territory to Neighborhood Community or Annexable Territory to Neighborhood Builders and other prospective purchasers, Builders and other prospective purchasers, or to develop, construct, market, sell, lease or otherwise or to develop, construct, market, sell, lease or otherwise dispose or disposeof ofthe theCommunity Community orthe the Annexable Territory. Such easement shall continue untilthe Annexable Territory. Such easement shall continue until Escrow in the thelast lastClose Closeof of Escro w in the Communityand andthe theAnnexable AnnexableTerritory Territoryhas hasoccurred; occurred;provided, Community provided,however, however,that thatsuch suchuse useshall shall not unreasonably interfere with the rights of enjoyment not unreasonably interfere with the rights of enjoyment of other Owners as provided ofthe the other Owners as providedherein. herein. 6.1.10Master MasterTelecommunications TelecommunicationsEasement. Easement.Declarant 6.1.10 Declarantreserves reservesblanket blanket easements ("Telecommunications Easements") over the Community for access for easements ("Telecommunications Easements") Community for accessand and for purposes of constructing, installing, locating, altering, purposes of constructing, installing, locating, altering, operating, operating,maintaining, maintaining,inspecting, inspe cting, upgrading, removing and enhancing Telecommunica ("Telecommunications upgrading, removing and enhancing Telecommunications Facilities tions Facilities ("Telecommunications Purposes") for the benefit of Declarant and the Com for the benefit of Declarant Community. munity. Such Purposes") Such easements easements are are freely freely transferable by Declarant to any other Person and their transferable by Declarant to any other Person and their successors No successors and and assigns. assig ns. No one, one, except except for Declarant, and Declarant's transferees may use the for Declarant, and Declarant's transferees may use the Community Telecommunications Community for for Telecommunications Purposes. All Telecommunications Facilities shall be Purposes. All Telecommunications Facilities shall be owned, owned, leased leased or or licensed licensed by by Declarant, Declarant, as as determined by Declarant, in its sole discretion and busin determined by Declarant, in its sole discretion and business of the ess judgment. judgment. Transfer Transfer of the Community does not imply transfer of any Telecomm Community does not imply transfer Telecommunications unications Easements Easements or or Telecommunications Facilities. The holders Telecommunications Easements Telecommunications Facilities. holders of the Telecommunications Easements may may not not exercise the rights reserved hereunder manner which exercise the rights reserved hereunder in any manner interfere the which will unreasonably unreasonably interfere with with the reasonable use and enjoyment of the Community reasonable use and enjoyment of Community by any Owner. of any Owner. If the exercise exerc ise of any Telecommunications Easement results in damage to Telecommunications Easement results damage the Com Community, the easem easement holder munity, then the ent holde r who caused the damage shall, within a reasonable perio who caused the damage shall, within reasonable period repair damage_ If d of time, repai r such dama ge_ If Declarant has not conveyed the Telecommunications Declarant has not conveyed the Telecommunications Ease Easements Phase to anoth another Person ments in a Phas e to er Perso n before the last Close of Escrow in the Community and before the last Close of Escrow Community Annexable Territory, then Decl Declarant the Anne xable Terri tory, then arant grants the Telecommunications Easements to the Mast grants the Telecommunications Easements to the Master Association effective as of of the the last last er Asso ciation effec tive as Close of Escrow in the Community and the Annexable Close of Escrow in the Community and the Annexable Terri Territory. tory. 6.1.1 1 Use arant and of the the Club Club by by Decl Declarant andNeig Neighborhood Builders. After the 6.1.11 Use of hborhood Buil ders. Afte r the Master Association acquires fee title to the Club and Master Association acquires fee title to the Club and it it beco becomes part of of the the Mast Master Common mes part er Common Area, Declarant and the Neighborhood Builders, with Area, Declarant and the Neighborhood Builders, withthe theprior priorappro approval ofthe theDecl Declarant, shall val of arant, shall have the right to use of the Club Facilities and services have the right to use of the Club Facilities and servicesfor forand andin inconn connection with marketing of ection with marketing of Lots in the overall development, promotion and adve Lots in the overall development, promotion and advertising ofthe theovera overall development, public rtising of ll development, public relations, and generally creating an interest among poten relations, and generally creating an interest among potential residents inbeco becoming anOwn Owner. tial resid ents in ming an er. Any such use shall be scheduled and conducted in mann Any such use shall be scheduled and conducted in manner that minimizes any potential er that minimizes any potential interference with the rights of Owners and their gues interference with the rights of Owners and their guests touse usesuch suchClub ClubFacil Facilities andrecei receive ts to ities and ve such services. such services. 6.2 HT TO GRA NT EAS EMENTS. Decl Declarant reserves easements over the 6.2RIGRIGHT TO GRANT EASEMENTS. arant reser ves ease ments over the Master Common Area owned by the Master Associatio Master Common Area owned by the Master Association for the exclusive use by an Owner or n for the exclusive use by an Owner or Owners of contiguous property as a yard, recreational, Owners of contiguous property as a yard, recreational, gardening, and landscaping area. Any garde ning, and lands caping area. Any such easement may be conveyed by the Declarant befor such easement may be conveyed by the Declarant before the last Close of Escrow for sale of e the last Close of Escrow for sale of aa Lot in the Community and the Annexable Territory. Lot in the Community and the Annexable Territory. Such conveyance must be approved by the Such conv eyance must be appro ved by the Board, which approval must not be unreasonably withh The purpose of the easement, the Board, which approval must not be unreasonably withheld. eld. The purp ose of the easement, the

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portion of the Master Common Area affected, the Lot portion of the Master Common Area affected, the Lot to which the easement isis appurtenant, and to which the easement appurtenant, and any restri ction s on use of the easem ent area shall be identified any restrictions on use of the easement area shall be identified in aa Recorded grant of easement. in Recorded grant of easement. 6.3 DELEGATION DELEGATION OF USE. Any Owner OF USE. Any Owner may delegate his right to use the Master may delegate 6.3 his right to use the Master Com mon Area owne d by the Mast er Association in writing Common Area owned by the Master Association in writing to his tenants, contract purchasers or to his tenants, contract purchasers or subte nants who resid e in such Own er's Resid ence, subje subtenants who reside in such Owner's Residence, subject An ctto toregulation regulationby bythe theBoard. Boar d. An Ownerwho whohas hasdelegated delegatedhis hisrights rightsmay maynot notuse usethe therecreational recreationalfacilities Owner facilitieson onthe theMaster Master Com mon Area so longas assuch suchdelegation delegationremains remainsin ineffect. Common Area so long effect. 6.4 RIG HT OF RY. RIGHT OF ENT ENTRY. 6.4 6.4.1Master MasterAssociation. Association.The TheMaster MasterAssociation 6.4.1 Associationand andits itsagents, agents,employees employees and contr actor s have the right to enter the Lots toinspect inspectthe and contractors have the right to enter the Lots to take theCommunity, Community,and andmay may take whatevercorrective correctiveaction actionit itdetermines determinesto tobe benecessary necessaryor whatever orproper. proper.Entry Entryonto ontoany anyLot Lotunder underthis this Subs ectio n may be made after at least three {3) days' Subsection may be made after at least three {3) days' advance the Owner of the advance written written notice notice to to the Own er of the Lot except except for for emergency emergency situations, situations, which which shall shall not not require Lot this Subsection require notice. notice. Nothing Nothing in in this Subs ectio n limits the the right right of of an an Owner Owner to to exclusive exclusive occupancy occupancy and and control limits his Lot that is control over over the the portion portion of of his Lot that is not Mast er Main tenan ce Area or Mast er Common Area. Area. Any not Master Maintenance Area or Master Common Lot Any damage damage to to a a Residence Residence or or Lot caused by by entry entry under under this this Subsection Subsection shall shall be be repaired repaired by caused by the the Master Master Association. Association, 6.4.2 Declarant Declarant and Neighborhood Neighborhood Builders. Builders. The Declarant 6.4.2 Declarant and and each each Neig hborh ood Build er have the right Community (a) to comply Neighborhood Builder have the to enter the Community requirements comply with with requirements for the the recordation recordation of of subdivision subdivision maps or lot line adjustments adjustments in the Community for Community or or Annexable Annexable Terri tory, (b) for repai r of Impr ovem ents accordance with the provisions Territory, (b) for repair of Improvements in accordance the Right provisions of of the Right to to Repa ir Law, modate gradi ng or const ruction activ Repair Law, (c) (c) to to accom accommodate grading construction activities, to comp comply with ities, and (d) to ly with requi rements of cable gove rnmental agen cies. Decl requirements of appli applicable governmental agencies. Declarant Neighborhood Builder, as arant or Neig hborhood Build er, as appli cable , shall provi de reaso nable e to Own er prior to entry into the Own applicable, shall provide reasonable notic notice Owner Owner's Lot under er's Lot under this ection excep t for gency situa tions, whic this Subs Subsection except for emer emergency situations, which require notice. Nothing in this this h shall not requi re notic e. Noth ing in Subs ection limits er to sive occup Subsection limits the the right right of of an an Own Owner to exclu exclusive occupancy and contr control over the the portio portion of ancy and ol over n of his er Com mon Prop erty. Any his Lot Lot that that is is not not Mast Master Common Property. Any dama damage to the the Com Community caused by entry ge to munity caused by entry unde r this ection shall red by rant or under this Subs Subsection shall be be repai repaired by the the Decla Declarant or Neig Neighborhood Builder, as appli applicable. hborhood Build er, as cable. Unle ss other wise speci fied in l grant Unless otherwise specified in the the initia initial grant deed deed of of a a Lot Lot from from Decla Declarant or Neighborhood rant or Neighborhood Build er, as cable, this Builder, as appli applicable, this right right of entry shall autom automatically yearsfrom from the the atically expire expire eleven eleven (11) (II) years last Close of Escro w for the munity. last Close of Escrow for thesale saleof ofa aLot Lotin inthe theCom Community. ART ICLE 7 ARTICLE 7 MAS TER ASS OCIATION MAI NTENANCE FUN MASTER ASSOCIATION MAINTENANCE FUNDS ANDASS ASSESSMENTS DS AND ESSMENTS 7.1 SONAL OBL IGATION TO PAY OBLIGATION TO PAY ASSESSMENTS. Each Owner shall ASS 7.1PERPERSONAL ESSMENTS. Each Own er shall pay to the Mast er Asso ciation all ssments estab lished and pay to the Master Association allAsse Assessments established andcolle collected pursuant to this Master cted pursuant to this Master Decl aration. The er Asso ciation shall Declaration. TheMast Master Association shallnot notlevy levyor orcolle collect anyAsse Assessment thatexcee exceeds the ct any ssment that ds the amou nt neces sary for the purpo se for whic h itit is levie amount necessary for the purpose for which is levied. All Assessments, together with late d. All Asse ssments, together with late paym ent penal ties, intere st, costs , and reaso nable attorn payment penalties, interest, costs, and reasonable attorney fees for the collection thereof, are ey fees for the colle ction there of, are aa charg e and aa conti nuing lien on the Lot again st whic h such charge and continuing lien on the Lot against which such Assessment is made. Each Asse ssment is made. Each Asse ssment, toget her with late paym ent penal ties, intere Assessment, together with late payment penalties, interest, costs and reasonable attorney fees, st, costs and reaso nable attorn ey fees, isis also the perso nal oblig ation of the Perso n who was the also the personal obligation of the Person who was the Owner of the Lot when the Assessment Own er of the Lot when the Assessment 45 45

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accrued. The personal obligation for delinquent Assessments accrued. The personal obligation for delinquent Assessments may not pass to any new Owner may not pass to any new Owner ("Pur chase r") unles s expre ssly assumedby bythe thePurchaser Purchaseror has actual or ("Purchaser") unless expressly assumed orunless unlessthe thePurchaser Purchaser has actual or const ructiv e know ledge of such delinq uent Asses smen constructive knowledge of such delinquent Assessments, whether by virtue of the Recordation of ts, whether by virtue of the Recordation of Noticeof ofDelinquent Delinquent Assessment or receiptfrom fromthe a certificate aaNotice Assessment or receipt theMaster MasterAssociation Associationof of a certificate pursuantto toSection Section1368(a)(4) 1368(a)(4)of ofthe theCalifornia CaliforniaCivil CivilCode. pursuant Code. 7.2 MAS TER ASSO CIATION MAI NTENANCE FUN 7.2 MASTER ASSOCIATION MAINTENANCE FUNDS. DS. The The Master Master Assoc iation shall establishno nofewer fewerthan thantwo two(2) (2)separate separateMaster Association shall establish MasterAssociation AssociationMaintenance MaintenanceFund Fund accountsinto intowhich whichshall shallbe bedeposited depositedall allmoney moneypaid paidto accounts which tothe theMaster MasterAssociation Associationand andfrom from which disbursementsshall shallbe bemade, made,as asprovided providedin inthis thisMaster MasterDeclaration. disbursements Declaration.The TheMaster MasterAssociation Association MaintenanceFunds Fundsmay maybe beestablished establishedas astrust trustaccounts accountsat Maintenance ataabanking bankingor orsavings savingsinstitution institutionand and shall includ e: (a) an Opera tingFund Fundfor forcurrent currentCommon CommonExpenses, shall include: (a) an Operating an adequate Expenses,(b) (b) an adequateReserve Reser ve Fundfor forthe theportion portionof ofCommon CommonExpenses Expensesallocated allocatedto Fund to(i) (i)reserves reservesfor forImprovements Improvementswhich whichthe the Board does not expec t to perfo rm on an annual annual or or more more frequent Board does not expect to perform on an of frequent basis, basis. and and (ii) (ii) payment payment of deductible amounts amounts for for insurance insurance policies policies which which the the Master deductible Master Association Association obtains, obtains, and and (c) (c) any any other funds which the Maste r Assoc iation may establish. establish. other funds which the Master Association may 7.3 PURPOSE OF OF ASSESSMENTS. ASSESSMENTS. The The Assessments PURPOSE 7.3 Assessments shall shall be be used used exclusively exclusively to to (a) prom ote the Owne rs' welfa re, (b) opera te, impro (a) promote the Owners' welfare, (b) operate, improve ve and and maintain maintain the the Master Master Common Common Area, Area, and (c) (c) discharge discharge any any other other Master Master Association Association obligations obligations under the Master and Master Declaration. Declaration. All All amounts deposited deposited into into the the Master Master Association Association Maintenance Maintenance Funds must be used amounts the used solely solely for for the comm on benef it of all Owne rs for purpo ses authorized authorized by this Master common benefit of all Owners purposes Master Declaration. Declaration. Disbursements from from the the Operating Operating Fund generally generally shall be made by the Master Disbursements Master Association Association to to disch arge Maste r Assoc iation respo nsibil ities discharge Master Association responsibilities which canno cannot discharged disbursements from t be disch arged by disbu rseme nts from the ve Fund. ver, if the Board determ ines that the Opera the Reser Reserve Fund. Howe However, determines Operating contains excess ting Fund conta ins excess funds , the er the exces s funds to any other Maste funds, the Board Board may may transf transfer excess Master Association Maintenance r Assoc iation Main tenance Fund. rsements from ve Fund shall be made by the Maste Fund. Disbu Disbursements from the Reser Reserve Master Association only for for r Assoc iation only the ses specif ied in e and in Sectio n 1365. the purpo purposes specified in this this Articl Article Section 1365.5(c) California Civil Code. 5(c) of the Califo rnia Civil Code. 7.4 WAIV ER OF r may WAIVER OFUSE. USE.No NoOwne Owner mayexem exempt himself from perso personal liability for 7.4 pt himse lf from nal liabil ity for Asses smen ts, duly levied r Assoc iation, nor Assessments, duly levied by by the the Maste Master Association, nor releas release such Owne Owner's Lot from the liens e such r's Lot from the liens and charg es thereo f, by waivi ng use and enjoy ment and charges thereof, by waiving use and enjoyment of of the the Maste Master Common Area or or by by r Comm on Area aband oning such r's Lot. abandoning such Owne Owner's Lot. 7.5 TS ONON ANN UAL ASSE SSMENT INCR LIMITS ANNUAL ASSESSMENT INCREASES. 7.5 LIMI EASES. 7.5.1 mum Auth orized Annu 7.5,1 Maxi Maximum Authorized Annual Assessment ForInitia Initial Yearof of al Asse ssment For l Year Opera tions. Durin g the Fisca l Year inin which Annu the Fiscal Year which Annual Assessments commence, the Board may al Asses Operations. During sments comm ence, the Board may levy an Annu al Asses smen t per Lot in an nt which levy an Annual Assessment per Lot in anamou amount whichexcee exceeds onehundr hundred twenty percent ds one ed twent y perce nt (120% ) of nt of al Asses sments disclo (120%) ofthe theamou amount ofAnnu Annual Assessments disclosed forthe theComm Community in the most current sed for unity in the most curren t Budg et filed ved by Budget filedwith withand andappro approved bythe theDRE DREonly onlyif ifthe theBoard Boardfirst firstobtain obtains theappro approval of s the val of Owne rs castin g aamajor ity of ng or Owners casting majority ofvotes votesat ataameeti meeting orelecti election ofthe theMaste Master Association inwhich which on of r Assoc iation in more than fifty perce nt (50% ) of the Lots are repre Election"). This Section more than fifty percent (50%) of the Lots represented sented ("Increase ("Increase Elect ion"). This Sectio n does al Asses sment increa ses neces sary for doesnot notlimit limitAnnu Annual Assessment increases necessary foraddre addressing an"Eme "Emergency Situation" ssing an rgency Situation" as define d in Sectio n 7.5.5. as defined in Section 7.5.5.

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7.5.2 Maximum Authorized Annual 7.5.2 Maximum Authorized Annual Assessment For Subsequent Fiscal Assessment For Subsequent Fiscal Years_ During the Fiscal Years following the Fiscal Year Years. During the Fiscal Years following the Fiscal Year inin which Annual Assessments which Annual Assessments commence, the Board maylevy levyAnnual AnnualAssessments Assessmentswhich vallich commence, the Board may exceed the Annual Assessments for exceed the Annual Assessments for the imme diate ly prece ding Fiscal Year only as follows: the immediately preceding Fiscal Year only as follows: (a) If Ifthe theincrease increasein inAnnual AnnualAssessments Assessmentsis (a) isless lessthan thanor orequal equalto to twen ty perce nt (20% ) of the AnnualAssessments Assessmentsfor forthe theimmediately twenty percent (20%) of the Annual Fiscal immediatelypreceding preceding FiscalYear, Year , thenthe theBoard Boardmust musteither either(i) (i)have havedistributed distributedthe theBudget Budgetfor then in forthe thecurrent currentFiscal FiscalYear Year in accordancewith withSection Section1365(a) 1365(a)of ofthe theCalifornia CaliforniaCivil CivilCode, accordance Code,or or(ii) (ii)obtain obtainthe theapproval approvalof of Own ers castin g a majo rity of votes in an Incre ase Elect Owners casting a majority of votes in an Increase Election; ion;or or (b) Ifthe theincrease increasein inAnnual AnnualAssessments If Assessmentsis (b) isgreater greaterthan thantwenty twenty perce nt (20% ) of the AnnualAssessments Assessmentsfor forthe theimmediately immediatelypreceding percent (20%) of the Annual Fiscal preceding FiscalYear, Year ,then thenthe the Boar d must obtai n the appro val of Own ers castinga amajority majorityof Board must obtain the approval of Owners casting ofvotes votesin inan anIncrease IncreaseElection. Election. This Secti on does Annual Assessment Assessment increases This. Section does not limit Annual increases necessary necessary for for addressing addressing an "Eme rgenc y Situa tion" as defin ed in Secti on 7.5.5. an "Emergency Situation" as defined in Section 7.5.5. 7.5.3.Supplemental SupplementalAnnual AnnualAssessments. Assessments.If 7.5.3 If the the Board Board determines determines that that the the Mast er Asso ciatio n's essen tial funct ions may be prope Master Association's essential functions may be properly in rly funded funded by by an an Annual Annual Assessment Asse ssme nt in an an amount less less than than the the maximum maximum authorized authorized Annual Annual Assessment Assessment described amount may levy such described above, above, it it may levy such lesser Annual Annual Assessment. Assessment. If If the the Board Board deter nines that the estimate lesser estimate of total charges charges for for the the curre nt year is or will becom e inade quate to meet Common Expenses, current year is or will become inadequate all Common immediately Expenses, it shall shall imme diately determine the the approximate approximate amount amount of the inadequacy. inadequacy. Subject determine in Sections Subject to the limits limits described descr ibed in Sections 7.5.1 , 7.5.2 and 7.5.5 , the Boar d may levy a suppl emen 7.5.1, 7.5.2 and 7.5.5, the Board supplemental Annual Assessment reflecting a tal Annu al Asse ssment reflec ting a revis ion of es to sed again st each Lot. To minim revision of the the total total charg charges to be be asses assessed against minimize need for for frequ frequent ize the need ent adjus tments in nt of al Asse ssments durin adjustments in the the amou amount of the the Annu Annual Assessments during development of the the g the devel opment of Com munity, the d may ize the amou nt of the Annu Community, the Boar Board may stabil stabilize amount Annual Assessments invoiced to the the al Asse ssments invoi ced to Own ers at a level amou nt calcu lated to y annu al Com Owners at a level amount calculated to defra defray annual Common Expenses during the time that mon Expe nses during the time that Anim al Asse ssme nts are fluctu ating due to the perio dic annex Anneal Assessments are fluctuating periodic annexation of Lots Lots and and Mast Master Common ation of er Com mon Area . Area. 7.5.4 matic Asse ssment Incre ases. Desp 7.5.4 Auto Automatic Assessment Increases. Despite any other other prov provisions of this this ite any isions of Secti on 7.5, on Decl arant 's or Neig hborh ood Build er's anne Section 7.5, on Declarant's or Neighborhood Builder's annexation ofthe theAnne Annexable Territory, xation of xable Terri tory, the al Asse ssment shall atically incre ased by theAnnu Annual Assessment shallbe beautom automatically increased bythe theaddit additional amount, if any, ional amount, if any, neces sary to tain the er Com mon Area necessary tomain maintain theMast Master Common Areaident identified inthe theNotic Notice ofAddi Addition asaapart partof of ified in e of tion as the Phase that inclu des the xable Terri tory. the Phase that includes theAnne Annexable Territory. 7.5.5 rgency Situa tions. For 7.5.5Eme Emergency Situations. Forpurp purposes ofSecti Sections 7.5.1, 7.5.2and and7.7, 7.7,an an oses of ons 7.5.1 , 7.5.2 "Eme rgenc y Situa tion" is any ing: "Emergency Situation" is anyone oneof ofthe thefollow following: (a) (a) An ordinary expen Anextra extraordinary expense required byan anorder orderof ofaacourt court; se requi red by ;

(b) extra ordinary expen (b) An An extraordinary expense necessary to maintain the portion of the se neces sary to main tain the portio n of the Com muni ty for whic h the Mast er Asso ciatio n is respo Community for which the Master Association is responsible where threat to personal safety in nsible wher e aa threa t to perso nal safety in the Com munity isis disco vered; and the Community discovered; and

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An extraordinary (c) expense (c) An extraordinary expense necessary to maintain the portion of the necessary to maintain the portion of the Comm unity for which the Master Association is responsible Community for which the Master Association is responsible that could not have been reasonably that could not have been reasonably foreseenby bythe theBoard Boardwhen. when.preparing preparingthe theBudget. Budget.Before Beforeimposing foreseen an Assessment imposingor orcollecting collecting, an Assessment pursu ant to this subse ction (c), theBoard Boardshall shalladopt adoptaaresolution pursuant to this subsection (c), the findings resolutioncontaining containingwritten written findings regardingthe thenecessity necessityof ofthe theextraordinary extraordinaryexpense expenseinvolved involvedand regarding andwhy whythe theexpense expensewas wasnot notor or couldnot nothave havebeen beenreasonably reasonablyforeseen foreseenin inthe thebudgeting budgetingprocess. could be process.The Theresolution resolutionshall shah be distributedto tothe theOwners Ownerswith withthe thenotice noticeof ofthe theassessment. assessment. distributed 7.6 ANN UAL ASS ESSMENTS. 7.6 ANNUAL ASSESSMENTS. 7.6.1Commencement Commencementof ofAnnual AnnualAssessments. Assessments.Annual 7.6.1 AnnualAssessments Assessmentsshall shall comm ence on all Lots in a Phase on the first dayof ofthe thefirst commence on all Lots in a Phase on the first day firstcalendar calendarmonth monthfollowing followingthe thefirst first Close of of Escrow Escrow in in such such Phase. Phase. Annual Annual Assessments Assessments for for fractions Close month shall be prorated. fractions of of a a month shall be prorated. Declarant and and each each Neighborhood Neighborhood Builder Builder shall shall pay pay its its full Declarant full pro pro rata rata share share of of the the Annual Annual Asses smen ts on all unsol d Lots which are are owned owned by by such Assessments on all unsold Lots which Annual such parties parties and and for for which which Annual Assessments have have commenced. commenced. The The Board Board shall shall fix fix the the amount Assessments amount of of the the Annual Annual Assessment Assessment against each each Lot Lot at at least least thirty thirty (30) (30) days days in in advance advance of of each against each Annual Annual Assessment Assessment period. period. However, unless unless otherwise otherwise established established by by the the Board, Board, the the initial However, initial Annual Annual Assessments Assessments shall shall be be asses sed in accor dance with the most recen t Budget on file with and approved assessed in accordance with the recent Budget the DRE. approved by by the DRE. Written notice notice of of any any change change in in the amount amount of any Annual Annual Assessment, Written Assessment, Capital Capital Improvement Impro vement Assessment or or Reconstruction Reconstruction Assessment Assessment shall be sent via first-class Assessment first-class mail to every every Owner Owne r subject thereto thereto not not less less than than thirty thirty (30) nor more than sixty (60) days before subject before the increased increased Assessment becomes becomes due. due. Assessment 7.6.2 rtionment of Annu al Asse 7.6.2 Appo Apportionment Annual Assessments. Annual Assessments shall ssments. All Annu al Asse ssments shall be asses sed unifo rmly and ly again st the Owne be assessed uniformly and equal equally against Owners on the the numb number of rs and their Lots based on er of Lots d by r, excep t as may be other wise provi Lots owne owned by each each Owne Owner, except otherwise provided Supplemental Master ded in a Supp lemental Mast er Decla ration. The mine that Declaration. The Board Board may may deter determine that funds funds in in the the Oper Operating Fund at at the the end end of of the the Fisca Fiscal ating Fund l Year ed and e the ing Fisca l Year' Year be be retain retained and used used to to reduc reduce the follow following Fiscal Year's Annual Assessments. On a s Annual Assessments. On a disso lution or ing up er Asso ciation incid dissolution or wind winding up of of the the Mast Master Association incident to the the aband abandonment or termi teimination ent to onment or nation of the Comm unity as a plann ed devel opment, any of the Community as a planned development, any amou amounts remaining in any of the Master nts rema ining in any of the Master Asso ciation Main tenance Fund s shall buted in Association Maintenance Funds shall be be distri distributed in the the mann manner provided in the the Artic Articles. er provi ded in les. 7.6.3 ent of al Asse ssments. Each 7.6.3 Paym Payment of Annu Annual Assessments. Each Own Owner shall pay pay Annu Annual er shall al Asses smen ts in instal lmen ts at such frequ ency, in such Assessments in installments at such frequency, in suchamou amounts andby bysuch suchmeth methods asare are nts and ods as estab lished by . If er Asso ciation incur established bythe theBoard Board. Ifthe theMast Master Association incurs additional expenses because of s addit ional expen ses becau se of aa paym ent meth od selec ted by r, the er Asso payment method selected byan anOwne Owner, theMast Master Association maycharg charge that expense tothe the ciation may e that expense to Owne r. The Mast er Asso ciatio n does Owner. The Master Association doesnot nothave haveto toappor apportion theexpen expense among allOwne Owners asaa tion the se amon g all rs as part al Asses sments. Each lment of al Asses partof ofAnnu Annual Assessments. Eachinstal installment ofAnnu Annual Assessments may be paid to the Master sments may be paid to the Master Asso ciation in ate check s as Association inone one(1) (1)check checkor orin insepar separate checks aspaym payments attributable tospeci specified Master ents attrib utable to fied Mast er Asso ciation Main tenance Fund s. If ent of Association Maintenance Funds. Ifany anypaym payment ofan anAnnu Annual Assessment installment (1) isless less al Asses sment installment (1) is than the amou nt asses sed and (a) does not speci fy the than the amount assessed and (a) does not specify theMast Master Association Maintenance Fundor or er Asso ciation Main tenance Fund Fund s into d be ited, then Funds intowhich whichititshoul should bedepos deposited, thenthe theamou amount received shallbe becredi credited in order of nt receiv ed shall ted in order of priori ty first to the Oper ating Fund , then to any appli cable Speci priority first to the Operating Fund, then to any applicable Special Benefit Area Operating Fund al Bene fit Area Oper ating Fund until that portio n of the Annu al Asses sment has been satisf until that portion of the Annual Assessment has been satisfied, then to the Reserve Fund, until ied, then to the Reserve Fund, until that portio n of the Annu al Asses sment has been satisf ied, then that portion of the Annual Assessment has been satisfied, then to any applicable Special Benefit to any appli cable Speci al Bene fit

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Area Reserve Fund until thatportion portionof ofthe theAnnual Annual. Area Reserve Fund until that Assessment has been satisfied, and then to Assessment has been satisfied, and then to any other funds estab lishe d by the Mast er Asso ciatio n. any other funds established by the Master Association. 7.6.4Exemption Exemptionfrom fromAnnual AnnualAssessments. Assessments.The 7.6.4 TheBoard Boardmay, may,at atits itssole sole discr etion , exem pt eachOwner Owner(including (includingDeclarant Declarantand andNeighborhood discretion, exempt each Builders) from Neighborhood Builders) frompaying paying thatportion portionof ofany anyAnnual AnnualAssessment Assessmentallocated allocatedto todefraying defrayingexpenses that directly expensesand andreserves reserves directly attributableto tothe theexistence existenceand anduse useof ofany anyImprovement Improvementon attributable onthe theMaster MasterCommon CommonArea Areaor or Neig hborh ood Prop erty the const ructio n of whichhas hasnot Neighborhood Property the construction of which granted, notyet yetbeen beencompleted. completed.If If granted,such such exemptionshall shallcontinue continueuntil untilthe theearlier earlierto tooccur occurof of(i) (i)the exemption a notice theRecordation Recordationof of a noticeof of completionof ofan anImprovement Improvementon onthe theMaster MasterCommon CommonArea completion Areaor orNeighborhood NeighborhoodProperty, Property,or or(ii) (ii) the place ment of such Impr ovem entinto intouse. use. the placement of such Improvement 7.7 CAP ITAL IMP ROVEMENT ASS ESSMENTS. The 7.7 CAPITAL IMPROVEMENT ASSESSMENTS. The Boar Board may levy, d may levy, in in any any Fisca l Year , a Capit al Impr ovem ent Asse ssment or or Reconstruction Reconstruction Assessment Fiscal Year, a Capital Improvement Assessment defray, in Assessment to to defra y, in whole or or in in part, part, the the cost cost of of any any construction, construction, repair repair or whole or replacement replacement of of a a Capital Capital Improvement Improvement or or such other addit ion to the Mast er Com mon Area_No NoCapital such other addition to the Master Common Area. in any CapitalImprovement ImprovementAssessments Asse ssme nts in any Fiscal Year Year which, which, if if added added to to the the Capital Capital Improvement Improvement Assessments Fiscal Assessments already already levied levied during during such such Fiscal Year, exceed five percent (5%) of the Master Asso Fiscal Year, exceed five percent (5%) of the Master Association's expenses ciation's Budgeted Budgeted gross gross expen ses for for such Fiscal Year, may be levied without the vote or writte such Fiscal Year, may be levied without the vote or written a majority n consent consent of of Owners Owners casting castin g a majo rity of votes votes at at an an Increase Increase Election. Election. The Board Board may levy, in any Fiscal of Improvement Fiscal Year, Year, a Capital Capi tal Impr ovem ent Assessment applicable applicable to to that that Fiscal Fiscal Year which which exceeds exceeds five percent Assessment the Master percent (5%) of of the Mast er Association's Budgeted Budgeted gross gross expenses expenses for such Fiscal Fiscal Year if such increase Association's increase is is necessary necessary for for addre ssing an Emer gency Situa tion as defin ed Section 7.5.5. addressing an Emergency Situation defined in Section 7.5.5. 7.8 IAL BEN EFIT ARE A ASS ESSMENT. The SPECIAL BENEFIT AREA ASSESSMENT. The Special Benefit Expenses of 7.8 SPEC Spec ial Bene fit Expe nses of the Mast er Asso ciatio n comp rising Spec ial Bene fit Area the Master Association comprising Special Benefit Operating Reserve Funds Budgeted Oper ating and Rese rve Fund s Budg eted to ular Spec ial Bene fit Area ("Special. ("Special Bene to any any partic particular Special Benefit Benefit Area Asse Assessment") shall be be asses assessed to fit Area ssment") shall sed to the ers of nated in lemental Mast the Own Owners of Lots Lots desig designated in a a Supp Supplemental Master Declaration as Lots to which the er Decla ration as Lots to which the exclusive or disproportionate maintenance of such Spec exclusive or disproportionate maintenance of such Special Benefit Area has has been been alloc allocated. Any ial Bene fit Area ated. Any Supp lemental Mast er Decla ration cover ing a Supplemental Master Declaration covering a Lot Lot subje subject to a a Spec Special Benefit Area Assessment ct to ial Benefit Area Assessment shalt: ify the ial Bene fit Area , if existi ng, or descr shalt: (a) (a) ident identify the Spec Special Benefit Area, existing, describe Area if if ibe the Special Special Benefit. Benefit Area propo sed; (b) ify the ed by lemental Mast proposed; (b) ident identify the Lots Lots cover covered by the the Supp Supplemental Master Declaration which are er Decla ration which are entitl ed to ties of ial Bene fit Area entitled to use use the the facili facilities of the the Spec Special Benefit Area or or whic which are oblig obligated to bear bear the the h are ated to exclu sive or dispr oport ionat e main tenan ce of exclusive or disproportionate maintenance ofsuch suchSpec Special Benefit Areaand andwhic which shallbe be ial Bene fit Area h shall oblig ated to ial Bene fit Area ssment attrib obligated topay paythe theSpec Special Benefit AreaAsse Assessment attributable tosuch suchSpec Special Benefit Area; utable to ial Benefit Area ; and (c) speci fy the Spec ial Bene fit expen ses rising the and (c) specify the Special Benefit expensescomp comprising theSpec Special Benefit AreaAsse Assessment ial Bene fit Area ssment attrib utable to ial Bene fit Area . Unle ss other attributable tosuch suchSpec Special Benefit Area. Unless otherwise provided insuch suchSupp Supplemental wise provi ded in leme ntal Mast er Decla ration, the rtionate share Master Declaration, thepropo proportionate shareof ofthe theSpec Special Benefit AreaAsse Assessment of Special ial Bene fit Area ssme nt of Spec ial Bene fit expen ses charg eable to ed in Benefit expenses chargeable toeach eachLot Lotlocat located insuch suchSpec Special Benefit Area shall be a fraction, ial Bene fit Area shall be a fracti on, the rator of h is er of ssment Units thenume numerator ofwhic which isthe thenumb number ofAsse Assessment Unitsalloc allocated tothe theLot Lotin inthe theSpec Special ated to ial Bene fit Area , and minator of h is Benefit Area, andthe thedeno denominator ofwhic which isthe thetotal totalnumb number ofAsse Assessment Unitsalloc allocated to er of ssment Units ated to all Lots locat ed in or autho rized to be creat ed in such all Lots located in or authorized to be created in suchSpec Special Benefit Area. ial Bene fit Area .

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ARTICLE ARTICLE 88 DESTRUCTION OF IMPROVEMENTS DESTRUCTION OF IMPROVEMENTS 8.1 RES TORATION OF THE COM MUNITY. Exce RESTORATION OF THE COMMUNITY. Except 8.1 pt as otherwise otherwise authorized authorizedby by the Own ers, if any portio n of the Com muni tywhich whichthe theMaster the Owners, if any portion of the Community responsible for MasterAssociation Associationis is respo nsible for maintainingis isdestroyed, destroyed,the theMaster MasterAssociation Associationshall shallrestore maintaining restorethe thesame sameto toits itsformer formercondition conditionas as prom ptly as pract ical. The Mast er Asso ciatio shalluse usethe promptly as practical. The Master Associationnshall for theproceeds proceedsof ofits itsinsurance insur ance for reconstructionor orrepair repairof ofthe theCommunity Communityunless unlessotherwise otherwiseauthorized reconstruction Declaration authorizedin inthis thisMaster Mast er Decla ration orby bythe theOwners. Owners.The TheBoard Boardshall shallcommence commencesuch suchreconstruction reconstructionpromptly. or Community promptly.The The Com muni ty shallbe bereconstructed reconstructedor orrebuilt rebuiltsubstantially substantiallyin inaccordance accordancewith shall plans withthe theoriginal originalconstruction const ructio n plans ifthey theyare areavailable, available,unless unlesschanges changesrecommended recommendedby bythe if theDesign DesignReview ReviewCommittee Committeehave havebeen been appro ved by the Own ers. If the insur ance proceedsamount amountto approved by the Owners. If the insurance proceeds (95%) toat atleast leastninety-five ninety-fivepercent percent (95%) ofthe theestimated estimatedcost costof ofrestoration restorationand andrepair, repair,the theBoard Boardshall of shalllevy levya aReconstruction ReconstructionAssessment Assessment to provide provide the the additional additional funds funds necessary necessary for for such such reconstruction. reconstruction. If to If the the insurance insurance proceeds proce eds amount to to less less than than ninety-five ninety-five percent percent (95%) (95%) of of the the estimated estimated cost amount repair, cost of of restoration restoration and and repai r, the the Boar d may levy a Reco nstru ction Asse ssme nt and proce Board may levy a Reconstruction Assessment and proceed repair only ed with with the the restoration restoration and and repai r only if if both of of the the following following conditions conditions ("Conditions ("Conditions to to Reconstruction") Reconstruction") have both satisfied: (a) have been been satisfied: (a) the the levy of of a a Reconstruction Reconstruction Assessment Assessment to to pay pay the the costs costs of of restoration levy restoration and and repair repair of of the the Community Community is appro ved by the Own ers, and (b) withi n is approved by the Owners, and within one (1) year after the date on which destruction which the the destruction occurred, the the Board Board Records Records a a certificate certificate of the resolution resolution authorizing occurred, authorizing the restoration restoration and and repair repair ("Re const ructio n Certi ficate "). If eithe r of the Conditions to Reconstruction ("Reconstruction Certificate"). either Conditions not occur Reconstruction does does not occur following a a destruction destruction for for which which insurance insurance proceeds proceeds available following repair are available for restoration restoration and and repai r are less less than y-five perce nt (95% ) of ated cost of resto than ninet ninety-five percent (95%) of the estim estimated restoration and repair, then the Board ration repair, then the Board shall sit the ating Fund , shall depo deposit the funds funds in in the the Oper Operating Fund, 8.2 AGE TO RES IDENCES-RECONSTRUCTION. Unle DAMAGE TO RESIDENCES-RECONSTRUCTION. Unless Neighborhood 8.2 DAM ss aaNeig hborhood Asso ciatio n is respo nsibl e for rebui lding in accor dance with Association is responsible for rebuilding in accordance with the the appli applicable Neighborhood cable Neig hborh ood Decla ration, and n of ence or Declaration, and if if all all or or any any portio portion of any any Resid Residence or other other Impr Improvements on a a Lot Lot is is ovements on dama ged or destr oyed by fire or other casua lty, then damaged or destroyed by fire or other casualty, then the the Own Owner of such such Lot Lot shall shall rebui rebuild, repair er of ld, repai r or struct the ence and ovements in or recon reconstruct the Resid Residence and Impr Improvements in a a mann manner which will resto restore them er whic h will re them subst antially to rance and ition imme diately befor substantially to their their appea appearance and cond condition immediately before the casua casualty or as as other otherwise e the lty or wise appro ved by the Desig n Revi ew Com mitte e. If approved by the Design Review Committee. If all all or or any any porti portion of an an Own Owner's Lot is destroyed on of er's Lot is destroyed to t that d be ctical to re the tosuch suchan anexten extent thatit itwoul would beimpra impractical toresto restore theLot Lotor orrebui rebuild damaged ld dama ged Impr ovements, the er shall l lands caping Impr Improvements, theOwn Owner shallinstal install landscaping Improvements onthe theLot Lotin inaccor accordance with ovements on dance with Desig n Revi ew Com mitte e elines, The er of Design Review CommitteeGuid Guidelines, TheOwn Owner ofany anydama damaged Lotor orResid Residence and the ged Lot ence and the Desig n Revie w Com mittee shall ed with Design Review Committee shallproce proceed withall alldue duedilige diligence, andthe theOwn Owner shallcause cause nce, and er shall recon struction or lation of cape Impr ovements, as reconstruction orinstal installation oflands landscape Improvements, asappli applicable, tocomm commence within cable, to ence withi n six (6) mont hs after the dama ge occur s and to be comp six (6) months after the damage occurs and to be completed within twelve (12)mont months after leted withi n twelv e (12) hs after dama ge occu rs, unles s preve nted by s beyo nd such damage occurs, unless prevented bycause causes beyond suchOwn Owner's reasonable control. The er's reaso nable contr ol. The trans fer of a dama ged ged Resid transfer of a damagedLot Lotor oraaLot Lotwith withaadama damaged Residence toanoth another Person will not extend ence to er Person will not exten d the time allow ed in this Secti on for comm encement and the time allowed in this Section for commencement andcomp completion ofrecon reconstruction or letion of struction or instal lation of lands cape Impr ovements, as appli cable, by installation of landscape Improvements, as applicable, by the transferee. However, no such the trans feree. How ever, no such trans feree will be requi red to comm ence or comp lete recon transferee will be required to commence or complete reconstruction or installation of landscape struction or instal lation of lands cape Impr ovements, as appli cable, in less than thirty (30) days Improvements, as applicable, in less than thirty (30) days from the date the transferee acquired from the date the transferee acqui red title to the Lot. title to the Lot.

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8.3 INTERIORDAMAGE. DAMAGE.With Withthe theexception exceptionof INTERIOR 8.3 ofany anycasualty casualtyor ordamage damagecovered covered by insuranc e kept by the MasterAssociation, Association,restoration restorationand andrepair by insurance kept by the Master repairof ofany anydamage damageto tothe theinterior interior ofany anyindividual individualResidence, Residence,including includingall allfixtures, fixtures,cabinets cabinetsand of andimprovements improvementstherein, therein,together together withrestoration restorationand andrepair repairof ofall allinterior interiorpaint, paint,wall wallcoverings coveringsand with andfloor floorcoverings, coverings,must musthe hemade made byand andat atthe theindividual individualexpense expenseof of the the Owner Owner of of the the Residence Residence so by damaged. If a deteiinination so damaged. If a determination torebuild rebuildthe theCommunity Communityafter afterpartial partialor ortotal totaldestruction destructionis to ismade, made,as asprovided providedin inthis thisArticle, Article, such interior repair repair and and restoration restoration shall shall be be completed completed as such interior and in a as promptly promptly as as practical practical and in a lawful lawful and workma nlike manner, in accordan ce with plans approved approved by and workmanlike manner, in accordance with plans by the the Design Design Review Review Committee Committee as provided provided in in this this Master Master Declaration. Declaration. as ARTICLE 9 ARTICLE 9 EMINENT DOMAIN DOMAIN EMINENT The term term 'taking" 'taking" as as used used in in this this Article Article means The means inverse inverse condemnation condemnation by by exercise exercise of the power of of eminent eminent domain or by sale under threat of the exercise of the power of eminent of the power domain. The The Board Board shall represent represent the Owners in any proceedings, domain. proceedings, negotiations, negotiations, settlements, settlements, or or agreeme nts regardin g takings. All takings proceeds shall be payable to the Master Association agreements regarding Association for the the benefit benefit of of the Owners and their Mortgagees, Mortgagees, and shall be distributed for distributed to such Owners and and Mortgagees as as provided provided in this Article. Mortgagees 9.1. CONDEMNATION CONDEMNATION OF R COMM 9.1. OF MASTE MASTER COMMON AREA.IfIf thereis isaataking taking of of ON AREA. there the Master Commo n Area owned by the Association, then the award in condemnation the Master Common Master Association, condemnation shall ion and shall be deposite shall be be paid paid to to the the Master Associat Association deposited Operating Fund, unless the the d in the Operatin g Master Commo n Area is located in a Special Benefit Area in which case the award shall be paid Master Common paid to nding Special g Fund_ to the the correspo corresponding Special Benefit BenefitOperatin Operating Fund. 9.2 CONDE MNATION OF there 9.2 CONDEMNATION OFLOTS. LOTS.IfIf there takingof ofaaLot, Lot,the the award award in isis aa taking condemn ation shall be paid to the Owner of the Lot; however condemnation shall however, , such award shall first be applied to es encumbe ring such Owner's Lot, in order of priority. to the the balance balance then then due on any Mortgag Mortgages encumbering ARTICL E 10 ARTICLE 10 ENFOR CEMENT ENFORCEMENT 10.1 CEMENT OF NING DOCUM All violations ofthe the 10.1 ENFOR ENFORCEMENT OFGOVER GOVERNING DOCUMENTS. ENTS. All violatio ns of Governi ng Docume nts, other d in Governing Documents, other than than those those describe described in Sections Sections 10.2 10.2 through through 10.4 10.4 or or regulate regulated by d by Civil Code Section 1375, shall be Civil Code Section 1375, shall be resolved resolved as as follows: follows: 10.1.1 ns Identifie d by 10.1.1 Violatio Violations Identified bythe theMaster Master Association. the Boardor orthe the Associa tion. IfIf the Board Design Review Commit tee determin es Design Review Committee determinesthat thatthere thereis isa aviolation violationof ofthe theGoverni Governing Documents, ng Docume nts, other ent of ent, then otherthan thannonpaym nonpayment ofany anyAssessm Assessment, thenthe theBoard Boardshall shallgive givewritten writtennotice noticeto tothe the responsi ble Owner ng (a) n or responsible Owner identifyi identifying (a) the the conditio condition or violation violation complai complained of,and and(b) (b)the thelength lengthof of ned of time the Owner g, if time the Ownerhas hasto toremedy remedythe theviolation violationincludin including, ifappropri appropriate, thelength lengthof oftime timethe the ate, the Owner Ownerhas hasto tosubmit submitplans plansto tothe theDesign DesignReview ReviewCommit Committee andthe thelength lengthof oftime timethe theOwner Owner tee and has to complet e the has to complete thework workproposed proposedin inthe theplans planssubmitte submitted tothe theDesign DesignReview ReviewCommit Committee. If d to tee. If an Owner does not perform correctiv e action as required an Owner does not perform corrective action as requiredwithin withinthe theallotted allottedtime, time,the theBoard, Board,after after 51 5

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Notice and Hearing, may remedy such condition or violation Notice and Hearing, may remedy such condition or violation complained complainedof, of,and andthe thecost costthereof thereof shall be charge d to the Owner as Special Assessment. as aa Special Assessment. IfIf the violation involves nonpayment shall be charged to the Owner the violation involves nonpaymentof of anyAssessment, Assessment,then thenthe theBoard Boardmay maycollect collectsuch suchdelinquent delinquentAssessment any Assessmentpursuant pursuantto tothe the proceduresestablished establishedin inSection Section10.2. 10.2. procedures 10.1.2Violations ViolationsIdentified Identifiedby byan anOwner. Owner.If 10.1.2 Ifan anOwner Owneralleges allegesthat thatanother another Person is violati ng the Gover ningDocuments Documents(other (otherthan Person is violating the Governing thannonpayment nonpaymentof ofany anyAssessment), Assessment),the the complainingOwner Ownermust mustfirst firstsubmit submitthe thematter matterto tothe theBoard complaining for Notice and Hearing Board for Notice and Hearingbefore beforethe the complainingOwner Ownermay mayresort resortto toalternative alternativedispute disputeresolution, complaining of resolution,as asrequired requiredby bySection Section1354 1354 of theCalifornia CaliforniaCivil CivilCode, Code,or orlitigation litigationfor forrelief. relief. the 10.1.3Legal LegalProceedings. Proceedings.Failure Failureto tocomply 10.1.3 complywith withany anyof ofthe theterms termsof ofthe the Gover ning Docum ents by any any Person Person is is grounds grounds for for relief Governing Documents by an action relief which which may may include include an action to to recover damages, damages, injunctive injunctive relief, relief, foreclosure foreclosure of of any any lien, recover lien, or or any any combination combination thereof; thereof; however, however, the procedures procedures established established in in Section Section 1363 1363 and and Section Section 1354 the 1354 of of the the California California Civil Civil Code Code (or (or any any succes sor orreplacement replacementstatutes, statutes,as asapplicable) applicable)and andin successor or Sections 10.1.1 and 10.1.2 must first in Sections 10.1.1 and 1012 must first be be followed, if if they they apply. apply. followed, 10.1.4 Alteration Alteration of of Procedures. Procedures. A A Neighborhood Neighborhood Builder 10.1.4 Builder may, may, with with Decla rant's consen t, in a Suppl ement al Maste r Declaration, Declaration, alter the alternative Declarant's consent, in a Supplemental Master alternative dispute dispute resolution procedures procedures of of this this Article Article 10 or impose impose different different alternative resolution alternative dispute dispute resolution resolution proced ures, but only with respec t to disput es to which procedures, but only with respect disputes neither neither the Declarant Declarant nor the the Master Master Association is is a a party. party. The The procedures procedures outlined outlined in this Article Association Article 10 shall at all times continue continue to to govern and and apply apply to to all all disputes disputes to which either the Declarant Declarant or the Master. govern Association Master. Association is is a a party. thstanding the ions of Sectio n 1.2.4, in the event of any confli party. Notwi Notwithstanding the provis provisions Section conflict between the ct betwe en the provis ions of this Articl e 10 and any alterna tive disput provisions of this Article alternative dispute resolution procedures contained in a e resolu tion proced ures contained in a Suppl emental Maste r Decla ration record ed by or for a Neigh Supplemental Master Declaration recorded Neighborhood Builder, alternative borhood Builde r, the alterna tive disput e resolu tion provis ions of this Articl e shall contro dispute resolution provisions Article control. l. 10.1.5 ional Reme dies. After 10.1.5 Addit Additional Remedies. After Notice Notice and and Hearin Hearing, the Board Board may may impos impose g, the e any of the remed ies provid ed for in the s. The any of the remedies provided for in the Bylaw Bylaws. The Board Board may may adopt adopt a a schedu schedule of reason reasonable le of able fines ies which , in able discre tion, the fines or or penalt penalties which, in its its reason reasonable discretion, the Board Board may may assess assess agains against a Person Person for for ta the failure of such Person to compl y with the the failure of such Person to comply with the Gover Governing Documents. Such fines fines or or penalt penalties ning Docum ents. Such ies may ed after g. After may only only be be assess assessed after Notice Notice and and Hearin Hearing. After Notice Notice and and Hearin Hearing, the Board may direct g, the Board may direct the office rs of the Maste r Assoc iation to Recor d a the officers of the Master Association to Record a notice notice of of nonco noncompliance (if allowe allowed by law) law) mpliance (if d by agains ta r who d any against aLot Lotowned ownedby byany anyOwne Owner whohas hasviolate violated anyprovis provision ofthis thisMaste Master Declaration, ion of r Declaration, The ea ption of Thenotice noticeshall shallinclud include alegal legaldescri description ofthe theLot Lotand andshall shallspecif specify theprovis provision ofthis this y the ion of Maste r Decla ration that was violate d, the on comm Master Declaration that was violated, theviolati violation committed, andthe thesteps stepsrequir required toremed remedy itted, and ed to y the mpliance. Once mpliance is thenonco noncompliance. Oncethe thenonco noncompliance isremed remedied orthe thenonco noncomplying Owner has taken ied or mplying Owner has taken such ably requir ed by suchother othersteps stepsas asreason reasonably required bythe theBoard Board, theBoard Boardshall shalldirect directthe theoffice officers ofthe the , the rs of Maste r Assoc iation d aanotice Master Associationto toRecor Record noticethat thatthe thenonco noncompliance hasbeen beenremed remedied. mpliance has ied. 10.1.6 r. Failur e to e any 10.1.6No NoWaive Waiver. Failure toenforc enforce anyprovis provision ofthis thisMaste Master Declaration ion of r Decla ration does not waive the e that ion, or does not waive theright rightto toenforc enforce thatprovis provision, orany anyother otherprovis provision of this Master ion of this Master Declar ation. Declaration.

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10.1.7Right Rightto toEnforce. Enforce.The TheBoard, Board,the theMaster 10.1.7 MasterAssociation, Association,the theDeclarant Declarantand and any Owner mayenforce enforcethe theGoverning GoverningDocuments Documentsas asdescribed any Owner may subject to Section describedin inthis thisArticle, Article, subject to Section 1354of ofthe theCalifornia CaliforniaCivil CivilCode. Code.Each EachOwner Ownerhas hasaaright 1354 rightof ofaction actionagainst againstthe theMaster Master Associationfor forthe theMaster MasterAssociation's Association'sfailure failureto tocomply complywith Association withthe theGoverning GoverningDocuments. Documents. Eachremedy remedyprovided providedfor forin inthis thisMaster MasterDeclaration Declarationis iscumulative Each cumulativeand andnot notexclusive exclusiveor or exhaustive. exhaustive. 10.1.8 Limit Limit on on Expenditures. Expenditures. The The Master Master Association 10.1.8 Association may may not not incur incur litigation litigation expense s, includin g attorney s' fees, fees, or or borrow borrow money money to expenses, including attorneys' to fund fund litigation, litigation, where where the the Master Master Association initiates initiates legal legal proceedings proceedings or or is is joined joined as as a a plaintiff Association plaintiff in in legal legal proceedings, proceedings, unless unless the the Master Associat ion first obtains the consent consent of of a a majority majority of Master Association first obtains the of the the voting voting power power of of the the Owners Owners (excluding the the voting voting power power of of any any Owner Owner who who would would be (excluding be a a defendant defendant in in such such proceedings) proceedings) and, and, if applicab le, complie s with the requirem ents of of Section Section 1354 if applicable, complies with the requirements 1354 of of the the California California Civil Civil Code_ Code_ Such Such approval is is not not necessary necessary if if the the legal legal proceedings proceedings are are initiated initiated (a) approval restrictions (a) to to enforce enforce the the use use restrictions contained in in Article Article 4, 4, (b) (b) to to enforce enforce the the architectural architectural and contained and landscaping landscaping control control provisions provisions contained in in Article Article 3, (c) to collect any unpaid Assessments Assessments levied pursuant to the Governing contained Governing Documents, (d) (d) for for a claim, other than a Defect Claim (defined in Section 2.6.2), the total value Documents, of which which is is less less than than Five Hundred Thousand Thousand Dollars ($500,000), of ($500,000), or (e) as a cross-complaint cross-complaint in in litigation to which which the Master Association Association is already a party. If the Master Association litigation to decides Association to use use or or transfer transfer reserve funds or borrow funds to pay for any litigation, to litigation, the Master Association Association must notify notify the the Owners Owners of the decision by mail. Such notice shall provide an explanation must explanation of why why the litigation litigation is is being being initiated or defended, defended, why operating operating funds cannot be used, how and when the the the reserve reserve funds funds will be replaced or the loan will be repaid, and a proposed budget for the litigation . The litigation. The notice notice must state that the Owners have a right to review an accounti accounting ng for the litigation which will be available at the Master Associat litigation which will Association's accounting ion's office. The accounti ng shall be updated . If the Master Associat ion action to incur litigation expense updated monthly monthly. Association expenses s or borrow money to to fund fund litigation litigation concerns a Defect Claim, then the voting requirem requirements ents of both Sections 2.6.2 and 10.1.8 and 10.1.8 must must be be met. 10.2 YMENT OF ASSES SMENTS. 10.2 NONPA NONPAYMENT ASSESSMENTS. 10.2.1 ency. Assessm ents are 10.2.1 Delinqu Delinquency. Assessments are delinque delinquent if not not paid paid within within fifteen fifteen (15) (15) nt if days after ed by days after the the due due date date establish established by the the Master Master Associat Association. Assessments not paid paid within within thirty thirty ion. Assessm ents not (30) days after the due date, plus all reasonab le (30) days after the due date, plus all reasonable costs costs of of collectio collection (including attorneys' fees) and and n (includin g attorney s' fees) late m rate late charges charges bear bear interest interest at at the the maximu maximum rate permitte permitted by law law commen commencing thirty (30) (30) days days d by cing thirty after ion may after the the due due date date until until paid. paid. The The Master Master Associat Association may also also require require the the delinque delinquent Owner to to nt Owner pay a late charge in accordan ce with ia Civil pay a late charge in accordance with Californ California Civil Code Code Section Section 1366(d)( 1366(d)(2). The Master Master 2). The Associat ion need Association need not not accept accept any any tender tender of of a a partial partial payment payment of of an an Assessm Assessment and all all costs costs and and ent and attorney s' fees attributa ble thereto. nce of attorneys' fees attributable thereto. Accepta Acceptance of any any such such tender tender does does not not waive waive the the Master Master Associat ion's right Association's rightto todemand demandand andreceive receivefull fullpayment payment. . 10.2.2 10.2.2Creation Creationand andRelease Releaseof ofLien. Lien. (a) Priority (a) Priorityof ofLien. Lien.All Allliens lienslevied leviedin inaccordan accordance withthis thisMaster Master ce with Declarat ion shall be prior and superior Declaration shall be prior and superior to to (i) (1)any anydeclarati declaration ofhomeste homestead Recorded afterthe the on of ad Recorde d after Recorda tion of ion, and Recordation ofthis thisMaster MasterDeclarat Declaration, and(ii) (ii)all allother otherliens, liens,except except(1) (1)all alltaxes, taxes,bonds, bonds, Assessm ents and Assessments andother otherlevies levieswhich, which,by bylaw, law,would wouldbe besuperior superiorthereto, thereto,and and(2) (2)the thelien lienor orcharge charge 53 53

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ofany anyfirst firstMortgage Mortgageof ofRecord Record(meaning (meaningany anyRecorded RecordedMortgage of Mortgagewith withfirst firstpriority priorityor orseniority seniority over other Mortga ges) made in good faith and for value over other Mortgages) made in good faith and for value and andRecorded Recordedbefore beforethe thedate dateon onwhich which the"Notice "Noticeof ofDelinquent DelinquentAssessment" Assessment"(described (describedin inthis the thisSection) Section)against againstthe theassessed assessedLot Lotwas was Record ed. Recorded. (b) Prerequisiteto toCreating Creating Prerequisite Lien. Before the (b) Lien. Before theMaster MasterAssociation Association may place lienon onan anOwner's Owner'sLot Lotto tocollect collectaapast pastdue dueAssessment, may place aalien Master Association Assessment,the the Master Association shallsend send written written notice notice ("Notice ("Notice of of Intent Intentto toLien"), Lien")at shall least thirty (30) , at least thirty (30)days daysprior priorto torecording recording ofsuch suchlien, lien,to tothe theOwner Ownerby bycertified certifiedmail mailwhich whichcontains containsthe of (i) thefollowing followinginformation: information: (i)the thefee fee and penalty proced ure of the Master Associ ation, (ii)an and penalty procedure of the Master Association, (ii) anitemized itemizedstatement statementof ofthe thecharges chargesowed owed bythe theOwner, Owner,including includingthe theprincipal principalowed, owed,any anylate latecharges, by charges,and andinterest, interest,and andthe themethod methodof of calcula tion, any attorne ys' fees, (iii) the collect ion practic calculation, any attorneys' fees, (iii) the collection practices es used used by by the the Master Master Association, Association, (iv) (iv) a statement statement that that the the Association Association may may recover recover reasonable reasonable costs a costs of of collecting collecting past past due due Assessments, (v) (v) a a statement statement that that the the Owner Owner has has the the right Assessments, right to to inspect inspect the the Master Master Association's Association's records , pursua nt to Califor nia Corpor ations Code Code Section Section 8333, records, pursuant to California Corporations 8333, (vi) (vi) the the following following statement statement in in 14-point boldface boldface type type or or all all capital capital letters: letters: "IMPORTANT "IMPORTANT NOTICE: 14-point YOUR SEPARATE NOTICE: IF IF YOUR SEPARATE INTEREST IS IS PLACED PLACED IN IN FORECLOSURE FORECLOSURE BECAUSE BECAUSE YOU INTEREST YOU ARE ARE BEHIND BEHIND IN IN YOUR YOUR ASSES SMEN TS, IT MAY BE SOLD SOLD WITHOUT WITHOUT COURT COURT ACTION," ASSESSMENTS, IT MAY BE statement ACTION," (vii) (vii) a a statement that that the the Owner shall not be liable to pay the charge s, interes t Owner shall not be liable charges, interest and costs of collection collection if it is determined determined the Assessment Assessment was was paid paid on time to the Master Association, Association, and (viii) a statement the statement that that the the Owner Owner has the right to request request a meeting meeting with the Board, as provided has the right to Civil Code Section provided by California California Section 1367.1(c) and and Section Section 10.2.2(d) 10.2.2(d) below. 1367.1(c) Dispute by Owner. Owner. An Owner may dispute the Notice of (c) Dispute of Intent Intent to to Lien by submit ting to the Board a written explan ation Lien by submitting to explanation of the reason reasons Owner's dispute. s for the Owner 's dispute . The d in writing to the Owner within fifteen (15) days of the date of The Board Board shall shall respon respond of the the postma rk ation, if the explan ation is mailed within fifteen (15) days of the postmark of of the the explan explanation, explanation the postma postmark rk of the Notice of Intent to Lien. of the Notice of Intent (d) Owner 's Right Owner's Right to to Reque Request Meeting. An Owner Owner may may submit submit a a (d) st Meetin g. An written reques t to meet with the Board to discuss written request to meet with the Board to discuss a a payme payment plan for for the the debt debt noticed noticed in in Section Section nt plan 10.2.2( b) above. ation shall 10.2.2(b) above. The The Master Master Associ Association shall provid provide the Owner Owner with with the the standar standards for e the ds for payme nt plans, payment plans, if if any any exist. exist. The The Board Board shall shall meet meet with with the the Owner Owner in in execut executive session within within ive session forty-fi ve (45) days of the postma rk , if forty-five (45) days of the postmark of of the the request request, if the the request request is is mailed mailed within within fifteen fifteen (15) (15) days rk of days of of the the date date of of the the postma postmark of the the Notice Notice of of Intent Intent to to Lien, Lien, unless unless there there is is no no regular regularly ly schedu led Board g within scheduled Board meetin meeting within that that period, period, in in which which case case the the Board Board may may designa designate a commi committee te a ttee of rs to . of one one or or more more membe members to meet meet with with the the Owner Owner. (e) Notice uent Assess Noticeof ofDelinq Delinquent Assessment. Thelien lienbecom becomes effective on ment. The es effecti (e) ve on Record ation by the zed agent Recordation by theBoard Boardor orits itsauthori authorized agentof ofaaNotice Noticeof ofDelinq Delinquent Assessment ("Notice uent Assess ment ("Notice of uent Assess ment") securin g the nt of ofDelinq Delinquent Assessment") securing thepayme payment ofany anyAssess Assessment orinstallm installment thereof ment or ent thereof levied ation against leviedby bythe theMaster MasterAssoci Association againstany anyLot LotOwner Owner, asprovide provided inSection Section1367 1367or or1367.1 1367.1 , as d in of the Califor nia Civil Code. The Notice of Delinq uent of the California Civil Code. The Notice of DelinquentAssess Assessment mustidentif identify (i)the theamoun amount ment must y (i) t of ment and zed charge s and ofthe theAssess Assessment andother otherauthori authorized charges andinteres interest, including thecost costof ofprepari preparing and t, includi ng the ng and Record ing the uent Assess ment, (ii) Recording theNotice Noticeof ofDelinq Delinquent Assessment, (ii)the theamoun amount ofcollect collection costsincurre incurred, t of ion costs d, includi ng reason able attorne ys' fees, nt descrip including reasonable attorneys' fees,(iii) (iii)aasufficie sufficient description ofthe theLot Lotthat thathas hasbeen been tion of assesse d, (iv) ation's name assessed, (iv)the theMaster MasterAssoci Association's nameand andaddres address, (v)the thename nameof ofthe theOwner Ownerof ofthe theLot Lot s, (v) 54 54

108 i9698.8 40819698.8

thathas hasbeen beenassessed, assessed,and and(vi) (vi)if ifthe thelien lienis isto tobe beenforced enforcedby that bynonjudicial nonjudicialforeclosure, foreclosure,the thename name and address of thetrustee trusteeauthorized authorizedby bythe theMaster MasterAssociation Associationto and address of the lien by sale. toenforce enforcethe the lien by sale.The The Notice of Delinqu ent Assessm ent must be signed byan Notice of Delinquent Assessment must be signed by anauthorized authorizedAssociation Associationofficer officeror oragent agent andmust mustbe bemailed mailedin inthe themanner mannerrequired requiredby bySection Section2924b and 2924bof ofthe theCalifornia CaliforniaCivil CivilCode Codeto tothe the Owner of record of the Lot no later than ten (10) calendardays Owner of record of the Lot no later than ten (10) calendar daysafter afterRecordation. Recordation.The Thelien lien relatesonly onlyto tothe theindividual individualLot Lotagainst againstwhich whichthe theAssessment Assessmentwas relates waslevied leviedand andnot notto tothe the Commu nity as a whole_ Community as a whole_ Exceptions. Assessments Assessments described Exceptions. described in in Section Section 1367(e) 1367(e) of of the the Californ ia Civil Civil Code Code and and Section Section 2792.26(c) 2792.26(c) of of the California of Regulations may not the California California Code Code of Regulations may not become a a lien lien against against an an Owner's Owner's Lot Lot enforceable enforceable by become by the the sale sale of of the the Lot Lot under under Sections Sections 2924, 2924, 2924(b) and and 2924(c) 2924(c) of of the the California California Civil Civil Code. Code. 2924(b) (g) Release of of Lien. Lien. Within Within twenty-one Release twenty-one (21) (21) days days of of payment payment of (g) of the the full amount claimed in the the Notice Notice of of Delinquent Delinquent Assessment, Assessment, or full amount claimed in the or other other satisfaction satisfaction thereof, thereof, the Board shall shall cause cause to to be be Recorded Recorded a a Notice Notice of of Satisfaction Satisfaction and Board and Release Release of of Lien Lien ("Notice ("Notice of of Release") stating stating the the satisfaction satisfaction and and release release of of the the amount amount claimed. Release") claimed. The The Master Master Association Association shall provide provide the the Owner Owner with a copy of the Notice of Release or any other notice that the full shall full amount claimed in Delinquent Assessment Assessment has been satisfied. amount claimed in the Notice of Delinquent satisfied. The Board may may require the the Owner Owner to pay a reasonable reasonable charge for preparing preparing and Recording require Recording the Notice of Release. Release. Any purchas er or encumb rancer who has acted in Any purchaser or encumbrancer good faith and extended extended value may rely on on the the Notice of of Release Release as as conclusive conclusive evidence evidence of the full satisfaction satisfaction of the sums identified Notice identified as owed in in the Notice Notice of of Delinquent Delinquent Assessment. Assessment. the 10.2.3 ment of Liens. The Board shall enforce the collecti 10.2.3 Enforce Enforcement collection amounts on of amount s due under this tion by one (1) or more of the alternat due under this Master Master Declara Declaration alternative afforded ive means of relief afforded by tion. The lien on a Lot may be enforce by this this Master Master Declara Declaration. enforced foreclosure Lot d by foreclos ure and sale of the Lot atter failure of the Owner to pay any Assessm ent or installm after failure of the Assessment installment provided in this ent thereof as provide d in this Master tion. The sale shall be conduct ed in accorda Master Declara Declaration. conducted accordance provisions nce with the provisio ns of the Californ ia Civil le to the exercise of powers of sale in Mortgag California Civil Code Code applicab applicable Mortgages, es, or in any manner permitte d by law. The Master Associa tion (or any Owner if the Master Associa manner permitted Association Association tion refuses to act) may sue to foreclos e the lien if (a) at least thirty (30) days have elapsed since refuses to act) foreclose since the the date ent Assessm ent was date on on which which the the Notice Notice of of Delinqu Delinquent Assessment was Recorde Recorded and (b) (b) at at least least ten ten (10) (10) days days d and have ent Assessm have elapsed elapsed since since a a copy copy of of the the Notice Notice of of Delinqu Delinquent Assessment was mailed mailed to to the the Owner Owner ent was affected thereby . The tion may affected thereby. The Master Master Associa Association may bid bid on on the the Lot Lot at at foreclos foreclosure sale, and and acquire acquire and and ure sale, hold, e and hold, lease, lease, mortgag mortgage and convey convey the the same. same. On On complet completion of the foreclosure sale, the Master ion of the foreclosure sale, the Master Associa tion or er at Association or the the purchas purchaser at the the sale sale may may file file suit suit to to secure secure occupan occupancy of the the defaulti defaulting cy of ng Owner's ng Owner Owner's Lot, Lot, and and the the defaulti defaulting Owner shall shall be be required required to to pay pay the the reasona reasonable rental value for for ble rental value the Lot during any period of continu ed occupan cy by the Lot during any period of continued occupancy by the the defaulti defaulting Owner or or any any persons persons ng Owner claimin g under ng Owner. claiming under the the defaulti defaulting Owner. A A suit suit to to recover recover a a money money judgme judgment for unpaid nt for unpaid Assessm ents may ing or Assessments maybe bebrought broughtwithout withoutforeclos foreclosing orwaiving waivingany anylien liensecuring securingthe thesame, same,but butthis this provisio n or nt does provision orany anysuit suitto torecover recovera amoney moneyjudgme judgment doesnot notaffirm affirmthe theadequac adequacy of money y of money damage s. Any y resultin g from damages. Anyrecover recovery resulting fromaasuit suitat atlaw lawor orin inequity equityinitiated initiatedpursuan pursuant tothis thisSection Section t to may ble attorney s' fees mayinclude includereasona reasonable attorneys' feesas asfixed fixedby bythe thecourt. court. 10.2.4 ent Lien. 10.2.4Priority Priorityof ofAssessm Assessment Lien.Mortga Mortgages Recorded beforeaaNotice Noticeof of ges Recorde d before Delinqu ent Assessm ent have Delinquent Assessment havelien lienpriority priorityover overthe theNotice Noticeof ofDelinqu Delinquent Assessment Sale or ent Assessm ent Sale or 55 55

4OSI.96988 40319698.8

transferof ofany anyLot Lotdoes doesnot notaffect affectthe theAssessment Assessmentlien, lien,except transfer exceptthat thatthe thesale saleor ortransfer transferof ofany anyLot Lot pursuan tojudicial judicialor ornonjudicial nonjudieialforeclosure foreclosureof ofaafirst firstMortgage pursuant tto the lien of such Mortgageextinguishes extinguishes the lien of such Assessmentsas asto topayments paymentswhich whichbecame becamedue duebefore beforesuch Assessments suchsale saleor ortransfer. transfer.No Nosale saleor ortransfer transfer relieves such.Lot Lot from from liens liens for for any any Assessments Assessments thereafter thereafter becoming relieves such No Person who becomingdue. due. No Person who obtainstitle titleto toaaLot Lotpursuant pursuantto toaajudicial judicialor ornonjudicial nonjudicialforeclosure obtains foreclosureof ofthe thefirst firstMortgage Mortgageis is liablefor forthe theshare shareof ofthe theCommon CommonExpenses Expensesor orAssessments Assessmentschargeable liable such Lot which chargeableto to such Lot which becamedue duebefore beforethe theacquisition acquisitionof oftitle titleto tothe theLot Lotby bysuch became suchPerson. Person.Such Suchunpaid unpaidshare shareof of CommonExpenses Expensesor orAssessments Assessmentsis isa aCommon CommonExpense Expensecollectible Common Owners including collectiblefrom fromall all Owners including suchPerson. Person.The TheMaster MasterAssociation Associationmay maytake takesuch suchaction such actionas asis isnecessary necessaryto tomake makeany any Assessment lien lien subordinate subordinate to to the the interests interests of of the the Department Department Veterans Assessment Veterans Affairs Affairs of of the the State State of of California under under its its Cal-Vet Cal-Vet loan loan contracts contracts as as if if the the Cal-Vet Cal-Vet loan California were first Mortgages loan contracts contracts were first Mortgages of record. record. of 10.2.5 Alternative Alternative Dispute Dispute Resolution. Resolution. An 10.2.5 An Owner Owner may may dispute dispute the the Assessm ents imposed by the Master Associa tion if if such such Owner Assessments imposed by the Master Association Owner pays pays in in full full (a) the the amount amount of of the the Assessment in in dispute, dispute, (b) (b) any any late late charges, charges, (c) (c) any any interest, interest, and Assessment and costs and (d) (d) all all reasonable reasonable fees fees and costs associated with with preparing preparing and and filing filing a a Notice Notice of of Delinquent Delinquent Assessment associated Assessment (including (including mailing mailing costs costs and reasonable reasonable attorneys' attorneys' fees not to exceed the maximum maximum amount allowed by law), and states and states by written written notice notice that that such amount is paid under protest, and the written notice is mailed by by by certified mail mail not not more more than thirty (30) days after Recording Recording the Notice of Delinquent certified Delinquent Assessment. On On receipt receipt of the written notice, the Master Association Assessment. Association shall inform the Owner in in writing that the dispute may be resolved through alternative dispute resolution writing that the dispute alternative resolution as established established in in Civil Code Code Section Section 1354. The right of any Owner to use alternative Civil alternative dispute resolution resolution under this this Section may may not not be be exercised exercised more than two (2) times in any single calendar Section calendar year, and not more more than r years unless the Owner and the Master than three three (3) (3) times times within any five (5) calenda calendar Associa tion mutuall y agree to use alternat ive dispute resoluti Association mutually alternative resolution exceeded. on when this limit is exceede d. 10.2.6 rs. In addition to the foreclos 10.2.6 Receive Receivers. foreclosure remedies to ure and other remedie s granted to the Master Associa tion in tion, each Owner, by accepta the Master Association this Master Declara Declaration, acceptance to such such nce of a deed to Owner's tion all of such Owner's right, title and interest in Owner's Lot, Lot, conveys conveys to the Master Associa Association in all all rents, issues and profits derived nant to rents, issues and profits derived from from and and appurte appurtenant to such such Lot, Lot, subject subject to to the the right right of of the the Master tion to Master Associa Association to collect collect and and apply apply such such rents, rents, issues issues and and profits profits to to any any delinqu delinquent ent Assessm ents owed g to Assessments owed by by such such Owner, Owner, reservin reserving to the the Owner Owner the the right, right, before before any any default default by by the the Owner t of ents, to Owner in in the the paymen payment of Assessm Assessments, to collect collect and and retain retain such such rents, rents, issues issues and and profits profits as as they they may become due and payable . On any such default, may become due and payable. On any such default, the the Master Master Associa Association may, on on the the tion may, expirati on of g delivery expiration of thirty thirty (30) (30) days days followin following delivery to to the the Owner Owner of of the the "Notice "Notice of of Delinqu Delinquent ent Assessm ent" describe d in tion, either Assessment" described in this this Master Master Declara Declaration, either in in person, person, by by agent agent or or by by receiver receiver to to be be appoint ed by appointed by a a court, court, and and without without regard regard to to the the adequac adequacy of any any security security for for the the indebted indebtedness y of ness secured d in tion, (a) secured by by the the lien lien describe described in this this Master Master Declara Declaration, (a) enter enter in in or or on on and and take take possess possession of ion of the Lot or any part thereof, (b) the Lot or any part thereof, (b)in inthe theMaster MasterAssocia Association's namesue suefor foror orotherwi otherwise collect tion's name se collect such g those suchrents, rents,issues issuesand andprofits, profits,includin including thosepast pastdue dueand andunpaid, unpaid,and and(c) (c)apply applythe thesame, same,less less allowab le expense s of operatio n, to encies of allowable expenses of operation, toany anydelinqu delinquencies ofthe theOwner, Owner,and andin insuch suchorder orderas asthe the Master tion may ne. The MasterAssocia Association maydetermi determine. Theentering enteringupon uponand andtaking takingpossess possession of the Lot, the ion of the Lot, the collectio n of collection ofrents, rents,issues issuesand andprofits profitsand andthe theapplicat application thereof,shall shallnot notcure cureor orwaive waiveany any ion thereof, default defaultor ornotice noticeof ofdefault defaultunder underthis thisMaster MasterDeclara Declaration orinvalida invalidate anyact tion or actdone donepursuan pursuant to te any t to such notice. such notice.

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10.3 ENFORCEMENTOF' OF BON DED OBLIGATIONS. OBLIGATIONS. If (a) the Master 10.3 ENFORCEMENT BONDED Master Common Common Area Impro vemen ts in any Phase are not comp leted issuance of aa Final before before Area Improvements in. any Phase are not completed issuance of FinalSubdivision Subdivision PublicReport Reportfor forsuch suchPhase Phaseby bythe theDRE, DRE,and and(b) (b)the theMaster Public under MasterAssociation Associationis isobligee obligee underaabond bond or other arrang ement ("Bon d") requir ed by the DRE to secure performance of Declarant's to secure or other arrangement ("Bond") required by the DRE performance of Declarant's commitmentto tocomplete completesuch suchImprovements, Improvements,then thenthe thefollowing followingprovisions commitment provisionsof ofthis thisSection Sectionwill will be applic able: be applicable: 10.3.1 Consideration Considerationby bythe theBoard. Board. The TheBoard 10.3.1 Boardshall shallconsider considerand andvote voteon onthe the questi on of actionby bythe theMaster MasterAssociation Associationto toenforce enforcethe question of action obligations under the Bond with the obligations under the Bond with respectto toany anysuch suchImprovement Improvementfor forwhich whichaaNotice Noticeof respect ofCompletion Completionhas hasnot notbeen beenfiled filedwithin within sixty (60) days after thecompletion completiondate datespecified specifiedfor forthat sixty (60) days after the the Planned thatImprovement Improvementin in the Planned ConstructionStatement Statementappended appendedto tothe theBond. Bond.If Ifthe theMaster Construction MasterAssociation Associationhas hasgiven givenan anextension extension in writin g for the comp letion of of any any Master Master Common Common Area in writing for the completion the Board Area Improvement, Improvement, then then the Board shall shall be be direct ed to consid er and vote on the afores aid questi directed to consider and vote on the aforesaid question on if if a a Notice Notice of of Completion Completion has has not not been been filed within within thirty thirty (30) (30) days days after after the the expiration expiration of of the the extension. filed extension. 10.12 Consideration Consideration by by the the Owners. Owners. A 10.12 A special special meeting meeting of of Owners Owners for for the the purpo se of voting to overri de a decisi on by by the the Board Board not purpose of voting to override a decision not to to initiate initiate action action to to enforce enforce the the obligations under under the the Bond Bond or on the Board's Board's failure to consider obligations consider and vote on the the question question shall shall be be held no fewer than thirtyfive (35) nor more forty-five (45) days after the Board held no fewer than thirty-five than forty-five a Board receives receiv es a petition for for such such a a meeting meeting signed by Owners Owners representing representing five percent petition percent (5%) of of the the Master Master Association's total total voting voting power. power. A vote of a majority majority of the Master Association's Master Association's Association's voting voting power power (exclu ding Decla rant and Neigh borho od Builders) Builders) to take action to enforce (excluding Declarant and Neighborhood enforce the obligations obligations under under the d to be the decisi on of the Maste the Bond Bond shall shall be be deeme deemed decision Master Association, and the Board shall shall r Assoc iation, Board therea fter imple ment such on by initiat ing and pursu thereafter implement such decisi decision initiating pursuing appropriate in the the Maste Master ing appro priate action in r Assoc iation 's name. Association's name. 10.4 UTE WITH LARANT PART dispute between the Maste Master 10.4 DISP DISPUTE WITH DEC DECLARANT PARTIES. IES. Any disput e betwe en the r Assoc iation , Neigh borho od Build ing, rs, on Association, Neighborhood Building, or or any any Owne Owners, on the the one one hand, hand, and and the the Decla Declarant, or any rant, or any direct or, office r, partne r, shareh older, memb er, emplo director, officer, partner, shareholder, member, employee, representative, contractor, yee, repres entative, contra ctor, subco ntractor, design sional or a"Decl "Declarant Party," and design profes professional or agent agent of of the the Decla Declarant (each, a subcontractor, rant (each, arant Party ," and collec tively the "Decl arant Parties"), Parties"), on on the the other other hand, which disput collectively the "Declarant dispute: e: arises (a) arises under under this this Maste Master Declaration or otherw otherwise relates to the the r Decla ration or ise relate (a) s to Comm unity (inclu ding disput es regard ing latent Community (including disputes regarding latentor orpatent patentconstr construction defects); uction defect s); (b) involv es neithe r Maste involves neither Master Common Areacomp completion bonds, northe the r Comm (b) on Area letion bonds , nor collec tion of delinq uent Asses sment s from rant; collection of delinquent Assessments fromDecla Declarant; conce rns an nt in (c) concerns anamou amount incontro controversy thatis isgreate greater thanFive Five versy that (c) r than Thous and Dolla rs ($5,00 0); Thousand Dollars ($5,000); (d) (d) does e any doesnot notinvolv involve anyclaim claimor ordisput dispute subject toaawarra warranty; and e subjec t to nty; and

shall ute" for 10.4. All All shallbe beaa"Disp "Dispute" forpurpo purposes ofthis thisSectio Section (e) ses of n 10.4. (e) Dispu tes shall be resolv ed in ance with thefollow following alternative dispute resolution resolved inaccord accordance withthe Disputes shall be ing altern ative dispute resolution proced ures: procedures:

40819698.8

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403 L9698.8

10.4.1 Notice. Notice.Any AnyPerson Person with with a a Dispute Dispute shall 10.4.1 shall give givewritten written notice of of the the Dispute by by personal personal or mail service as authorized authorized by Dispute by Code Code of Civil Procedure Sections 415.10, 415.10, Procedure Sections 415.20,41.5.21, 41.5.21,415.30 415.30or or415.40 415.40to tothe theparty partyto towhom whomthe 415.20, ("Respondent") theDispute Disputeis isdirected directed ("Respondent") describing the the nature nature of of the the Dispute Dispute and and any any proposed proposed remedy remedy(the (the "Dispute describing "Dispute Notice"). Notice"). 10.4.2 Right to Inspect 10.4.2 Inspect and andCorrect. Correct.Commencing Commencingon onthe thedate date the the Dispute Notice is delivered to the Respondent and continuing until the Dispute is resolved, the Respondent and its representatives have the right to (a) meet with the party alleging the Dispute at a reasonable time and place to discuss the Dispute, (b) enter the Community to inspect any areas that are subject to the Dispute, and (c) conduct inspections and testing (including destructive or invasive testing) in a manner deemed appropriate by the Respondent. If Respondent elects to take any corrective action, Respondent and its representatives shall be provided full access to the Community to take and complete the corrective action. Respondent is not obligated to take any corrective action. Respondent, with the consent of Declarant, has the right to select the corrective action Respondent believes is appropriate. The right to inspect and correct granted in this Section is in addition to the rights granted granted M in California Civil Code Section "Calderon Act"). The procedures procedures established established in in the the Calderon Calderon Act 1375 (the "Calderon Act may be implemented before, during or after the procedure in this Section is implemented. 10.4.3 Mediation. 10.4.3 Mediation.If Ifthe theDispute Disputeis isnot notresolved resolvedwithin withinninety ninety (90) (90) days days after the Respondent receives the Dispute Notice, any party may submit the Dispute to mediation by delivering a request for mediation ("Mediation ("Mediation Notice") Notice")in inthe the same same manner manner as allowed for delivery of the Dispute Notice. The Dispute shall be mediated pursuant to (a) the American Arbitration Association ("AAA") mediation procedures in existence when the Dispute Notice is delivered, as modified by this Section, or (b) the mediation procedures of any successor to the AAA in existence when the Dispute Notice is delivered, as modified by this Section, or (c) mediation procedures approved by the parties of any entity offering mediation services that are acceptable to the parties parties to to the the Dispute Dispute(each, (each,aa"Party" "Party" and and collectively, collectively,the Except the"Parties"). "Parties"). Except as provided in Section 10.4.4, no Person shall commence litigation regarding a Dispute without complying with this Section 10.4.3. (a) Selection of of Mediator. Mediator. The mediator (a) shall be be selected selected within mediator shall sixty (60) days from delivery of the Mediation Notice. The mediator shall be selected by mutual agreement of the Parties. If the Parties cannot agree on a mediator, the mediator shall be selected by the entity providing the mediation service. 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. Before 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. (b) Position Letter; (b) Letter; Pre PreMediation MediationConference. Conference.No No later later than than sixty sixty (60) days after selection of the mediator, each party to the Dispute shall submit a letter ("Position containing ("PositionStatement") Statement") containing(i) (i)aadescription descriptionof ofthe theParty's Party'sposition position concerning concerning the the issues issues that need to be resolved, (ii) a detailed description of the defects allegedly at issue, and (iii) a suggested plan of repair, remediation or correction. The mediator may schedule a pre-mediation pre-mediation conference. conference. All All Parties Parties shall shall attend attend unless unless otherwise otherwise mutually mutually agreed. agreed. The The mediation mediation shall shall be be commenced commenced within within twenty twenty (20) (20) days days after after submittal submittal of of all all Position Position Statements Statements and and shall shalt be be 58 58
40819698.8 40819698.8

concludedwithin withinfifteen fifteen(15) (15)days daysafter afterthe themediation mediationbegan concluded beganunless unlesseither either(A) (A)the themediator mediator extends themediation mediationperiod, period,or or(B) (B)the theParties Partiesmutually mutuallyagree extends the extend the mediation agreeto to extend the mediationperiod. period. The mediati on shall be held in the Countyor oranother anotherplace The mediation shall be held in the County placemutually mutuallyacceptable acceptableto tothe theparties. parties. Conduct of of Mediation. Mediation. The Conduct The mediator (c) mediator has has discretion discretion to to conduct conduct (c) the mediati on in the manner in which the mediatorbelieves believesis the mediation in the manner in which the mediator ismost mostappropriate appropriateto toachieve achievethe the goalof ofsettling settlingthe theDispute. Dispute.The Themediator mediatoris isauthorized authorizedto goal separate meetings toconduct conductjoint jointand and separate meetings withthe theParties Partiesand andto tomake makeoral oraland andwritten writtenrecommendations recommendationsfor with forsettlement. settlement.The Themediator mediator mayalso alsoobtain obtainexpert expertadvice adviceconcerning concerningtechnical technicalaspects aspectsof may ofthe theDispute, Dispute,provided providedthe theParties Parties assume the the expenses expenses of of obtaining obtaining such such advice. advice. The The mediator mediator shall assume not have the authority shall not have the authority to to impose a a settlement settlement on on the the Parties. Parties. impose (d) Application of of Evidence Evidence Code. (d) Application Code. The The provisions provisions of of California California Eviden ce Code Section s 1115 through 1128 shall shall be be applicable Evidence Code Sections 1115 through 1128 applicable to to the the mediation mediation process. process. Use Use and disclosure disclosure of of statements, statements, evidence evidence and and communications communications offered and made in the course offered or or made in the course of of the the mediati on shall be governe d by these section s, including including the mediation shall be governed by these sections, the sections sections which which preclude preclude use use of of material in in future future proceedings proceedings and and the the sections sections which which provide material provide for for confidentiality confidentiality of of material. material. ted at Parties Permit Permitted atMediat Mediation. Persons other than the Parties, ion. Person s other Parties, (e) their liability insurers , Declara nt, attorneys attorneys for the Parties and the mediator their liability insurers, Declarant, mediator may attend mediation mediation sessions only only with with the the permission permission of the Parties and the consent sessions consent of the mediator. mediator. Declarant Declarant has has the right right to to attend attend the the mediation mediation session even if Declarant Declarant is not one of the Parties. the the on process . the mediati mediation process. Record. There There shall be no stenogr stenographic, record of of Record. aphic, video or audio record

Expens es. Each Party shall bear its own attorne attorneys' fees and and costs costs Expenses. (g) ys' fees incurre d in tion with the mediati on. All other expens incurred in connec connection mediation. expenses mediation including the es of the mediati on including the fees r and the cost of any proof or expert advice request fees charged charged by by the the mediato mediator requested the ed by the mediato r shall nt and mediator shall be be borne borne equally equally by by each each of of Declara Declarant and the the Declara Declarant Parties to to whom whom the the nt Parties Dispute is directed , unless the Parties agree otherw ise. Dispute is directed, unless the Parties agree otherwise. This This provisi provision does not not modify modify any any on does provisio n of t betwee n Declara nt and provision of a a contrac contract between Declarant and any any Declara Declarant Party requirin requiring indemnification or nt Party g indemn ification or establis hing a t allocati on of n the establishing a differen different allocation of costs costs betwee between the Declara Declarant and the Declarant Party. nt and the Declarant Party. 10.4.4 l Referen ce. If If a Dispute 10.4.4 Judicia Judicial Reference. a Dispute remains unresolved afterthe themediat mediation remain s unresol ved after ion require d by ted, any required by Section Section 10.4.3 10.4.3 is is comple completed, any of of the the Parties Parties may may file file a a lawsuit lawsuit, provided that the the , provided that Master Associa tion must obtain the vote Master Association must obtain the vote or or written written consent consent of of Owners Owners other other than than Declara Declarant who nt who represe nt not ven percent represent not less less than than sixty-se sixty-seven percent (67%) (67%) of of the the Master Master Associa Association's voting power tion's voting power (exclud ing the nt) prior (excluding thevoting votingpower powerof ofDeclara Declarant) priorto tofiling filinga alawsuit lawsuitin ina aDispute Disputewith withDeclara Declarant or nt or aaDeclara nt Party. s regardi ng Dispute s must Declarant Party.All Alllawsuit lawsuits regarding Disputes mustbe beresolve resolved bygeneral generaljudicial judicial d by referen ce pursuan t to nia Code reference pursuant toCalifor California Codeof ofCivil CivilProcedu Procedure Sections 638and and641 641through through645.1, 645.1,as as re Section s 638 modifie d by this Section modified by this Section10.4.4. 10.4.4.The TheParties Partiesshall shallcoopera cooperate ingood goodfaith faithto toensure ensurethat thatall all te in necessa ry and riate parties d in necessary andapprop appropriate partiesare areinclude included inthe thejudicial judicialreferen reference proceeding. NoParty Party ce proceed ing. No shall be require d to particip ate shall be required to participatein inthe thejudicial judicialreferen reference proceeding ifall allParties Partiesagainst againstwhom whom ce proceed ing if such ry or ive cross-c necessary orpermiss permissive cross-claims orcounter counterclaims will not or cannot laims or suchParty Partywould wouldhave havenecessa claims will not or cannot be joined in the judicial referen ce ing. The Thegeneral generalreferee refereeshall shallhave havethe theauthori authority totry try be joined in the judicial reference proceed proceeding. ty to all nt of statement ofdecisio decision tothe thecourt. court.The Thereferee refereeshall shallbe be allissues issuesof offact fact and and.law lawand andto toreport report a astateme n to 59 59
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theonly onlytrier trierof offact factand andlaw lawin inthe thereference referenceproceeding, proceeding,and the andshall shallhave haveno noauthority authorityto tofurther further refer any issuesof offact factor or law lawto toany any other other Person Person unless unless all the judicial reference refer any issues all.parties partiesto to the judicial reference . proceedingconsent, consent,or orthe thereferee refereedetermines determinesthat thataaconflict conflictof proceeding ofinterest interestor orsimilar similarsituation situationhas has arisen which wouldmake makeit itinappropriate inappropriatefor forthe thereferee arisen which would of fact or law refereeto toact actas asthe thetrier trier of fact or law concerningan anissue issueor ormatter. matter.In Inthe thesecond secondalternative, alternative,an concerning analternative alternativejudicial judicialreferee refereeshall shallbe be selectedin inaccordance accordancewith withSection Section10.4.4(b) 10.4.4(b)solely solelyfor forresolving selected resolvingor orrendering renderingaadecision decision concerningthe theissue issueor ormatter matterinvolved involvedin inthe theconflict. conflict. concerning (a) (a) Place.The Theproceedings proceedingsshall Place. shallhe heheard heardin inthe theCounty. County.

(b) Referee. The The referee referee shall shall be Referee. (b) be a a retired retired judge judge who who served served on on the the Superio r Court of the State of Califor nia in in the the County County with Superior Court of the State of California with substantial substantial experience experience in in the the type type of of matter in in dispute dispute and and without without any any relationship relationship to to the the Parties matter in the Community, Parties or or interest interest in the Community, unless unless the Parties Parties agree agree otherwise. otherwise. The The parties parties to to the the judicial judicial reference the reference proceeding proceeding shall shall meet meet to to select select the referee no later than thirty thirty (30) (30) days days after after service service of the referee no later than all defendants of the the initial initial complaint complaint on on all defendants named in in the the complaint. complaint. Any Any dispute dispute regarding regarding the the selection selection of named of the the referee referee shall shall be be resolved resolved by by the court court in in which which the int is the the compla complaint is filed_ filed. Commencement and Timing of Proceeding_ Commencement (c) Proceeding_ The referee shall shall comme nce the proceed ing at the earliest convenient date and shall conduct commence the proceeding convenient conduct the proceeding proceeding without undue undue delay. delay. without (d) confere nces. conferences. Pre-hearing Confer ences. The Pre-hearing Conferences. The referee referee may may require require pre-hea pre-hearing ring

Discov ery. The parties to the judicial referen Discovery. reference proceeding shall (e) ce proceed ing shall be entitled only to limited discove ry, ing of the exchan be entitled only to limited discovery, consist consisting exchange following: witness ge of the followi ng: (i) witness lists, tions, (iii) expert witness reports, (iv) exhibits lists, (ii) (ii) expert expert witness witness designa designations, exhibits, (v) reports of , of testing or inspect ions, and (vi) briefs. Any other discove testing or inspections, discovery authorized California Code of of ry authori zed in the Califor nia Code Civil re shall ed by Civil Procedu Procedure shall be be permitt permitted by the the referee referee upon upon a a showin showing of good good cause cause or or based based on on the the g of consent ce proceed consent of of all all parties parties to to the the judicial judicial referen reference proceeding. ing. Motion s. The Motions. The referee referee shall shall have have the the power power to to hear hear and and dispose dispose of of (I) (f) motion s, includin g motion s relating ry, provisio motions, including motions relating to to discove discovery, provisional remedies, demurrers, motions to nal remedie s, demurrers, motions to dismiss , motion s for nt on gs and dismiss, motions for judgme judgment on the the pleadin pleadings and summa summary judgment and/or adjudic adjudication ry judgme nt and/or ation motion s, in motions, in the the same same manner manner as as a a trial trial court court judge. judge. The The referee referee shall shall also also have have the the power power to to adjudic ate summa rily issues of fact or law includin g the adjudicate summarily issues of fact or law including the availab availability of remedie remedies whether or not not ility of s whethe r or the ated could theissue issueadjudic adjudicated coulddispose disposeof ofan anentire entirecause causeof ofaction actionor ordefense defense. . (g) Record .A aphic record Astenogr stenographic recordof ofthe thehearing hearingshall shallbe bemade madewhich which (g) Record. shall remain confide ntial ry for shall remain confidentialexcept exceptas asmay maybe benecessa necessary forpost-he post-hearing motions andany anyappeals appeals. aring motion s and . (h) Statem ent of Decisio n. The (h) Statement of Decision. Thereferee referee's statement ofdecisio decision shall 's stateme nt of n shall contain an explana tion of the contain an explanation of thefactual factualand andlegal legalbasis basisfor forthe thedecisio decision pursuant toCalifor California Code n pursuan t to nia Code of ure Section n of ofCivil CivilProced Procedure Section632. 632.The Thedecisio decision ofthe thereferee refereeshall shallstand standas asthe thedecisio decision of the n of the court, nt of n with with theclerk clerkof ofthe thecourt, court,judgme judgment maybe be court,and andupon uponfiling filingof ofthe thestateme statement ofdecisio decision the nt may entered enteredthereon thereonin inthe thesame samemanner manneras asif ifthe theDispute Disputehad hadbeen beentried triedby bythe thecourt. court.

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Remedies.The Thereferee refereemay Remedies. maygrant (i) grantall alllegal legaland andequitable equitableremedies (i) remedies and award damagesin inthe thejudicial judicialreference referenceproceeding. proceeding. and award damages j) Post-hearingMotions. Motions.The Post-hearing Thereferee refereemay mayrule ruleon onall allpost-hearing (i) post-hearing motion s in the samemanner manneras asaatrial trialjudge. judge. motions in the same (k) Appeals.The Thedecision decisionof Appeals. ofthe thereferee refereeshall shallbe besubject subjectto toappeal appealin (k) in the same manne r as ifthe theDispute Disputehad hadbeen beentried triedby bythe the same manner as if thecourt court. Expenses.Each EachParty Partyshall Expenses. shallbear (1) bearits itsown ownattorneys' attorneys'fees feesand andcosts (1) costs incurre d in connec tion with thejudicial judicialreference referenceproceeding. proceeding.All incurred in connection with the costs incurred Allother otherfees feesand and costs incurred in connection connection with with the the judicial judicial reference reference proceeding, proceeding, including in including the the cost cost of of the the stenographic stenographic record, shall shall be be advanced advanced equally equally by by each each of of Declarant Declarant and record, and the the Declarant Declarant Parties Parties to to whom whom the the Dispute is is directed. directed. However, However, the the referee referee shall shall have have the Dispute reallocate such fees the power power to to reallocate such fees and and costs costs among the the Parties Parties in in the the referee's referee's final final ruling. ruling. This This provision provision does among does not not modify modify any any provision provision of of a a contract between between Declarant Declarant and and any any Declarant Declarant Party Party requiring contract establishing a requiring indemnifcation indemnifcation or or establishing a different allocation allocation of of costs costs between between the the Declarant Declarant and and the different the Declarant Declarant Party. Party. 10.4.5 Statute s of tion. Nothin 10.4.5 Statutes of Limita Limitation. Nothing in thisSectio Section 10.4 shall shall be be consid considered g in this n 10.4 ered to toll, stay, reduce reduce or or extend extend any applicable applicable statute of limitations; to toll, stay, however, limitations; provided, provided, however, that that Declarant, the the Declarant Declarant Parties, Parties, the Master Association Association and any Owner may commence Declarant, commence a a legal legal action which in the good good faith determination determination of that Person is necessary action which in the that Person's necessary to preserve preserve that Person's rights under under any any applicable applicable statute of limitations limitations so long as no further steps in processing rights processing the the action are taken except ized in this Sectio action are taken except those those author authorized Section n 10.4. 10.4.6 ment to Dispu te Resolution; Resolution; Waivers Agreement Dispute 10.4.6 Agree Waivers of of Jury Jury Trial. DECL ARAN T, THE MAST ER ASSO CIATION AND EACH OWNE DECLARANT, THE MASTER ASSOCIATION OWNER AGREE TO USE USE THE THE R AGRE E TO PROC EDURES ESTA BLISHED IN THIS SECTI ON 10.4 TO RESO PROCEDURES ESTABLISHED SECTION RESOLVE ALL DISPUTES LVE DISPUTES AND E THEIR S TO RESO LVE DISPU AND WAIV WAIVE THEIR RIGHT RIGHTS RESOLVE DISPUTES OTHER MANNER. TES IN ANY OTHE R MANN ER. DECL ARANT, THE ER ASSO CIATION AND DECLARANT, THE MAST MASTER ASSOCIATION AND EACH EACH OTHE OTHER ACKNOWLEDGE R ACKNOWLEDGE THAT EING TO LVE ALL THAT BY BY AGRE AGREEING TO RESO RESOLVE ALL DISPU DISPUTES AS PROV PROVIDED IN THIS THIS SECTI SECTION TES AS IDED IN ON 10.4, G UP 10.4, THEY THEY ARE ARE GIVIN GIVING UP THEIR THEIR RIGHT RIGHT TO TO HAVE HAVE DISPU DISPUTES TRIED BEFO BEFORE A TES TRIED RE A JURY . THIS ION 10.4 JURY. THIS SECT SECTION 10.4 MAY MAY NOT NOT BE BE AMEN AMENDED WITHOUT DECLARANT' S DED WITH OUT DECL ARANT' S PRIOR WRIT TEN CONS ENT. PRIOR WRITTEN CONSENT. 10.4.7 rnia Civil Code Sectio n 1354. California Civil Code Section 1354. 10.4.7 Califo Section 10.4 governs onlythe the Sectio n 10.4 govern s only resolut ion of Disput es with Declar ant Parties resolution of Disputes with Declarant Partiesand andshall shallnot notaffect affectthe thesubjec subject matterof ofsuch such t matter Disput es. Unless t matter e expres Disputes. Unlessthe thesubjec subject matterof ofa aDisput Dispute expressly involves enforcement of the sly involv es enforc ement of the Gover ning Docum ents, such e shall Governing Documents, suchDisput Dispute shallnot notbe begovern governed bythe theprovis provisions ofCalifo California Civil ed by ions of rnia Civil Code n 1354, sor statute . Enforc CodeSectio Section 1354,or orany anysucces successor statute. Enforcement ofSectio Section 10.4shall shallnot notentitle entitlethe the ement of n 10.4 prevai ling party in any Disput e with a Declar ant prevailing party in any Dispute with a DeclarantParty Partyto torecove recover attorney's feesor orcosts costs r attorne y's fees ARTI CLE 11 ARTICLE 11 DURA TION AND DURATION ANDAMEN AMENDMENT DMENT 11.1 DURA TION. This Maste r Declar ation shall This Master Declaration shall continue full force and effect for 11.1 DURATION. contin ue in in full force and effect for sixty (60) years from the date ation. sixty (60) years from the dateof ofits itsRecord Recordation.
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11.2TERMINATION TERMINATIONAND ANDAMENDMENT. AMENDMENT. 11.2 11.2.1Amendment AmendmentApproval. Approval.Notice Noticeof 11.2.1 ofthe thesubject subjectmatter matterof ofaaproposed proposed amendm ent to this Master Declara tion inreasonably reasonablydetailed amendment to this Master Declaration in detailedform formmust mustbe beincluded includedin inthe thenotice notice ofany anyMaster MasterAssociation Associationmeeting meetingor orelection electionat atwhich whichaaproposed of is to be proposedamendment amendment is to be considered.To Tobe beeffective, effective,aaproposed proposedamendment amendment(other considered. (otherthan thanan anAmendment Amendmentdescribed describedin in Section14.7) 14.7)must mustbe beadopted adoptedby bythe thevote, vote,in inperson personor Section of Owners orby byproxy, proxy,or orwritten writtenconsent consent of Owners representingnot notless lessthan than(a) (a)sixty-seven sixty-sevenpercent percent(67%) (67%)of representing ofthe thevoting votingpower powerof ofeach eachClass Classof ofthe the MasterAssociation Associationand and(b) (b)sixty-seven sixty-sevenpercent percent(67%) (67%)of Master power ofthe theMaster MasterAssociation's Association'svoting voting power represented by by Owners Owners other other than than Declarant Declarant and and Neighborhood Neighborhood Builders, represented Builders, provided provided that that the the specifie d percent age of the Master Association's voting voting power specified percentage of the Master Association's power necessary necessary to to amend amend a a specific specific provision of of this this Master Master Declaration Declaration may may not not be be less less than provision than the the percentage percentage of of affirmative affirmative votes votes prescrib ed for action to be taken under the provision that prescribed for action to be taken under the provision that is is the the subject subject of of the the proposed proposed amendment. amendment. 11.2.2 Mortgagee Mortgagee Consent. Consent. In In addition addition to 11.2.2 to the the consents consents required required by by Section Section 11.2.1, the Mortga gees of fifty-one percent percent (51%) (51%) of of the 11.2.1, the Mortgagees of fifty-one the first first Mortgages Mortgages on on all all the the Lots Lots in in the the Community who who have have requested requested the Master Association Association to notify them of proposed Community action proposed requiring the the consent consent of a specified specified percentage percentage of first Mortgagees requiring Mortgagees must approve any amendment amendment to this Master Declaration, any Notice of Addition Addition and Supplemental to this Master Declaration, Supplemental Master Declaration Declaration which which is of a materia l nature, as follows : is of a material nature, follows: amendment which affects or purports Any amendment (a) purports to affect the validity validity or or priority ges or the rights or protecti on granted to Mortga priority of of Mortga Mortgages protection Mortgagees, insurers or guarantors of gees, guarantors of first Mortga ges. first Mortgages. (b) Any amendm ent which would require a Mortga amendment Mortgagee it has has gee after it acquire d a Lot through foreclo sure to pay more than its proport acquired a Lot through foreclosure proportionate ionate share of any unpaid Assessm ent or ents accruin g before such foreclo Assessment or Assessm Assessments accruing foreclosure. sure. Any ent which (c) Any amendm amendment which would would or or could could result result in in a a Mortga Mortgage being (c) ge being cancele d by forfeitu re, or in a ely assesse canceled by forfeiture, or in a Lot Lot not not being being separat separately assessed for tax tax purpose purposes. d for s. (d) Any ent relating (d) Any amendm amendment relating to to (i) (i) the the insuran insurance provisions in 4.10, 4.10, ce provisio ns in (ii) the applica tion of insuran ce proceed s in (ii) the application of insurance proceeds in Article Article 8, 8, or or (iii) (iii) the the disposi disposition of any any money money tion of receive d in nation proceed ings. received in any any taking taking under under condem condemnation proceedings. (e) (e) transfer transferhis hisor orher herLot. Lot. Any ent which Any amendm amendment which would would restrict restrict an an Owner' Owner's right to to sell sell or or s right

Any ent which Anyamendm amendment whichwould wouldsubject subjectany anyOwner Ownerto toaaright rightof offirst first (f) (f) refusal or other such restricti on, if refusal or other such restriction, ifsuch suchLot Lotis ispropose proposed tobe betransfer transferred. d to red. 11.2.3 ment of 11.2.3Amend Amendment ofDefect DefectClaims ClaimsProvisi Provisions. Neitherthis thisSection Section11.2.3 11.2.3 ons. Neither nor Section s 2.2.8, 2.6, 2.9.1, 10.1.8 nor Sections 2.2.8, 2.6, 2.9.1, 1018 or 10.4 may be be amende amended without the the prior priorwritten writtenconsent consent d without of nt. Upon ion of ble statute ofDeclara Declarant. Uponthe theexpirat expiration ofall allapplica applicable statuteof oflimitati limitations orrepose reposefor forthe thefiling filing ons or of a compla int or suit or other s against of a complaint or suit or otherlegal legalremedie remedies againstDeclara Declarant underthe theRight Rightto toRepair RepairLaw Law nt under (includ ing any ), the s referen ced in (including anytolling tottingperiods periods), thesection sections referenced inthe theprecedi preceding sentence may be ng sentence may be
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amended without without the the prior prior written written consent consent of of Declarant, Declarant, by amended by the the vote vote or or approval approval by by written written ballot ballot of at at least least (a) (a) ninety ninety percent percent (90%) (90%) of of the the voting voting power of power of of the the members members of of the the Master Master Association (other (other than than Declarant), Declarant), and and (b) (h) at at least least ninety ninety percent Association percent (90%) (90%) of of the the Mortgagees. Mortgagees. 11.2.4 Termination Termination Approval. Approval. Termination Termination of 11.2.4 of this this Master Master Declaration Declaration requires requires approval of the Owners as provided in Section 11.2.1. approval of the Owners as provided in Section 11.2.1. 11.2.5 Notice Notice to to Mortgagees. Mortgagees. Each Each Mortgagee Mortgagee of 11.2.5 of a a first first Mortgage Mortgage on on a a Lot Lot in in the Community Community which which receives receives proper proper written written notice notice of the termination of a a proposed proposed amendment amendment or or termination of of this Master Declaration, any Notice of Addition or any Supplemental Master Declaration with a return receipt requested is deemed to have approved the amendment or termination if the Mortgagee fails to submit a response to the notice within thirty (30) days after the Mortgagee receives the notice. 11.2.6 Certificate. A copy of each amendment (excluding the amendments described in Section 14.7 of this Master Declaration) must be certified by at least two (2) Master Association officers. The amendment becomes effective when a Certificate of Amendment is Recorded. The certificate, signed and sworn to by two (2) Master Association officers that the requisite number of Owners and Mortgagees have approved the amendment, when Recorded, is conclusive evidence of that fact. The Master Association shall keep in its files for at least four (4) years the record of all such approvals. The certificate reflecting any termination or amendment which requires the written consent of any of the Mortgagees of first Mortgages must include a certification that the requisite approval of such first Mortgagees was obtained. 11.2.7 Amendment by the Board_ Board. Notwithstandin Notwithstanding any other provisions of this g any Section, 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 confoiiii to asbuilt conditions. So long as Declarant owns any portion of the Community or the Annexable Territory, the Board must obtain Declarant's consent to any amendment the Board approves pursuant to this Section. ARTICLE 12 GENERAL PROVISIONS 12.1 TIONS. In 12.1 MERGERS MERGERS OR OR CONSOLIDA CONSOLIDATIONS. In a a merger merger or or consolidation consolidation of of the the Master Master Association Association with with another another association, association, the the Community, Community, rights rights and and obligations obligations of of the the Master Master Association Association may, may, by by operation operation of of law, law, be be transferred transferred to to another another surviving surviving or or consolidated consolidated association association or, or, alternatively, alternatively, the the Cornrnunity, Cornrnunity, rights rights and and obligations obligations of of another another association association may, may, by operation of law, by operation of law, be be added added to to the the Community, Community, rights rights and and obligations obligations of of the the Master Master Association Association as as a a surviving surviving corporation corporation pursuant pursuant to to a a merger. merger. The The surviving surviving or or consolidated consolidated association may administer and association may administer and enforce enforce the the covenants, covenants, conditions conditions and and restrictions restrictions established established by by this this Master Master Declaration Declaration governing governing the the Community, Community, together together with with the the covenants covenants and and restrictions restrictions established established on on any any other other property, property, as as one one (1) (1) plan_ plan_

63 63
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12.2NO NOPUBLIC PUBLICRIGHT RIGHTOR ORDEDICATION. DEDICATION.Except 12.2 Exceptas asexpressly expresslyprovided providedin inthis this Master Declar ation, nothing inthis thisMaster MasterDeclaration Declarationis Master Declaration, nothing in all or any part isaagift giftor ordedication dedicationof of all or any partof of the Comm unity to the public, or Tor any public use. the Community to the public, or for any public use. 12.3NOTICES. NOTICES.Except Exceptas asotherwise otherwiseprovided providedin 12.3 inthis thisMaster MasterDeclaration, Declaration,notice noticeto tobe be given toan. an Owner Owner must must be be in in writing writing and and may may be be delivered deliveredpersonally given to to the Owner. Personal personally to the Owner. Personal deliveryof ofsuch suchnotice noticeto toone one(1) (1)or ormore moreco-Owners, co-Owners,or delivery orany anygeneral generalpartner partnerof ofaapartnership partnership owning a Lot,constitutes constitutesdelivery deliveryto toall allOwners. Owners.Personal Personaldelivery owning a Lot, such notice deliveryof of such noticeto toany anyofficer officer or agent for the service of proces s on a corporationor orlimited or agent for the service of process on a corporation limitedliability liabilitycompany companyconstitutes constitutes deliveryto tothe thecorporation corporationor orlimited limitedliability liabilitycompany. company.Such delivery Suchnotice noticemay mayalso alsobe bedelivered deliveredby by regular United States mail, postag e prepaid , addressedto regular United States mail, postage prepaid, addressed tothe theOwner Ownerat atthe themost mostrecent recentaddress address furnished by by such such Owner Owner to to the the Master Master Association Association or, or, if furnished if no no such such address address has has been been furnished, furnished, to to the street addres s of such Owner 's Lot. Such notice is the street address of such Owner's Lot. Such notice is deemed deemed delivered delivered three three (3) (3) business business days days after the the time time of of such such mailing, mailing, except except for for notice notice of of a a meeting after meeting of of Owners Owners or or of of the the Board, Board, in in which case the notice notice provisions provisions of of the the Bylaws Bylaws control. control. Any which case the to be given to Any notice notice to be given to the the Master Master Association may may be be delivered delivered personally personally to to any any member member of Association of the the Board, Board, or or sent sent by by United United States States mail, postag e prepaid addressed to to the the Master Master Association Association at mail, postage prepaid,, addressed may at such such address address as as may be be fixed fixed and and circulated to to all all Owners. Owners. circulated 12.4 CONSTRUCTIVE CONSTRUCTIVE NOTICE NOTICE AND ACCEPTANCE. ACCEPTANCE. Every Person who 12.4 who owns, owns, occupi es or or acquires acquires any any right, title, estate or interest interest in or to any Lot or other portion of occupies of the the Community consents consents and and agrees to every limit, restriction, restriction, easement, Community easement, reservation, reservation, condition condition and and covena nt contain ed in in this Master Declaration, Declaration, whether whether or not any reference covenant contained to these restrictions reference restrictions is in in the the instrument instrument by by which such Person acquired acquired an interest is interest in the Community. Community. 12.5 S OF MORT GAGEES. No amend 12.5 RIGHT RIGHTS MORTGAGEES. amendment violation Master ment or violati on of this Master Declar ation defeats Declaration defeats or or renders invalid the rights of the Mortga Mortgagee under any Mortgage gee Mortgage encum bering one encumbering one (1) (1) or or more Lots made in good faith and for value, provide provided after the the d that after foreclo sure of ge, such Lot(s) will remain subject to this Master Declar foreclosure of any any such such Mortga Mortgage, Declaration. ation. For es of ation, "first Mortga For purpos purposes of this this Master Master Declar Declaration, Mortgage" Mortgage first priority priority ge" means a Mortga ge with first over ges or over other other Mortga Mortgages or Deeds Deeds of of Trust Trust on on a a Lot, Lot, and and "first "first Mortga Mortgagee" means the the Mortga Mortgagee of gee" means gee of a first Mortga ge. For purpos es of any provisi ons of a first Mortgage. For purposes of any provisions of the the Govern Governing Documents which require require the the ing Docum ents which vote al of ed percen tage of vote or or approv approval of a a specifi specified percentage of first first Mortga Mortgagees, such vote vote or or approv approval is gees, such al is determ ined based determined based on on one one (1) (1) vote vote for for each each Lot Lot encum encumbered by each each such such first first Mortga Mortgage. bered by ge. 12.6 ESENTATIONS OR 12.6 NO NO REPR REPRESENTATIONS OR WARR WARRANTIES. No repres representations or ANTIES. No entations or warran ties, , have warranties, express express or or implied implied, have been been given given by by Declar Declarant, Neighborhood Builders, the ant, Neighb orhood Builders, the Master ation or tion with MasterAssoci Association ortheir theiragents agentsin inconnec connection withthe theComm Community, itsphysica physical condition, unity, its l conditi on, zoning , compli ance with d use, zoning, compliance withlaw, law,fitness fitnessfor forintende intended use,or orin inconnec connection with the subdivision, tion with the subdivision, sale, on, mainte nance, cost nance, taxes sale,operati operation, maintenance, costof ofmainte maintenance, taxesor orregulat regulation ofthe theComm Community asaa ion of unity as planne d unit pment, except ly provide planned unitdevelo development, exceptas asexpress expressly provided inthis thisMaster MasterDeclar Declaration, as submitted d in ation, as submitted by ant or orhood Builde rs to byDeclar Declarant orNeighb Neighborhood Builders tothe theDRE, DRE,or oras asprovide provided byDeclar Declarant or d by ant or Neighb orhood Builde r to Neighborhood Builder tothe thefirst firstOwner Ownerof ofeach eachLot. Lot.

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ARTICLE 13 ARTICLE 13 ANNEXATIONOF OFADDITIONAL ADDITIONALPROPERTY ANNEXATION PROPERTY Additional real real property property may may be be annexed annexed to Additional to the the Community Communityand and become become subject subject to this this Master Master Declaration Declaration by by any any of of the the following following methods: to methods: 13.1 ADDITIONS ADDITIONSBY BYDECLARANT DECLARANTOR ORNEIGHBORHOOD 13.1 NEIGHBORHOOD BUILDERS. BUILDERS. Declarant, and Neighborhood Neighborhood Builders Builders with with Declarant's Declarant's consent, Declarant, and consent, may may add add the the Annexable Annexable Territory or or any any portion portion thereof thereof to to the the Community Community and Territory such added territory and bring bring such added territory under under the the general plan of this Master Master Declaration Declaration without without the the approval general plan of this approval of of the the Master Master Association, Association, the the Board, or or Owners, Owners, so so long long as as Declarant Declarant or or a a Neighborhood Neighborhood Builder Board, any portion of Builder owns owns any portion of the the Annexable Territory. Annexable Territory added added under Annexable Territory. Annexable Territory under this this Section Section 13.1 13.1 may may consist consist of of Neighborhood Property Propertyor orMaster MasterCommon CommonArea Areawithout Neighborhood Lots. Any withoutresidential residential Lots. A y proposed proposed addition by a Neighborh ood Builder must be approved approved by addition by a Neighborhood Builder must be by Declarant Declarant in in writing. writing. As As each each Phase Phase is is developed, Declarant and Neighborhood Neighborhood Builder may, with respect thereto and as the owner developed, thereof, Record a Supplemental Supplemental Master Declaration which may supplement thereof, supplement this Master Declaration with such Declaration additional covenants, conditions, restrictions, restrictions, reservations reservations and easements as Declarant or Neighborhood Neighborhood Builder may deem appropriate for that Phase. Any Supplemental as Supplemental Master Declaration executed by a Neighborhood Neighborhood Builder must also be executed by Declarant, Master evidencing Declarant's consent. evidencing 13.2 OTHER NS. Additiona l real OTHERADDITIO ADDITIONS. Additional real property maybe beannexed annexed to to the property may Communit y and Community brought under the general plan of this Master Declaration upon the approval by vote vote or written consent of Members entitled to exercise no less than two-thirds (2/3) of the Master 's voting power_ Master Association Association's 13.3 RIGHTS RIGHTS AND IONS-ADDED TERRITORY. AND OBLIGAT OBLIGATIONS-ADDED Subject to to the the TERRITORY. Subject provisions of Section 13.4, when a Notice of Addition provisions containing the provisions required by this Section Section is Recorded, all provisions in this Master Declaration will apply to the real property described Notice of of Addition Addition (the (the"Added "Added Territory") described in such Notice inthe thesame same manner manner as as if if the the real Territory") in property were originally covered by this Master Declaratio property Declaration. Thereafter, n. Thereafter , the rights, powers and responsibil ities of the Owners, lessees and occupants of Lots in the Added Territory, as well as in responsibilities the the property originally subject to this Master Declaration Declaration, Added , will be the same as if the Added Territory Territory were were originally originally covered covered by by this this Master Master Declaratio Declaration. On the the first first day day of of the the first first n. On calendar month following the first Close calendar month following the first Close of of Escrow Escrow for for the the sale sale of of a a residential residential Lot Lot included included in in a a Phase Phase in in the the Added Added Territory, Territory, the Owners of of Lots Lots located located in in such such Phase Phase shall shall share share in in the the payment ts to payment of of Assessmen Assessments to the the Master Master Associatio Association to meet meet Common Common Expenses Expenses of of the the n to Communit y. Voting Community. Voting rights rights attributable attributable to to the the Lots Lots in in the the Added Added Territory Territory may may not not be be exercised exercised until ts have d on until Annual Annual Assessmen Assessments have commence commenced on such such Lots. Lots. 13.4 OF ADDITIO N. The 13.4NOTICE NOTICE OF ADDITION. additions The additions authorized under Sections13.1 13.1and and authorized under Sections 13.2 13.2 must must be he made made by by Recording Recording a a Notice Notice of of Addition Addition which which will will extend extend the the general general plan plan of of this this Master Declaration to such Master Declaration to such Added Added Territory. Territory. The The Notice Notice of of Addition Addition for for any any addition addition under under Section must be be signed by Declarant. The TheNotice Noticeof ofAddition Additionfor forany anyaddition additionunder under 13.1 must Section13.1 Section mustbe besigned signedby byat at least leasttwo two(2) (2)officers officers of of the the Master Master Associatio Association tocertify certifythat that Section13.2 13.2must n to the theOwner Ownerapproval approvalrequired requiredunder underSection Section13.2 13.2was wasobtained. obtained.On OnRecordatio Recordation of the Notice of n of the Notice of 65 65
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Addition.the theAdded AddedTerritory Territorywill willbe beannexed annexedto toand andconstitute Addition, constitutea apart partof ofthe theCommunity Communityand and willbecome becomesubject subjectto tothis thisMaster MasterDeclaration. Declaration.An AnOwner will residential Lot included in Ownerof ofa a residential Lot included ina a Phase in the Added Territory willautomatically automaticallyacquire acquireMembership Phase in the Added Territory will Membershipupon upon Close Close of of Escrow Escrow of of such Owner's Owner's Lot. Lot. A A Notice Notice of of Addition Addition may may contain contain a such Declaration with a Supplemental Supplemental Master Master Declaration with such additions additions and and modifications modifications of of the the covenants, covenants, conditions, such conditions, restrictions, restrictions, reservation reservation of of easements and and equitable equitable servitudes servitudes contained contained in in this this Master easements be necessary Master Declaration Declaration as as may may be necessary to to reflect the different character, if any, of the Added Added Territory, reflect the different character, if any, of the Territory, or or as as Declarant Declarant deems deems appropriate appropriate in the the development development of of the the Added Added Territory, Territory, and and as as are in are not not inconsistent inconsistent with with the the general general plan plan of of this Master Master Declaration. Declaration. Such Such Supplemental Supplemental Master Master Declaration this shall identify any Special Declaration shall identify any Special Benefit Areas Areas in in the the Added Added Territory. Territory. No No Notice Notice of of Addition Benefit Addition or or Supplemental Supplemental Master Master Declaration may may revoke revoke the the covenants, covenants, conditions, conditions, restrictions, Declaration of easements, restrictions, reservation reservation of easements, or or equitable servitudes in this Master Declaration Declaration as as the equitable servitudes in this Master the same same pertain pertain to to the the real real property property originally originally covered by by this this Master Master Declaration. Declaration. In In a a Notice Notice of of Addition covered Addition under under Section Section 13.1, 13.1, Declarant Declarant shall shall have the right, if it determines in the exercise of its its sole have the right, if it determines in the exercise of sole discretion discretion that that the the Added Added Territory Territory will will not benefit from Improvements Improvements or services which are Common Expenses of the Master not Association, to designate that such Common Expense items will not be shared by the Added Association, Territory, provided that such designation is also identified in the current Association Territory, Association Budget approved by the DRE for the Added Territory annexed, and provided that such designation does approved not result in an increase in Common Assessments Assessments in excess of the limit set in this Master not Declaration. Declaration. 13.5 POWER OF ATTORNEY. ATTORNEY. Each Owner of a Lot in the Community, Community, by accepting accepting a deed to a Lot, shall be deemed to have (a) agreed and acknowledged acknowledged that such Owner owns no interest in the Annexable Territory which may be developed, if at all, by Declarant in its owns sole sole and absolute discretion and (b) constituted and irrevocably appointed Declarant, for so long as as Declarant owns all or any portion of the Annexable Territory, as his Attorney-in Attorney-in-Fact, -Fact, for himself and each of his Mortgagee s, optionees, grantees, licensees, trustees, receivers, lessees, himself Mortgagees, tenants, tenants, judgment creditors, heirs, legatees, devisees, administra administrators, tors, executors, legal representat ives, successors and assigns, whether voluntary or involuntary representatives, involuntary, , and thereby to have conveyed a Power of Attorney coupled with an interest to Declarant as his Attorney in Fact to conveyed prepare, ge and Record any instrument for all or any portion of the prepare, execute, acknowled acknowledge Annexable Territory. However, nothing set forth herein shall be deemed or construed as an Annexable agreement agreement by Declarant that any Owner shall be entitled to any participatio participation n in or discretion over the preparation and Recordatio n of an instrument the preparation and Recordation of an instrument for for all all or or any any portion portion of of the the Annexable Annexable Territory. Territory. The The acceptance acceptance or or creation creation of of any any Mortgage Mortgage or or other other encumbran encumbrance, whether or or not not ce, whether voluntary, created in good faith, or given for value, voluntary, created in good faith, or given for value, shall shall be be deemed deemed to to be be accepted accepted or or created created subject subject to to each each of of the the terms terms and and conditions conditions of of the the Power Power of of Attorney Attorney described described in in this this Section. Section. 13.6 XATION AND 13.6 DEANNE DEANNEXATION AND AMENDM AMENDMENT. In addition addition to to the the rights rights to to amend amend or or ENT. In terminate a Notice of terminate a Notice of Addition Addition granted granted elsewhere elsewhere in in this this Master Master Declaration Declaration or or in in a a Notice Notice of of Addition, Addition, Declarant Declarant (or (or Declarant Declarant and and a a Neighborh Neighborhood Builder acting acting together together if if the the Phase Phase is is ood Builder owned by a Neighborh ood owned by a Neighborhood Builder) Builder) may may also also amend amend a a Notice Notice of of Addition Addition or or delete delete all all or or a a portion portion of of a a Phase Phase from from coverage coverage of of this this Master Master Declaratio Declaration and the the Master Master Associatio Association's n and n's jurisdiction ood Builder jurisdiction so so long long as as Declarant Declarant or or Neighborh Neighborhood Builderis isthe theowner ownerof ofall allof ofsuch suchPhase Phaseand and provided provided that that (a) (a) an an amending amending instrument instrument or or a a Notice Notice of of Deletion Deletion of of Territory, Territory, as as applicable, applicable, is is Recorded in the same manner as the Recorded in the same manner as theapplicable applicableNotice Noticeof ofAddition Additionwas wasRecorded, Recorded,(b) (b)Declarant Declarant has n vote hasnot notexercised exercisedany anyMaster MasterAssociatio Association votewith withrespect respectto toany anyportion portionof ofsuch suchPhase, Phase, 66 66
40819698.8 40819698.8

(c)Assessments Assessmentshave havenot notyet yetcommenced commencedwith withrespect respectto (c) toany anyportion portionof ofsuch suchPhase, Phase,(d) (d)aaClose Close of Escrow has not occurre for the sale of anvLot Lotin insuch suchPhase, of Escrow has not occurreddfor the sale of an.y Association Phase,and and(e) (e)the theMaster Master Association hasnot notmade madeany anyexpenditures expendituresor orincurred incurredany anyobligations obligationswith has withrespect respectto toany anyportion portionof ofsuch such Phase. Phase. ARTICLE14 ARTICLE 14 DECLARANT'SRIGHTS RIGHTSAND ANDRESERVATIONS DECLARANT'S RESERVATIONS If there there is is a a conflict conflict between between any any other other portion If portion of of the the Governing Governing Documents Documents and and this Article, this Article Article shall shall control. control. this Article, this 14.1 CONSTRUCTION CONSTRUCTION RIGHTS. RIGHTS. Declarant Declarant has 14.1 has the the right right to to (a) (a) subdivide subdivide or or resubdi vide the Commu nity, (b) (b) complete complete or or modify modify Improvements resubdivide the Community, Master Improvements to to and and on on the the Master Common Area Area or or any any portion portion of of the the Community Community owned owned or Common or leased leased solely solely or or partially partially by by Declarant, (e) (c) alter alter Improvements Improvements and and Declarant's Declarant's construction construction plans Declarant, plans and and designs, designs, (d) (d) modify modify Declarant's development development plan plan for for the the Community Community and and the Declarant's the Annexable Annexable Territory, Territory, including including designating and and redesignating redesignating Phases, reshaping reshaping the Lots and Master Common designating Common Area, and and constru cting Residen ces of larger or smaller sizes, values, and of different constructing Residences different types, and (e) construct construct such such additional additional Improvements Improvements as Declarant Declarant considers (e) considers advisable advisable in the course of of develop ment of the Commu nity so long as any Lot in the Community development of the Community Community or the Annexable Annexable Territory Territory remains unsold. unsold. Declarant Declarant may temporarily temporarily erect barriers, barriers, close off and restrict access to remains to portions of of the the Master Master Common Common Area as may be reasonably reasonably necessary portions necessary to allow Declarant Declarant to to exercis e the d in this Section so long as an Owner' exercise the rights rights reserve reserved Owner's Lot is is not not s access to his or her Lot elimina ted. eliminated. 14.2 ETING RIGHT 14.2 SALES SALES AND MARK MARKETING RIGHTS. Declarant's Master S. Declar ant's rights under this Master Declara tion include n such structur Declaration include the right to install and maintai maintain structures, displays, signs, billboards, es, displays, billboards, flags bly necessa flags and and sales sales offices offices as may be reasona reasonably necessary conduct Declarant's business of ry to conduc t Declara nt's busines s of comple ting constru ction and ng of completing construction and disposi disposing of the the Lots Lots and and the the Annexa Annexable Territory by sale, resale, ble Territory by sale, resale, lease or otherw ise. Declara nt may use any lease or otherwise. Declarant may use any Lots Lots in in the the Commu Community as model model home home comple complexes, nity as xes, real real estate estate sales sales offices offices or or leasing leasing offices. offices. 14.3 TING ADDIT IONAL EASEM 14.3 CREA CREATING ADDITIONAL EASEMENTS. At any any time time before before acquisi acquisition of ENTS. At tion of title to a Lot in the Commu nity by er from title to a Lot in the Community by a a purchas purchaser from Declara Declarant, Declarant has the the right right to to nt, Declara nt has establis h on al licenses , easeme nts, reserva establish on that that Lot Lot addition additional licenses, easements, reservations and rights-o rights-of-way to itself, itself, to to tions and f-way to utility compan ies, or to others nt determi nes are utility companies, or to others as as Declara Declarant determines are reasona reasonably necessary to the the bly necessa ry to Commu nity' proper ment and l. Community' properdevelop development anddisposa disposal. 14.4 ITECTURAL RIGHT S. Declar 14.4ARCH ARCHITECTURAL RIGHTS. Declarant andany anyPerson Personto towhom whomDeclar Declarant ant and ant may assign ion under may assignall allor oraaportion portionof ofits itsexempt exemption underthis thisMaster MasterDeclara Declaration need not seek or tion need not seek or obtain ttee approva l of obtainDesign DesignReview ReviewCommi Committee approval ofany anyImprov Improvements constructed anywhere inthe the ements constru cted anywhe re in Commu nity by nt or nt may Community byDeclara Declarant orsuch suchperson. person.Declara Declarant mayexclude excludeportion portions of the Community s of the Community from tion of ttee in fromjurisdic jurisdiction ofthe theDesign DesignReview ReviewCommi Committee inthe theapplica applicable Noticeof ofAdditio Addition or ble Notice n or Supple mental Master tion. Declara nt, may, Supplemental MasterDeclara Declaration. Declarant, may,at atits itsoption, option,establis establish an additional design h an additional design review tee for ed from reviewcommit committee forany anyarea areaexempt exempted fromthe thejurisdic jurisdiction ofthe theDesign DesignReview ReviewCommi Committee. tion of ttee.

40819698. 8 40819698.8

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14.5 USE RESTRICTION EXEMPTION. Declarant and any Person to whom Declarant may assign all or a portion of its exemption under this Master Declaration is exempt from the restrictions established in Article 4. 14.6 ASSIGNMENT OF RIGHTS. Declarant may assign its rights under the Governing Documents to any successor in interest to any portion of Declarant's interest in the Community by a Recorded written assignment. 14.7 AMENDMENTS. No amendment may be made to this Article without the prior written approval of Declarant. At any time before the first Close of Escrow in the first Phase of the Community, Declarant may unilaterally amend or terminate all or a portion of this Master Declaration by Recording a written instrument which effects the amendment or teintination and is signed and acknowledged by Declarant. For so long as Declarant owns any portion of the Community or the Annexable Territory, Declarant may unilaterally amend all or a portion of this Master Declaration, any Notice of Addition and any. Supplemental Master Declaration by Recording a written instrument signed by Declarant to (a) amend Article 5, (b) amend any of the Exhibits to this Master Declaration that depict portions of the Community that have not been subject to a Close of Escrow or conveyed to the Master Association, as applicable, (c) comply with any City, County, Federal or State laws or regulations, (d) correct any typographical errors, and (e) supplement this Master Declaration with provisions which pertain to rights and obligations of Declarant, the Master Association or Owners arising under the Right to Repair Law. After the Declarant no longer owns any portion of the Community, the Board may amend this Master Declaration by Recording a written instrument signed by two (2) officers of the Master Association certifying that the Board approved the amendment in order to amend the Master Declaration as provided for in Subsections (a) through (e) above. 14.8 EXERCISE OF RIGHTS. Each Owner grants an irrevocable, special power of attorney to Declarant to execute and Record all documents and maps necessary to allow Declarant to exercise its rights under this Article. 14.9 USE OF COMMUNITY. Declarant and its prospective purchasers of Lots are entitled to the nonexclusive use of the Master Common Area owned by the Master Association without further cost for access, ingress, egress, use or enjoyment, to (a) show the Community to prospective purchasers, (b) dispose of the Community as provided in this Master Declaration, and (c) develop and sell the Annexable Territory. Declarant, and prospective purchasers, are also entitled to the nonexclusive use of any portions of the Community which. are private streets, drives and walkways for construction access and accommodating vehicular and pedestrian traffic to and from the Community and the Annexable Territory. The use of the Neighborhood Property and Master Common Area by Declarant and the Neighborhood Builders may not unreasonably interfere with the use thereof by the other Owners. 14.10 PARTICIPATION IN MASTER ASSOCIATION. The Master Association shall provide Declarant with written notice of the transfer of any Lot and all notices and other documents to which a Mortgagee 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 representative on the Board, and continuing until the later to occur of (a) the date on which Declarant no longer 68
40319698_8

ownsaaLot Lotin inthe theCommunity, Community,(b) (b)the thedate dateon onwhich whichDeclarant owns Declarantcannot cannotunilaterally unilaterallyannex annex property to the Communi ty or (c) the date that is ten (10) property to the Community or (c) the date that (10) years years following followingthe thedate dateof ofthe thefirst first conveyanceof ofMaster MasterCommon CommonArea Areato to the theMaster Master Association, Association,the conveyance theMaster Master Association Association shall shall provideDeclarant Declarant with with written written notice notice of ofall allmeetings meetingsof ofthe theBoard Boardas provide asif ifDeclarant Declarantwere werean anOwner Owner and Declarant shall he entitled to have have a a representative representative present present at and Declarant shall be entitled to at all all such such Board Board meetings meetings ("Declarant's Representative"). Representative"). The The Declarant's Declarant's Representative Representative shall ("Declarant's shall be be present present in in an an advisory advisory capacity only and shall not be a Board member or or have have any any right right to capacity only and shall not be a Board member to vote vote on on matters matters coming coming before the the Board. Board. before 14.11 DECLARANT DECLARANTAPPROVAL APPROVAL OF OF ACTIONS. ACTIONS. 14.11 14.11.1General Rights. Until Declarant Declarant no no longer longer owns a portion of 14.11.1General of the the Community or or the the Annexable Annexable Territory, Territory, Declarant's Declarant's prior prior written Community approval is required written approval is required for for any any amendme nt to the Governin g Documents Documents which which would would impair amendment to the Governing impair or or diminish diminish Declarant's Declarant's right right to to complete the the Community Community or or the the Annexable Annexable Territory Territory or or sell complete units therein. sell or or lease lease dwelling dwelling units therein. 14.11.2Litnits on Actions. Until 14.11.2Limits Until Declarant Declarant no no longer longer owns any Lots in the Communi ty or the Annexable Annexable Territory, the following actions, before being undertaken Community undertaken by the Master Associatio n, must first be approved in writing Master Association, by Declarant: Declarant:
(a)

Mortgagees; Mortgagees;

amendment or action requiring the approval of first Any amendment

(b) The annexation annexation to the Community Community of real property other than the Annexabl e Territory pursuant to Section 13.2; Annexable The levy of a Capital Improvem Improvement Assessment ent Assessme (c) nt for the constructi on of new facilities not constructe d on the Master Common Area by Declarant construction constructed Declarant; ; (d) other other services; services; or Any significan t reduction of Master Associatio significant Association maintenance n maintenan ce or

(e) Any modifcati on or terminatio modifcation termination (e) n of any provision of the Governing Documen ts benefiting Declarant . Documents benefiting Declarant. 14.12 ING NAME. The Commun ity shall 14.12 MARKET MARKETING NAME. The Community shall be marketedunder underthe thegeneral general be marketed name "Terra Lago." Declarant may change the marketing name "Terra Lago." Declarant may change the marketing name name of of the the Communi Community or designate designate a a ty or different different marketing marketing name name for for any any Phase Phase at at any any time time in in Declarant Declarant's sole discretion discretion. Declarant 's sole . Declarant shall shall notify notify the the DRE DRE of of any any change change in in or or addition addition to to the the marketing marketing name name or or names names of of the the Communi ty or any Phase. Community or any Phase. ARTICL E 15 ARTICLE 15 DECLAR ANT AND ORHOOD BUILDE DECLARANT AND NEIGHB NEIGHBORHOOD BUILDER INTERESTS, EXEMPTIONS AND R INTERES TS, EXEMPT IONS AND RIGHTS RIGHTS 15.1 STS OF ANT AND The 15.1 INTERE INTERESTS OFDECLAR DECLARANT AND NEIGHB NEIGHBORHOOD BUILDERS. ORHOOD BUILDE RS. The Initial Covered Property is a portion of largerparcel parcelof ofland landwhich whichDeclarant Declarantis isdevelopin developing into Initial Covered Property is a portion ofaalarger g into 69 69

4081969R 40819698.8

a master planned Community. Declarant, in cooperation with the City and County, has created a comprehensive plan for the development of the Community which includes modem masterplanning objectives which have been formulated for the common good and preservation of property values within the Community. Declarant and Neighborhood Builders intend to construct Residences and further improve all of the Lots in the Community. The completion of the work by Declarant and Neighborhood Builders, and the sale and resale of Lots in the Community, is essential to the establishment and welfare of the Community as a quality residential Community. Each Owner of a Lot which is part of the Community 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 and Neighborhood Builders have substantial interests in assuring compliance with, and enforcement of, the covenants, conditions, restrictions and reservations contained in this Master Declaration and any amendments thereto and any Notices of Addition and Supplemental Master Declarations Recorded pursuant to this Master Declaration. Notwithstanding any other provisions of the Governing Documents, until the earlier to occur of (a) last Close of Escrow for the sale of a Lot in a Phase following annexation of all of the Annexable Territory, or (b) 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: 15.1.1 Specified Approvals. Any amendment or action requiring the approval of Declarant pursuant to this Master Declaration, including without limitation 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 Mortgagee is entitled pursuant to this Master Declaration, and Declarant shall be furnished such notices and other documents without the necessity of a written request_ 15.1.2 Annexation. The annexation to the Community of real property other than the Annexable Territory pursuant to Section 13.1. 15.1.3 Capital Improvement Assessments. The levy of a Capital Improvement Assessment for the construction of new facilities not originally included in the Master Common. Area. 15.1.4 Service/Maintenance Reductions. Subject to those provisions of Article 7 regarding limitations on yearly Annual Assessment increases, any significant reduction of Master Common Property maintenance or other services or entering into contracts for maintenance or other goods and services benefiting the Master Association or the Master Common Property at contract rates which are fifteen percent (15%) or more below the reasonable cost for such maintenance, goods or services as determined pursuant to the maintenance provisions contained in this Master Declaration. 15.1.5 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 3 of this Master Declaration.

7()
10819698 8

15.2 EXEMPTIONS AND RIGHTS OF DECLARANT AND NEIGHBORHOOD BUILDERS. 15.2.1 Exemption from Committee Approval. Declarant and Neighborhood Builders are exempt from any requirement to obtain Committee approval, as further provided in Section 3.3 of this Master Declaration. 15.2.2 Rights. (a) In General. Nothing in the Governing Documents shall be deemed to limit, and no Owner or the Master Association shall interfere with, the right of Declarant or any Neighborhood Builder (with the consent of Declarant) to (i) subdivide, resubdivide, phase or rephase any portion of the Community or with the right of Declarant and Neighborhood Builders, either directly or through their respective agents and representatives, (ii) sell, resell, rent or rerent any portion of the Community, (iii) complete excavation, grading, construction of Improvements or other development activities to and on any portion of the Community owned by Declarant or a Neighborhood Builder, as applicable, or (iv) alter the foregoing and the construction plans and designs, or to construct such additional Improvements as Declarant or a Neighborhood Builder deem advisable in the course of developing the Community so long as any Lot in the Community or any portion of the Annexable Territory is owned by Declarant or a Neighborhood Builder. These rights include, but are not limited to, carrying on by Declarant, the Neighborhood Builders and their respective agents and representatives of such grading work as may be approved by the local government agency having jurisdiction, and erecting, constructing and maintaining on the Community such structures, signs and displays reasonably necessary for the conduct of the business of completing the work and disposing of the Community and the Annexable Territory by sale, lease or otherwise. Each Owner, by accepting a deed to a Lot, acknowledges that any construction or installation by Declarant or a Neighborhood Builder may impair the view of such Owner, and each Owner consents to such impairment. (b) No Limitation. This Master Declaration does not limit the right of Declarant or a Neighborhood Builder, 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 for the proper development and disposal of the Community and Annexable Territory. Prospective purchasers, sales agents, Declarant and Neighborhood Builders may use any and all portions of the Master Common Area for access to the sales and leasing facilities of Declarant and Neighborhood Builders. Safes and Leasing Activity. Declarant and Neighborhood (c) Builders may use any structures or vehicles owned, respectively, by Declarant or Neighborhood Builders in the Community as model home complexes or real estate sales or leasing offices; provided that (i) such uses are directly related to the sale or lease of Dwelling Units in the Community and do not relate to the sale or lease of homes outside of the Community, and (ii) such uses within the Community shall terminate on the last Close of Escrow for the sale of a Lot in the Community pursuant to a transaction requiring the issuance of a Public Report, at which

71
408 9 98.8

Declarantor orNeighborhood NeighborhoodBuilders, Builders,as asthe thecase casemay timeeDeclarant maybe, be,shall shallrestore restoretheir theirrespective respective structur es to their previou s appeara nce. structures to their previous appearance. (d) Assignmentof ofRights. Rights.All (d) Assignment Allor orany anyportion portionof ofthe therights rightsof of Declarantor oraaNeighborhood NeighborhoodBuilder, Builder,as asapplicable, applicable,hereunder Declarant elsewhere in hereunderand and elsewhere inthese theseGoverning Governing Documentsmay maybe beassigned assignedby byDeclarant Declarantor orsuch suchNeighborhood NeighborhoodBuilder Documents Builder(with (withDeclarant's Declarant's consent),as asapplicable, applicable,to toany anysuccessor successorin ininterest interestto toany consent), anyportion portionof ofDeclarant's Declarant'sor or Neighb orhood Builder 's interest in any portionof ofthe theCommunity Neighborhood Builder's interest in any portion Communityor orthe theAnnexable AnnexableTerritory Territory (including,without withoutlimitation, limitation,to toany anyNeighborhood NeighborhoodBuilder) (including, written assignment Builder)by byan anexpress express written assignment which specifies specifies the the rights rights of of Declarant Declarant or or such such Neighborhood Neighborhood Builder which Builder so so assigned. assigned. (e) Amendment. Notwithstanding Notwithstanding any (e) Amendment. any other other provision provision of of this this Master Master Declara tion, for so tong as Declara nt owns any portion Declaration, for so long as Declarant owns any portion of of the the Community Community or or the the Annexable Annexable Territory, Declarant's Declarant's prior prior written written approval approval is is required required before Territory, before any any amendment amendment to to Sections Sections 2.2 2.2 and 2.5, Article Article 15 15 or or any any other other provision provision effecting effecting the the rights and 2.5, exemptions of Declarant rights or or exemptions of Declarant hereunder, is is effective. effective. hereunder, [SIGNATURES INCLUDED INCLUDED ON FOLLOWING [SIGNATURES FOLLOWING PAGE!

408 i 9698.8 40819698.8

72 72

[SIGNATURE PAGE PAGE TO TO MASTER MASTER DECLARATION DECLARATION OF [SIGNATURE OF COVENANTS, COVENANTS, CONDITIONS CONDITIONS AND RESTRICTIONS RESTRICTIONS AND AND RESERVATION RESERVATIONOF OFEASEMENT AND EASEMENTFOR FORTERRA TERRA.LAGO1 LAGOJ This Master Master Declaration for identification Declarationis isdated dated for identification purposes te- Qm6tipurposes (1 t\yeNt\s (- 1 (9 2005. 2005.
INDIO LAND VENTURES, LLC, a Delaware limited liability company

By : By: Print Name: Print Name: Go r\i C_ _C,__ckr\t C_ Lt3.-k cosi5 cosi5 Aht______c _e i ja_v_th_ Title: _
"Declarant"

WOODSIDE PORTOFINO, INC., a California corporation

By : Print Name: Title:

COnairrentY HereWith COnaltrentlY Herewith

"First Neighborhood Builder"

73 73
4081.9698.8 40819698.8

STATE OF OF CALIFORNIA CALIFORNIA )) STATE ) ss. COUNTY OF , COUNTY OF: %.1e,6)

Ae

On '1 6eQ-e.A.ece er tc) ,, 2005, 2005, before me, me, Qam/ On 6eQ-c).4,, Trio,/ Abiy4, Abiy541- , personally personally , (or personally known to me me (or , is le on on ) to to be be the the person person whose whose name name is is subscribed ) subscribed to to the the within within instrument instrument and and acknowledged to to me me that that he he executed executed the the same same in in his his authorized authorized capacity, acknowledged his capacity, and and that that by by his signature on on the the instrument instrument the the person, person, or or the the entity entity upon upon behalf signature behalf of of which which the the person person acted, acted, executed the the instrument. instrument. executed appear,. appear,. WITNESS my my hand hand and and official official seal. seal. WITNESS
'Wry P it is in and for said State .tart' P

41,

(SEAL)

STATT', OF STATT', OFCALIFORNIA CALIFORNIA ) ) ss, ss. COUNTY OF On , 2005, before me, , personally appeared , personally known to me (or proved to me on the basis of satisfactory evidence) to be the person whose name is subscribed to the within instrument and acknowledge d to me that he executed the same in his authorized capacity, and that by his acknowledged signature on the instrument the person, or the entity upon behalf of which the person acted, executed the instrument. WITNESS my hand and official seal.

Notary Public in and for said State (SEAL) (SEAT .)

74 74
40819698,8 40819698.8

GOVERNMENTCODE CODE2736L7 GOVERNMENT 2736L7 CERTIFYUNDER UNDERPENALTY PENALTYOF OFPERJURY PERJURYTHAT THATTHE IICERTIFY THENOTARY NOTARYSEAL SEALON ONTHE THE DOCUMENTTO TOWHICH WHICHTHIS THISIS ISATTACHED ATTACHEDREADS READSAS DOCUMENT ASFOLLOWS: FOLLOWS:

NAME OF OF NOTARY: NOTARY: NAME COMMISSION NUMBER: NUMBER: COMMISSION DATE COMMISSION COMMISSION EXPIRES: EXPIRES: DATE COUNTY WHERE WHERE BONDED: BONDED: COUNTY PLACE OF OF EXECUTION: EXECUTION: PLACE DATE: DATE:

NANCY E. E. ABBOTT ABBOTT NANCY 1536645 1536645 JANUARY 16, 16, 2009 JANUARY 2009 RIVERSIDE RIVERSIDE RIVERSIDE, CA RIVERSIDE, JANUARY 9, 2006 JANUARY

FIDELIT Y NATION AL TITLE T TLE FIDELITY NATIONAL BUILDE R SERVIC ES BUILDER SERVICES

SIGNATURE PAGE PAGE TO TO MASTER MASTER DECLARATION DECLARATION OF [SIGNATURE OF COVENANTS, COVENANTS.CONDITIONS CONDITIONS 'D RESTRICTIONS RESTRICTIONS AND RESERVATION RESERVATION OF OF EASEMENT AND TERRA EASEMENT FOR FOR TERRA LAGO1 I.,AGO 2005. 2005. This Master Master Declaration Declaration is is dated dated for for identification identification purposes This bee, purposes bee,

1161 61

INDIO LAND LAND VENTURES, INDIO VENTURES, LLC, LLC, a Delaware Delaware limited a limited liability liability company company By :: By Print Name: Print Name: Title: Title:
Concurrently Herewith Concurrently Herewith

"Declarant" "Declarant"

WOODSIDE PORTOFINO, WOODSIDE PORTOFINO, INC., a California corporation corporation By By : Print Name: Title:

tHe ew- vA.0 tH e ewt/A.14

P67:51-0910 P67

"First Neighbor Neighborhood hood Builder"

73 73
40819698.8 40819698.8

STATE OF OF CALIFORNIA CALIFORNIA )) STATE ss. )) ss. COUNTY OF OF COUNTY 2005, before before me, ,, 2005, personally me, personally appeared personally known known to to me ,, personally me (or (or proved appeared proved to to me me on on the the basis basis of of satisfactory evidence) evidence) to to be be the the person person whose whose name name is satisfactory the within instrument is subscribed subscribed to to the within instrument and and acknowledge d to me that that he he executed executed the the same same in in his his authorized acknowledged to me authorized capacity, capacity, and and that that by by his his signature on on the the instrument instrument the the person, person, or or the the entity entity upon signature upon behalf behalf of of which which the the person person acted, acted, executed the instrument. executed the instrument. WITNESS my my hand hand and and official official seal. seal. WITNESS On On

Notary Public in and for said State (SEAL)

CALIFORNIA ) STATE OF CALIFORNIA ) ss. ()16,03e..) ) COUNTY OF ()16,03e On Janta421 Janta421 (9 is aCta5, MeRchan+ aCta5,before before me,Thianci meRchan+ personally me,Thianct appearedT m Mcat s , personally known to me ( appearedTm VncEitnni s " to be the person whose name is subscribed to the within instrument and 1" _ acknowledge d to me that he executed the same in his authorized capacity, and that by his acknowledged signature on the instrument the person, or the entity upon behalf of which the person acted, executed the instrument.
0

WITNESS my hand and official seal.

1I I Or 1 Or /LC O Notary Public in and for said State

(SEAL) (SEAL)
OUIJA OUIJA E. E. MERCHANT MERCHANT Commeakm Commeakm # 1529942 1529942 Notify Notify Pub1Ic Public - California California Orange Orange Coon* Coon* Comm. Comm. Expo; ExpiesNov26, Nov26, 2005 2008

74 74
40819698.8 40819698.8

GOVERNMENT CODE 27361.7

I CERTIFY UNDER PENALTY OF PERJURY THAT THE NOTARY SEAL ON THE DOCUMENT TO WHICH THIS IS ATTACHED READS AS FOLLOWS:

NAME OF NOTARY: COMMISSION NUMBER: DATE COMMISSION EXPIRES: COUNTY WHERE BONDED: PLACE OF EXECUTION: DATE:

DIANA E. MERCHANT 1529942 NOVEMBER 26, 2008 RIVERSIDE RIVERSIDE, CA JANUARY 9, 2006

FIDELITY NATIONAL TITLE BUILDER SERVICES

EXHIBIT A A EXHIBIT

TERRITORY LEGAL DESCRIPTIO DESCRIPTION OF ANNEABLE. ANNEXABLE 'ERRITORY N OF LEGAL

All that that real real property property located located in in the the City City of of Indio, Indio, County County of of Riverside, Riverside, State State of of All California, more particularly particularly described described as as follows: follows:

40819698.8. 4681.9693,8

EXHIBIT A A EXHIBIT

Y LE TERRITOR LEGAL DESCRIPT DESCRIPTION OF ANNEXAB ANNEXABLE TERRITORY ION OF LEGAL

All that that real real property property located located in in the the City City of of Indio, Indio, County County of of Riverside, Riverside, State State of of California, California, All more particularly particularly described described as as follows: follows: more LOTS "BB", "BB", "DD" "DD" THROUGH THROUGH "GG" "GG" OF OF TRACT TRACT MAP MAP NO. NO. 31601-1 31601-1 ON ON FILE FILE IN IN BOOK BOOK 363 363 LOTS COUNTY, RIVERSIDE OF RECORDS E, OF MAPS, PAGES 17 THROUGH 31, INCLUSIVE, RECORDS OF RIVERSIDE COUNTY, INCLUSIV 31, THROUGH 17 PAGES OF MAPS, STATE OF OF CALIFORN CALIFORNIA. IA. STATE

TE OF TOGETHER CERTIFICATE R WITH PARCEL'S "A" AND "B" OF THAT CERTAIN CERTIFICA TOGETHE OF STATE , COMPLIANCE, RIVERSIDE, CE, IN THE CITY OF INDIO, COUNTY OF RIVERSIDE COMPLIAN 5 OF NT NO. 2003-81901 INSTRUME AS CALIFORNIA, RECORDED INSTRUMENT 2003-819015 2003 17, OCTOBER D RECORDE IA, CALIFORN OFFICIAL RECORDS.
ALSO TOGETHE TOGETHER R WITH LOTS "F" AND "CC" AND A PORTION OF LOTS "B" AND "E" OF TRACT MAP NO. 31631 ON FILE IN BOOK 363 OF MAPS, PAGES 32 THROUGH 37, IA. INCLUSIVE, CALIFORNIA. E, RECORDS OF RIVERSIDE COUNTY, STATE OF CALIFORN INCLUSIV

TOWNSHIP 5 SOUTH, ALSO TOGETHER SOUTHWEST 1/4 OF SECTION 17, TOWNSHIP TOGETHER WITH THE SOUTHWEST RANGE 8 EAST, SAN BERNARDINO BASE AND MERIDIAN AS SHOWN BY UNITED BERNARDINO STATES GOVERNMENT GOVERNMENT SURVEY APPROVED MAY 14, 1914; THE DECREE OF ED TN EXCEPTING THEREFROM PORTION AS AS DESCRIB DESCRIBED IN THE OM THAT PORTION EXCEPTING THEREFR DECLARATION NOVEMBER 23, 1946 IN BOOK 799, PAGE 329, RECORDED NOVEMBER DECLARATION OF TAKING RECORDED OFFICIAL RECORDS. DESCRIBED IN THE DEED TO ALSO EXCEPTING THEREFROM THAT PORTION AS DESCRIBED EXCEPTING THEREFROM RECORDED APRIL 23, 1948, IN COACHELLA COACHELLA VALLEY COUNTY WATER DISTRICT RECORDED BOOK 906, PAGE 320, OFFICIAL RECORDS. WASTE WAY #3. TO DEED TO THE DEED IN THE DESCRIBED IN AS DESCRIBED ALSO PORTION AS THAT PORTION THEREFROM THAT EXCEPTING THEREFROM ALSO EXCEPTING D RECORDE TION, CORPORA IA JANSS INVESTMENT CORPORATION, A CALIFORNIA CORPORATION, RECORDED CALIFORN A JANSS INVESTMENT CORPORATION, RECORD& OFFICIAL RECORDS. SEPTEMBER 58237, OFFICIAL NO. 58237, INSTRUMENT NO. AS INSTRUMENT 1955, AS 2, 1955, SEPTEMBER 2, CERTAIN THAT CERTAIN IN THAT INCLUDED IN ALSO PORTION INCLUDED THAT PORTION THEREFROM THAT EXCEPTING THEREFROM ALSO EXCEPTING NO. INSTRUMENT NO. AS INSTRUMENT 2003 AS 17, 2003 OCTOBER 17, CERTIFICATE RECORDED OCTOBER COMPLIANCE RECORDED OF COMPLIANCE CERTIFICATE OF 2003-819015 RECORDS. OFFICIAL RECORDS. OF OFFICIAL 2003-819015 OF

Territory.doc AnnexableTerritory.doc 0:14076714076704\drawings\survey\Lega1\76704_CCR forAnnexable Legalfar 0A40767140767041drawings\survey\Legal\76704_CCRLegal

EXHIBIT B APPROXIMATE LOCATIONS OF COMMUNITY WALLS IN THE- INITIAL COVERED PROPERTY

40819698 8

 EXHIBIT "B
APPROXIMATE LOCATION OF COMMUNITY WALLS IN THE INITIALCOVERED COVEREDPROPERTY PROPERTY

TERRA LAGO PARKWAY

AVAINIKI 831N30 J709

11611

1Irma
OA/ 7fO9 VISIA 0907

.11111 1 0 e 1 2he 1010, 111111111 "NV 111

4 1 gi 4
Igoe

AVENUE 43

NTS
0
Cl)

DIMENSIONS ARE ALL DEPICTIONS ARE FOR ILLUSTRATIVE PURPOSES ONLY. ALL DIMENSIONS APPROXIMATIONS. AS BUILT CONDITIONS SHALL CONTROL MASTER ASSOCIATION IS RESPONSIBLE FOR MAINTAINING THE CAP AND STRUCTURAL INTEGRTIY OF THE COMMUNITY WALL AND THE SURFACES THAT DO NOT FACE THE LOT ON WHICH IT IS CONSTRUCTED. OWNER IS RESPONSIBLE FOR MAINTAINING THE LOT FACING SURFACE OF THE COMMUNITY WALL.

0 U-

L4.4

The Keith Companies

Atka Prarr4

PO-ta Joinfot rissing ai Sia C.4 ffelf) mt-sove

EXHIBIT C EXHIBIT C MASTER COMMON CON IVION AI EAIN INTHE THE INITIAL INITIAL COVER MASTER AREA H) PROPERTY PI 0 'ERTY COVERED

40g19698.8 40819698.8

EXIIIBIT EXI 1BIT C C MASTER COMMON COMMON AREA AREA IN IN THE THE INITIAL MASTER INITIAL COVERED COVERED PROPERTY PROPERTY

LOTS "DD" "DD" THROUGH THROUGH "GG", "GG", INCLUSIVE, INCLUSIVE, OF OF TRACT TRACT MAP LOTS MAP NO. NO. 31601-2 31601-2 ON ON FILE FILE IN IN BOOK3#7 OF MAPS, PAGESTf fROUG1133, INCLUSIV BOOK3#7 OF MAPS, PAGESR9TffROUGH33, INCLUSIVE, RECORDS E, RECORD S OF RIVERSIDE RIVERSIDE COUNTY, STATE STATE OF OF CALIFORNIA. CALIFORNIA. COUNTY,

0:140767\40 76704tdrawings\surveylegal176704_CCR Legal 0:140767\4076704tdrawings\surveylega1176704_CCR Legalfor for Common Areas-2,doc -2,doc Common Areas

EXHIBIT D APPROXIMATE LOCATIONS OF MASTER MAINTENANCE AREAS IN THE INITIAL COVERED PROPERTY

4Q81.9698.8

EXHIBITD D EXHIBIT APPROXIMATE LOCATIONS LOCATIONS OF OF MASTER MASTER MAINTENANCE MAINTENANCE AREAS APPROXIMATE AREAS IN IN THE THE INITIAL INITIAL COVERE D PROPERTY PROPERTY COVERED

327 327

LOTS "A" "A" THROUGH THROUGH "CC", "CC", INCLUSIVE, INCLUSIVE, OF OF TRACT TRACT MAP LOTS MAP NO. NO. 31601-2 31601-2 ON ON FILE FILE IN IN BOOK BOOK OF MAPS, PAGES THROUGH.13, INCLUSIVE, INCLUSIVE, RECORDS OF MAPS, PAGES THROUGH.13, RECORDS OF OF RIVERSIDE RIVERSIDE COUNTY, COUNTY, STATE OF OF CALIFORNIA. CALIFORNIA. STATE

0:14076714 076704\drawings\survey\Lega1176704_CCR Legal 0:14076714076704\drawingssurvey\Lega1176704_CCR Legalfor forStreets Streets-2.doc -2.doc

DOC tf 2007-0502500
08/03/2007 08:00A Fee:34.00
RECORDING REQUESTED BY:
Page 1 of 10 Recorded in Official Records County of Riverside Larry W. Ward Assessor County Clerk & Recorder

WHEN RECORDED, MAIL TO: THE MERIT COMPAMES 1 Polaris Way, Suite 100 Aliso Viejo, CA 92656 Attention:

1I I I
S immill
S I ZE DA

1
11111 ..ONG RFD
COPY

111111111111111111111111111111111111.111 MEIN 465 426 POOR N OR SMF

11111111111111111111111111111111111111111101111111
NOTICE OF ADDITION OF TERRITORY AND SUPPLEMENTAL MASTER DECLARATION OF COVENANTS, CONDITIONS AND RESTRICTIONS FOR TERRA LAGO [Cristallo at Terra Lego] [Phase 10] [Tract No. 31601-5]

mu

5.111/07

57893-64 324490_1

NOTICE OF OF ADDITION ADDITION OF OF TERRITORY TERRITORY NOTICE AND AND SUPPLEMENTAL MASTER MASTER DECLARATION DECLARATION SUPPLEMENTAL OF OF COVENANTS, CONDITIONS CONDITIONS AND AND RESTRICTIONS RESTRICTIONS COVENANTS, FOR FOR TERRA LAGO LAGO TERRA [Cristallo at at Terra Terra Lago] Lago] [Cristallo [Phase 10] 10] [Phase [Tract No. No. 31601-5] 31601-5] [Tract This Notice Notice of of Addition Addition of of Territory Territory and and Supplemental Supplemental Master Master Declaration Declaration of of Covenants, Covenants, This by made is Declaration") Master Conditions and Restrictions for Terra Lago (the "Supplemental Master Declaration") is made by INDIO INDIO "Supplemental (the Lago Terra for Conditions and Restrictions OF HOMES RYLAND and ("Declarant") ("Declarant") LAND VENTURES LLC, a Delaware limited liability company and RYLAND HOMES OF company liability limited Delaware a LLC, VENTURES LAND CALIFORNIA, INC., a Delaware corporation ("Neighborhood Builder").

PREAMBLE: Declarant is the Declarant identified in that certain Master Declaration of Covenants, A. Conditions, Restrictions and Reservation of Easements for Terra Lago, which was Recorded on January 10, 2006, as Instrument No. 2006-0019975 (together with any amendments, collectively, the "Master Declaration"). The Master Declaration is binding upon all Owners of Lots in the master planned community known as Terra Lago (the "Community"). Capitalized terms used but not defined herein shall have the meaning set forth in the Master Declaration. The Neighborhood Builder is the owner of the real property (the "Neighborhood Builder B. Property") in the City of Indio, Riverside County, California, described in Exhibit "A". Neighborhood Builder, Declarant, or both are the record owners (except for public rights-of-way) of certain real property ("Master Common Property") described on Exhibit "B" and Exhibit "C". The Neighborhood Builder Property and Master Common Property collectively constitute Added Territory, as defined in Section 13.3 of the Master Declaration.
C. Neighborhood Builder is a Neighborhood Builder as defined in Section 1.1.47 of the Master Declaration. Neighborhood Builder intends to improve and sell the residential Lots in the Added Territory to the public, and Declarant and Neighborhood Builder intend to provide for the maintenance of the Master Common Property in the Added Territory for the benefit of the Owners of all Lots in the Community subject to the provisions of the Master Declaration, this Supplemental Master Declaration and any amendments thereto. The Added Territory is part of the Annexable Territory identified in the Master D. Declaration. Pursuant to Article 13 of the Master Declaration, Declarant, and Neighborhood Builder with Declarant's consent, now desire to add the Added Territory to the property already subject to the Master Declaration as part of the Community. THEREFORE, DECLARANT AND NEIGHBORHOOD BUILDER DECLARE AS FOLLOWS: 1. Annexation of Added Territory. As the owners of the Added Territory, Declarant, and and to and annexed to is annexed Territory is Added Territory the Added that the Neighborhood declares that consent, declares Declarant's consent, with Declarant's Builder with Neighborhood Builder Master Supplemental Master This Supplemental Declaration. This Master Declaration. made the Master to the subject to already subject property already real property the real of the part of a part made a Declaration. Master Declaration. the Master of the 13 of Article 13 in Article Declaration described in as described Addition, as of Addition, Notice of a Notice constitutes a Declaration constitutes

6/11/07 5/11/07

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324490_1 57893-64 324490_1 57893-64

. Each 2. Membership in in Master Master Association Association. Each Owner Owner of of one one or or more more residential residential Lots Lots Membership 2. included in in a a Phase Phase for for which which a a Public Public Report Report has has been been issued issued by by the the DRE DRE in in the the Added Added Territory Territory shall shall included automatically become a a member member of of Terra Terra Lego Lago Community Community Association, Association, a a California California nonprofit nonprofit mutual mutual y become automaticall benefit corporation corporation (the (the "Master "Master Association" Association"), as provided provided in in Articles Articles 2 2 and and 13 13 of of the the Master Master ), as benefit Declaration. Declaration.
3. Assessment Obligations. Obligations. The The rights rights and and obligations obligations of of all all Owners Owners of of residential residential Lots Lots Assessment 3. Master the of 7 Article in forth set are assessments of located in the Added Territory concerning payment of assessments are set forth in Article 7 of the Master payment concerning Territory Added located in the Declaration. The Annual Annual Assessmen Assessments to be be paid paid to to the the Master Master Association Association shall shall begin begin as as to to all all ts to . The Declaration Added the in residential Lots Lots included included in in a a Phase Phase for for which which a a Public Public Report Report has has been been issued issued by by the the DRE DRE in the Added residential Territory on on the the first first day day of of the the first first calendar calendar month month following following the the first first Close Close of of Escrow Escrow for for the the sale sale of of a a Territory Declaration. Master the of residential Lot Lot in in such such Phase, Phase, as as provided provided in in Section Section 7.6.1 7.6.1 of the Master Declaration. residential 4. Rights and and Obligations Obligations of of Owners. Owners. Pursuant Pursuant to to Article Article 13 13 of of the the Master Master Declaration, Declaration, Rights 4. will Declaration Master the in provisions all upon recordation of this Supplemental Master Declaration, all provisions in the Master Declaration will Declaration, Master l Supplementa upon recordation of this the by covered originally were Territory Added the if apply to the Added Territory in the same manner as if the Added Territory were originally covered by the as manner same the in Territory apply to the Added ies of Master Declaration. Declaration. Thereafter, Thereafter, the the rights, rights, powers powers and and responsibilit responsibilities of the the Owners, Owners, lessees lessees and and Master covered by originally occupants of the Added Territory shall be the same as if the Added Territory were by occupants the Master Declaration. As provided in Section 13.3 of the Master Declaration, the entitlement to vote vote the shall begin as to all residential Lots included in a Phase for which a Public Report has been issued by by the the shall voting The Phase. such in Lots the on begin s DRE in the Added Territory when Annual Assessments voting Assessment DRE rights of all Owners in the Community are set forth in Article 2 of the Master Declaration. rights

5.

Classifications. ns. Land Classificatio

Lots. The Lots described on Exhibit "A" are designated as Lots (as defined in 5.1 in the Master Declaration). the

Supplemental 5.2 Master Common Property. Unless otherwise provided in this Supplemental in Master Master Declaration, the Master Association shall commence maintaining the Master Common Property in as Area, Maintenance the as the Added Territory upon conveyance of the Master Common Area and the Master applicable, applicable, to the Master Association. on Master Common Area. The Master Common Area described on (a) in Exhibit "B", if any, is designated as a portion of the Master Common Area defined in Section 1.1.37 of the Master Declaration.
(b) Master Maintenance Area. The Master Maintenance Areas in the Added "C". on Exhibit Territory, Exhibit "C". described on and described identified and are identified any, are if any, Territory, if

as "0" as Exhibit "0" on Exhibit identified on property identified The property 5.3 Neighborhood The Property. Neighborhood Property. 5.3 of 1.1.49 Section in defined as Property, d Neighborhood Neighborhoo Property, as defined in Section 1.1.49 of as Neighborhood designated as is designated any, is if any, Property, if Neighborhood Property, the Master Declaration. the Master Declaration. Property Neighborhood Property and Neighborhood Property and Builder Property 5.4 Neighborhood. Neighborhood Builder The Neighborhood Neighborhood. The 5.4 Master the Master of the 1.1.45 of Section 1.1.45 in Section defined in described as defined Neighborhood as a Neighborhood constitute a shall constitute "D" shall on Exhibit Exhibit "D" described on Declaration. Declaration.
6. 6.

Area. Benefit Area. Special Benefit a Special of a part of not part is not Territory is Special Added Territory The Added Area.The Benefit Area. Special Benefit

the Association, the Master Association, the Master of the obligations of 7. Maintenance maintenance obligations The maintenance Obligations.The Maintenance Obligations. 7. Master The Declaration. Master the in described are Owners, Declarant and the Neighborhood Builders are described in the Master Declaration. The Master Owners, Declarant and the Neighborhood Builders conveyance upon conveyance Property upon Common Property Master Common the Master for the Association obligations for maintenance obligations its maintenance assume its shall assume Association shall Association. Master the to of the Master Common Property in the Added Territory to the Master Association. Territory Added the in Property Common of the Master

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3244901 57893-64 57893-64 324490_1

Marketing Name. Name. The The Added Added Territory Territory shall shall be be marketed marketed under under the the general general name name 8. Marketing 8. unless and and until until changed changed by by Neighborhood Neighborhood Builder Builder (with (with Declarant's Declarant's prior prior "Cristalio at at Terra Terra Lego" Lego" unless "Cristalio written consent). consent). Neighborhood Neighborhood Builder Builder shall shall notify notify the the DRE DRE of of any any change change in in the the name name of of the the Added Added written Territory under under which which it it is is marketed marketed by by Declarant. Declarant. Territory Conformity with with Development Development Plan. Plan. This This Supplemental Supplemental Master Master Declaration Declaration is is in in 9. Conformity 9. DRE. the conformity with the development plan currently on file with the DRE. with file on currently conformity with the development plan This Supplemental Supplemental Master Master Declaration Declaration may may be be amended amended or or 10. Amendment and and Duration. Duration. This Amendment 10. terminated only only by by complying complying with with the the applicable applicable requirements requirements of of the the Master Master Declaration. Declaration. Unless Unless terminated amended or or terminated, terminated, this this Supplemental Supplemental Master Master Declaration Declaration shall shall continue continue in in full full force force and and effect effect for for so so amended long as as the the Master Master Declaration Declaration remains remains in in effect. effect. long 11. Runs with with the the Land. Land. The The provisions provisions of of this this Supplemental Supplemental Master Master Declaration Declaration shall shall run run Runs 11. with all of the Added Territory, the Community, and the Master Common Property, shall be binding upon all persons having or acquiring any interest in the Added Territory, the Community, the Master Common Property, or any part thereof, shall inure to the benefit of and burden every portion of the Added Territory, the Community, the Master Common Property, and any interest therein, and shall inure to the benefit of, be binding upon, and may be enforced by any Owner, Declarant, Neighborhood Builder, each successor in interest of Declarant or Neighborhood Builder, the Master Association, and their successive owners and assigns. Except as otherwise provided herein, the capitalized terms in this Supplemental Master Declaration shall have the same meanings as are given such terms by the Master Declaration. Except as otherwise expressly provided herein, all of the provisions of the Master Declaration are hereby incorporated by reference as if fully set forth herein.

Exclusive Use Easement Areas. Declarant and Neighborhood Builder hereby grant to 12. the respective Owners of Lots 77, 78 and 81 of Tract No. 31601-5 (defined in Exhibit "A" to this Supplemental Master Declaration) exclusive use easements for yard purposes in, over, under, through, and across those certain portions of either Lot J or L of Tract No. 31601-5 (specifically located between the sidewalk adjacent to such Lot Owner's lot line and that certain private street Lot E, all as shown on Tract No, 31601-5 ("Exclusive Use Easement Areas")). Each Owner shall have the exclusive right and duty to maintain such Owner's Exclusive Use Easement Area in compliance with the same standards of maintenance applicable to the rest of such Owner's Lot in accordance with the requirements set forth in the Master Declaration and subject to the approval of the Master Association, including planting grass, flowers and other such landscaping materials with shallow roots, watering, mowing, trimming, weed abatement, and any other maintenance required to keep the Exclusive Use Easement Areas in good, safe, and presentable condition at all times. The Master Association shall have all of the rights reserved in the Master Declaration to enforce such maintenance obligations. Upon conveyance of Lots J and L of Tract No. 31601-5 to the Master Association as Master Common Area, the Master Association will maintain all portions of Lots J and L of Tract No. 31601-5 other than the Exclusive Use Easement Areas. Owners are prohibited from planting trees and other such landscaping materials that grow deep roots and from installing walls, fences, or planters within the Exclusive Use Easement Areas. Owners are also prohibited from removing trees from such Exclusive Use Easement Areas without the prior written approval of the Master Association. Such Exclusive Use Easement Areas shall be subject to those certain ten foot (10') wide easements dedicated to the City of Indio and the Imperial Irrigation District, respectively, for public utility purposes on Tract No. 31601-5. Neither the City of Indio nor the Imperial Irrigation District shall be responsible for destruction of any improvements within the Exclusive Use the access the to access need to easement-holder need either easement-holder Easement should either grass, should of grass, replanting of the replanting than the other than Areas, other Easement Areas, Exclusive purposes. utility purposes. public utility for public Areas for Easement Areas Use Easement Exclusive Use by herein by incorporated herein are incorporated Declaration are Master Declaration 13. Exhibits. Supplemental Master this Supplemental to this exhibits to All exhibits Exhibits. All 13. this reference. this reference.

5/11/07 5/11i07

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324490_1 57893-64 324490_1 57893-64

This Supplemental Supplemental Master Master Declaration Declaration has has been been executed executed on on MAY MAY This to be be effective effective as as of of the the date date of of its its Recordation. Recordation. to INDIO LAND LAND VENTURES, VENTURES, LLC, LLC, a a Delaware Delaware limited limited RYLAND RYLAND M M OF OF INDIO liability company company a De De a liability

/7 /7

,, 2007, 2007,

By: By: Its: Its: By: By: Its: Its:

/.. j..iy,,...-ci,-Q ' Newt, - 't 4V ,,C.I.., 4t V 2'v

Declarant Declarant

By: Its: Its: By: By: Its: Its:

Neighborhood Neighborhood Builder Builder

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324490_1 57893-64 324490.1 57893-84

STATE OF OF CALIFORNIA CALIFORNIA STATE COUNTY OF OF`AtILR COUNTY

)ss.

0 OA

before me, me, before

(inserfiname (inse name and title title of of the Otri er) e)

personally appeared appeared personally

( ,, personally known to me (cir--proved tO" Tie tin subscribed is/ (s)-name within --eVidence) Creme) to be the persons whose name(s)-is/pre'subscribed to the within Mt-his/ter/their authorized in hisOieritheir same in the same executed the instrument and acknowledged to me that he/she/they authorized he/she/they executed person(), or theperson(s), instrument,the the instrument, capacity(ietl, and that by his/nay/their or the the entity entity upon upon on the signature(s) on his/nay/their signature(s) behalf of which the person($ acted, executed the instrument. WITNESS my hand and official seal.
RENEE i.Yi,!r..1 3:?.ACv RENEE Commission t,672 Commission# #7.501 i3Ca672 Notary Public California Riverside County My Comm. Expires Aug 19, 2008 ---.1- 4k.

Seal)

STATE OF CALIFORNIA COUNTY OF

vi

)ss.

On

before me, before me,

-ri
officer) the officer)" of the itle of and itle name and (insert name (insert

(or-preyed -to-rne-on, personally known to me (of-proved the within to the subscribed is/arethe-basis-of-satisfactory-evidence) person(s) whose whose name(s) name(s) is/are subscribed to the-basis-of-satisfactory-evidence) to be the person(s) authorized his/her/their in same the instrument and acknowledged to me that he/she/they executed upon capacity(ies), his/heritheir signature(s) on the instrument, the person(s), or the entity upon by his/her/their that by and that capacity(ies), and behalf of which the person(s) acted, executed the instrument. instrument. the executed acted, person(s) behalf of which the
WITNESS seal. official seal. and official hand and my hand WITNESS my 31tCs 45 ti Th7a

personally appeared

Signature Signature

(Seal) (Seal)

5/11/07 5/11 /07

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324490_1 57893-6432449Q,1 57893-64

EXHIBIT "A"

LEGAL DESCRIPTION OF NEIGHBORHOOD BUILDER PROPERTY All of the real property located in the City of Indio, County of Riverside, State of California, described as follows: Lots 77 through 81, inclusive, of Tract No. 31601-5 on file in Book 391, at Pages 44 to 48, inclusive, of Maps, as filed in the Office of County Recorder of the County of Riverside, State of California ('Tract No. 31601-5").

5/11/07 5111107

Exhibit "A"

57893-64 324490_1 57893-64 324490_1

EXHIBIT "B" "B" EXHIBIT LEGAL DESCRIPTIO DESCRIPTION OF MASTER MASTER COMMON COMMON PROPERTY PROPERTY N OF LEGAL [None in in this this Phase] Phase] [None

5111107 511 1107

"B" Exhibit Exhibit "B"

324490_1 57893-64324490_1 57893-64

CRISTALLO PHASE 10 EXHIBIT "C"

SHEET 1 OF 1

COMMUNITY WALL. MASTER ASSOCIATION MAINTAINS LEGEND STRUCTURAL INTEGRITY, CAP AND EXTERIOR SURFACE FACING a NM AWAY FROM RESIDENTIAL LOT NOTE: DEPICTIONS ARE FOR ILLUSTRATIVE PURPOSES ONLY. ALL DIMENSIONS ARE APPROXIMATIONS. AS BUILT CONDITIONS SHALL CONTROL. PREPARED UNDER THE SUPERVISION OF:

SCALE: 1" = 60' ANGELA F DORF, P.L.S. 8010 DATE

MASTER MAINTENANCE AREA LOTS 77-81 TRACT NO. 31601-5 MB 391/39-43

DATE: MAY 2007 JOB NO. 40767.13

STANTEC CONSULTING INC. 73733 FRED WARING DRIVE SUITE 100 PALM DESERT, CA 92260 SthreteC 760.346.9844

stantec.corn

EXHIBIT "D" LEGAL DESCRIPTION OF NEIGHBORHOOD PROPERTY [None in this Phase]

5111107

Exhibit "D"

57893-64 324490_1